ENHANCED INCOME OPTION OFFER

Supplement dated April 29, 2024 (as amended June 26, 2024) to April 29, 2024 Prospectus and Updating Summary Prospectuses (“Prospectuses”) for:

Preference Premier^® Variable Annuity Contracts (offered after October 7, 2011) B Class, B Plus Class, C Class, L Class, R Class Issued by Metropolitan Life Separate Account E of Metropolitan Life Insurance Company

This Supplement describes an important “buyout” offer (“Enhanced Income Option Offer” or “Offer”). The Offer is for certain owners of Preference Premier variable annuity contracts (“Contracts”) issued by Metropolitan Life Insurance Company (“Metropolitan Life,” “we,” or “us”).

As You consider this Offer, You may find it helpful to refer to the Prospectus. This Supplement incorporates the Prospectus by reference. You should read this Supplement in conjunction with Your Prospectus and retain all documents for future reference. Unless otherwise indicated, the information included in Your Prospectus remains unchanged. The terms we use in this Supplement have the same meaning as in Your Prospectus unless a new term is defined or an existing term in Your Prospectus is revised by this Supplement.

You can find the current Prospectus and other information about the Contracts online at dfinview.com/metlife/tahd/MET000257 for Preference Premier^® Variable Annuity Contracts (offered after October 7, 2011) B Class, B Plus Class, C Class, L Class, R Class. You can also obtain this information at no cost by calling Your Administrative Office at 1-800-638-7732, or by sending an email request to RCG@metlife.com.

When You purchased Your Contract, You elected additional protection called a “Guaranteed Minimum Income Benefit Rider” (“GMIB” or “GMIB Rider”). The GMIB was offered in different versions (described below). We are now offering You an opportunity to replace the GMIB with an “Enhanced Income Option”.

We believe that this Offer may be appropriate for certain individuals as described below and we are offering You this Enhanced Income Option because given financial market volatility and the cost of hedging to support the GMIB guarantees, being released from our obligations under the GMIB Rider will be beneficial to us.

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What is this Offer?

This Offer is being made to You for a limited time. The specific time frame during which You can accept this Offer is referred to as the (“Enhanced Income Option Offer Window”) and is set forth in the Enhanced Income Option Offer Letter that accompanies this Supplement.

We must receive the form of acceptance denoting Your acceptance of the Enhanced Income Option Offer in Good Order during the Enhanced Income Option Offer Window. If we do not receive Your acceptance of the Enhanced Income Option Offer in Good Order during the Enhanced Income Option Offer Window, we will consider You to have rejected this Offer.

Would accepting this Offer impact Your Contract’s other benefits?

Since Your death benefit under Your Contract is contingent on Account Value, it will be affected as the result of making withdrawals under Enhanced Income Option because withdrawals will reduce Your Account Value. Also, if You accept the Enhanced Income Option Offer You will only be able to allocate Your Account Value to the Fixed Interest Account (which means that you will forgo any potential growth in your Account Value that you might have otherwise received if you were invested in the Divisions). Also subsequent purchase payments will not be allowed.

If You accept the Enhanced Income Option Offer, what will You receive and what will You give up?

If You accept the Enhanced Income Option Offer what will you receive: If You accept the Enhanced Income Option Offer, You may withdraw amounts that are determined as described in this Supplement and when Your Account Value goes to $0, we will continue to pay you these amounts through a supplemental agreement (assuming that You haven’t made withdrawals that exceed the Enhanced Income Option Amount). For more information on the Enhanced Income Option amount, see “How is the Enhanced Income Option Amount Calculated?”

If You accept the Enhanced Income Option Offer, we will no longer deduct any Contract charges but these charges will continue to apply if you retain the GMIB. This means that if You accept the Enhanced Income Option Offer:

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What will You Give Up if You accept the Enhanced Income Option Offer: Under the Enhanced Income Option, Your entire Account Value will be invested in the Fixed Interest Account and earn a rate of interest that is declared from time to time, and You will no longer be able to invest in the Divisions and receive the investment experience as You could with the GMIB. Under both the GMIB and the Enhanced Income Option Offer, you will continue to have a death benefit, however; the death benefit under the Enhanced Income Option will be limited as described below. While the Enhanced Income Option amount will be greater than the amount that you can withdraw using the GMIB Dollar-for-Dollar Withdrawal Rate, you will be giving up potentially higher amounts that You could receive when You exercise Your GMIB. Whether the amount of income You receive when You exercise Your GMIB will be higher than the amount that you can receive under the Enhanced Income Option, depends on factors such as Your age and Your Income Base at the time you exercise Your GMIB.

If you accept the Enhanced Income Option Offer, then in addition to the termination of Your GMIB rider, any Enhanced Preservation Rider, spousal continuation and beneficiary continuation options will be terminated.

Under both the GMIB and the Enhanced Income Option you will retain the ability to make withdrawals. Under the Enhanced Income Option You will retain liquidity until Your Account Value goes to $0 (note that amounts withdrawn in excess of the Enhanced Income Option amount will reduce the Enhanced Income Option amount in subsequent years). Under the GMIB, You will retain the ability to make withdrawals until You exercise Your GMIB (note that amounts withdrawn in excess of the Dollar-for-Dollar Withdrawal Rate will reduce Your Income Base and amounts You will receive after You exercise Your GMIB). See, “In a Nutshell, What Are the GMIB and the Enhanced Income Option—By way of reminder, here’s a high-level of how Your GMIB works.”

Except as described in this Supplement and the Enhanced Income Option endorsement to the Contract, all other provisions of Your Contract will remain in effect.

You can obtain additional information about the GMIB Rider, Your death benefit and Your contractual annuitization options by contacting Your registered representative or contacting Your Administrative Office. Your registered representative is not receiving additional compensation in connection with this Enhanced Income Option Offer.

NO ACTION IS REQUIRED ON YOUR PART

You are not required to accept this Enhanced Income Option Offer or take any action under Your Contract. If You do not accept this Offer, Your Contract and the GMIB Rider You previously elected will continue unchanged.

You should carefully read this Supplement in conjunction with Your Prospectus before making Your decision regarding this Offer.

Why are You receiving this Offer?

You are receiving this Enhanced Income Option Offer because we have determined that You are an Eligible Contract Owner as of the date we communicated the Offer to You. Please see Appendix I for information about the versions of the GMIB Riders that are eligible for this Offer.

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If You need additional information about the GMIB Rider that You purchased, please refer to Your Prospectus or GMIB Rider. If You would like a copy of Your GMIB Rider, You may contact Your Administrative Office and request a copy of Your Contract that includes the GMIB Rider.

What is the effect on Your Contract when You accept the Enhanced Income Option Offer?

If You accept the Enhanced Income Option Offer, then on the Calculation Date:

In a Nutshell, What Are the GMIB and the Enhanced Income Option?

By way of reminder, here’s a high-level summary of how Your GMIB works: We have provided a detailed description of how the GMIB works in Appendix I, and your Prospectus also includes a detailed discussion of the how the GMIB works.

The GMIB permits You to invest in the market through certain Divisions offered under Your Contract, while at the same time assuring a specified guaranteed level of minimum fixed income payments if You elect to exercise Your GMIB, regardless of the investment performance of Your Contract during the pay-in phase.

After a minimum 10 year waiting period, provided You have satisfied all the requirements, You may exercise the GMIB within 30 days following a Contract Anniversary. We then will apply the Income Base calculated at the time of exercise to the GMIB Annuity Table specified in Your GMIB Rider in order to determine Your minimum guaranteed lifetime fixed monthly income payments. Your actual payments may be higher than this guaranteed minimum income payment if the application of Your Account Value to the then-current annuity purchase rates would provide a higher payment.

Prior to exercising the GMIB benefit and annuitizing Your Contract, You may make withdrawals up to the amount You could withdraw using the Dollar-for-Dollar Withdrawal Percentage specified by the GMIB and still maintain the minimum benefit amount. The Dollar-For-Dollar Withdrawal Rate for each version of the GMIB is included in the table in Appendix I. Under

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the GMIB, we calculate an “Income Base” that determines, in part, the minimum amount You receive as an income payment upon exercising the GMIB and annuitizing the Contract.

The Income Base is the greater of the “Highest Anniversary Value” or the “Annual Increase Amount”.

The Highest Anniversary Value: On the issue date, the “Highest Anniversary Value” is equal to Your initial purchase payment. Thereafter, the Highest Anniversary Value will be increased by subsequent purchase payments and reduced proportionately by the percentage reduction in Account Value attributable to each subsequent withdrawal (including any applicable Withdrawal Charge). On each Contract Anniversary prior to the Contract Owner’s 81st birthday, the Highest Anniversary Value will be recalculated and set equal to the greater of the Highest Anniversary Value before the recalculation or the Account Value on the date of the recalculation.

The Highest Anniversary Value does not change after the Contract Anniversary immediately preceding the Contract Owner’s 81st birthday, except that it is increased for each subsequent purchase payment and reduced proportionally by the percentage reduction in Account Value attributable to each subsequent withdrawal (including any applicable Withdrawal Charge).

The Annual Increase Amount: On the date we issue Your Contract, the “Annual Increase Amount” was equal to Your initial purchase payment. All purchase payments received within 120 days of the date we issued Your Contract are to be treated as part of the initial purchase payment for this purpose. Thereafter, the Annual Increase Amount is equal to (i) less (ii), where: (i) is purchase payments accumulated at the Annual Increase Rate from the date the purchase payment is made; and (ii) is withdrawal adjustments (as described below) accumulated at the Annual Increase Rate. See “Annual Increase Rate” in Appendix I for a description of the Annual Increase Rate.

Withdrawals from the Contract will result in a proportional reduction in the Annual Increase Amount that is equal to the same percentage that the amounts withdrawn reduced the Account Value (also referred to as “Account Balance” in the Prospectus). However, if You withdraw amounts that are no greater than the amounts You can withdraw using the Dollar-for-Dollar Withdrawal Percentage, Your Annual Increase Amount will be reduced by the same dollar amount as the withdrawals taken from Contract.

The Highest Anniversary Value and Annual Increase Amount are calculated independently of each other. When the Highest Anniversary Value is recalculated and set equal to the Account Value, the Annual Increase Amount is not set equal to the Account Value.

The Dollar-for-Dollar Withdrawal Rate generally is intended to correlate to the Annual Increase Rate; therefore, assuming that the Income Base equals the Annual Increase Amount, Your Income Base may remain relatively unchanged even though You are taking withdrawals up to amounts You could withdraw using the Dollar-for-Dollar Withdrawal Rate. If You then elect to exercise the GMIB, You are guaranteed a set amount of fixed annuity payments based, in part, on that Income Base. In sum, You can make withdrawals up to the amount You can withdraw using the Dollar-for-Dollar Withdrawal Rate each year but still have at least what You invested to convert into lifetime guaranteed annuity payments.

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Here’s a high-level summary of how the Enhanced Income Option works: If You accept the Enhanced Income Option Offer, the Account Value under Your Contract will be transferred to the Fixed Interest Account, and You will no longer be invested in the market through the Divisions and any automated investment strategy that You participate in will terminate. The Fixed Interest Account Option offers an interest rate guaranteed by MetLife during a selected period. In addition, Your death benefit will be modified and its maximum potential amount payable upon Your death will be limited to the value as of the date we receive Your acceptance of this Offer in good order, as reduced by subsequent withdrawals.

The Enhanced Income Option will permit You to withdraw amounts up to the “Enhanced Income Option amount” each year (as adjusted for distributions under the Required Minimum Distribution Service, if applicable) without reducing the Enhanced Income Option amount payable in future years. However, if You withdraw an amount that is greater than the Enhanced Income Option amount (as adjusted for distributions under the Required Minimum Distribution Service, if applicable) in any year, then your Enhanced Income Option amount payable in each subsequent year will be reduced proportionately by the same percentage that Your Account Value is reduced by the withdrawals. This means that thereafter, You will receive a lower Enhanced Income Option amount. The Enhanced Income Option amount is based upon Your age and Your Annual Increase Amount on the Calculation Date and the GMIB version that You have. The Enhanced Income Option amount will be more than the amount You could withdraw using the Dollar-for-Dollar Withdrawal Rate under Your GMIB. When Your Account Value goes to zero, You will receive a supplemental agreement under which You will continue to receive the Enhanced Income Option amount for the remainder of Your life. In addition, once the supplemental agreement is issued, You will no longer have any of the features or benefits under the original Contract, including any applicable death benefit.

Comparing the GMIB to the Enhanced Income Option

The following comparison assumes:

For the GMIB benefit: systematic withdrawal payments (“SWPs”) are being taken that are no greater than the amount that you could withdraw using the Dollar-for-Dollar Withdrawal Rate. The comparison further assumes that “required minimum distributions” (“RMDs”) are not being taken, that the Income Base that determines the level of income payments under Your GMIB is equal to the Annual Increase Amount and not the Highest Anniversary Value and that You have not exercised the “Optional Step-Up” to the Annual Increase Amount. Finally, the comparison assumes that no withdrawals have been taken other than the SWP withdrawals.

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For the Enhanced Income Option: SWPs are taken equal to the Enhanced Income Option amount on an annual basis. No RMD or other withdrawals are taken.

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Eligible Contract Owners:

You are eligible to accept the Enhanced Income Option Offer (“Eligible Contract Owner”) if You meet ALL of the following qualifications as of the date Your acceptance of the Enhanced Income Option Offer is received by MetLife in Good Order (the “Calculation Date”, as described below):

A.  You currently own a Preference Premier Variable Annuity Contract with one of the following versions of GMIB Rider and we are currently making the Offer available to You:

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Withdrawals Under the Enhanced Income Option:

Each 12-month period during which Enhanced Income Option amounts may be withdrawn begins on Your Contract Anniversary and ends on the last day of that Contract Year (“Enhanced Income Option period”). During each Enhanced Income Option period, You may withdraw the Enhanced Income Option amount. However, for the first Enhanced Income Option period, if Your Calculation Date is not Your Contract Anniversary, then the Enhanced Income Option amount that You can withdraw is based on total withdrawals during the Contract Year in which You accept the Offer and is equal to: (i) a prorated amount that You could have withdrawn using the dollar-for dollar withdrawal rate under Your GMIB for the number of months during the Contract Year prior to Your acceptance of the Enhanced Income Option Offer; plus (ii) a prorated amount that You could withdraw under the Enhanced Income Option for the remaining number of months until Your next Contract anniversary (the “First Enhanced Income Option Period EIO Amount”).

For example, assume Your dollar-for-dollar withdrawal rate under Your GMIB would allow you to withdraw $10,000 in a Contract Year and that between January 1, 2024 and June 30, 2024, you have withdrawn $5,000. If Your Calculation Date is July 1, 2024, Your next Contract Anniversary is January 1, 2025, and Your Enhanced Income Option amount is $12,000, then You may withdraw $6,000 between July 1, 2024 and December 31, 2024, for a total withdrawal

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during the Contract year of $11,000. The next Enhanced Income Option period will begin on January 1, 2025 and end on December 31, 2025 and You may withdraw $12,000 between January 1, 2025 and December 31, 2025.

If You do not take Your entire Enhanced Income Option amount during any Enhanced Income Option period, You will not be able to carry forward that amount to any subsequent years; however; Your Account Value will not be reduced by any amount that is not withdrawn.

Systematic Withdrawal Program, the Required Minimum Distribution Service and Withdrawing the Enhanced Income Option amounts:

If You currently are receiving withdrawal payments under the Systematic Withdrawal Program, You can request that your payments under the Enhanced Income Option be paid through the Systematic Withdrawal Program at the same frequency or a different frequency. You can also discontinue or change Your elections with respect to the Systematic Withdrawal Program as described in the Prospectus. If You are not currently receiving withdrawal payments under the Systematic Withdrawal Program, You may elect to do so by contacting Your Administrative Office. You may also withdraw Your Enhanced Income Option amounts in any manner that is available for withdrawals from the Contract, as described in the Prospectus. The Enhanced Income Option amount that You may withdraw during the Enhanced Income Option period does not change based on the method that You use to make the withdrawals.

If your Enhanced Income Option amount is lower than the Required Minimum Distribution Amount during any Enhanced Income Option period, then the Enhanced Income Option amount will be adjusted to be equal to the Required Minimum Distribution Amount. Even if You accept the Enhanced Income Option Offer, You may also elect or continue the Required Minimum Distribution Service. Please note that the Enhanced Income Option amount may exceed Your Required Minimum Distribution amount. In this event, You may want to consider whether to accept this Offer, if Your intent is to withdraw an amount that is only equal to Your Required Minimum Distribution amount. As discussed above, if You take only the Required Minimum Distribution amount and it is lower than the Enhanced Income Option amount during any Enhanced Income Option period, then You will not be able to carry forward to any subsequent Enhanced Income Option period any remaining Enhanced Income Option amount.

Please note that once Your Account Value is equal to $0, the amount payable under the supplemental agreement will be the Enhanced Income Option amount.

Withdrawals that Exceed the Enhanced Income Option amount

If You withdraw an amount that is greater than Your Enhanced Income Option amount (as increased using the Required Minimum Distribution Service, if applicable) during any Enhanced Income Option period, then we will reduce Your future Enhanced Income Option amount proportionately by the same percentage that Your Account Value is reduced by the withdrawal. For the first Enhanced Income Option period, we will use the First Enhanced Income Option Period EIO Amount to determine whether withdrawals exceed the Enhanced Income Option amount.

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If You intend to withdraw amounts that exceed Your Enhanced Income Option amount (as increased using the Required Minimum Distribution Service, if applicable), You should consider whether it is appropriate to accept the Enhanced Income Option Offer since withdrawals in excess of the Enhanced Income Option amount will result in future amounts that You receive under the Enhanced Income Option being reduced on a proportionate basis and could have the effect of reducing or eliminating the benefit of the Enhanced Income Option.

Operation of the Enhanced Income Option When there is no Longer any Account Value under Your Contract:

Withdrawals of the Enhanced Income Option amount (and any other withdrawals) may reduce Your Account Value to $0. If Your Account Value is reduced to $0, Your Contract will terminate, and we will issue You a supplemental agreement. Your supplemental agreement will continue to pay Your Enhanced Income Option amount for Your life with a guaranteed period of 5 years, if longer. Under the supplemental agreement, You may elect to have payments made over Your lifetime and another person’s lifetime with a guaranteed period of 5 years (“joint life option”). However, if you elect the joint life option, then periodic amounts paid under Your supplemental agreement will be reduced to reflect that we will pay the benefit over two lives, rather than one life. We may make other options available from time to time. The supplemental agreement will pay out the Enhanced Income Option amount. You may not take amounts (as adjusted if payment is to be made on a joint life basis) that are greater or less than the Enhanced Income Option amount and You may receive payments only at a frequency permitted under the supplemental agreement. We currently permit You to elect to receive payments on a monthly, quarterly, semi-annual or annual basis. In addition, once the supplemental agreement is issued, You will no longer have any of the features or benefits under the original Contract, including any applicable death benefit.

Effect of the Enhanced Income Option on Your Death benefit:

If You have the Standard Death Benefit, and You accept the Enhanced Income Option Offer, then your death benefit will no longer increase beginning on the Calculation Date. Please note that the death benefit on and after the Calculation Date will be reduced proportionately by the percentage reduction in Account Value attributable to withdrawals under the Enhanced Income Option and any other withdrawals. Your death benefit will never be less than Your Account Value as of the end of the Business Day on which we have received Notice of both due proof of death and the first acceptable election for the payment method under which Your beneficiary will receive the death benefit.

If You have the Annual Step-Up Death Benefit, and You accept the Enhanced Income Option Offer, then we will no longer charge for the death benefit beginning on the Calculation Date. In addition, your death benefit will no longer increase beginning on the Calculation Date. Please note that the death benefit on and after the Calculation Date will be reduced proportionately by the percentage reduction in Account Value attributable to withdrawals under the Enhanced Income Option and any other withdrawals. Your death benefit will never be less than Your

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Account Value as of the end of the Business Day on which we have received Notice of both due proof of death and the first acceptable election for the payment method under which Your beneficiary will receive the death benefit.

If You have an Enhanced Death Benefit (EDB II, EDB III, EDB Max II, EDB Max III, EDB Max IV, EDB Max V), and You accept the Enhanced Income Option Offer, then we will no longer charge for the death benefit beginning on the Calculation Date. In addition, the Enhanced Death Benefit will no longer increase beginning on the Calculation Date. Please note that the death benefit on and after the Calculation Date will be reduced proportionately by the percentage reduction in Account Value if the withdrawals in any Enhanced Income Option period exceed the Enhanced Income Option amount (as adjusted for distributions under the Required Minimum Distribution Service, if applicable). For the first Enhanced Income Option period, we will use the First Enhanced Income Option Period EIO Amount in determining whether withdrawals exceed the Enhanced Income Option amount. If withdrawals in any Enhanced Income Option period are not greater than the Enhanced Income Option amount (as adjusted for distributions under the Required Minimum Distribution Service, if applicable), the death benefit will be reduced by the same dollar amount as was withdrawn from Your Account Value. Your death benefit will never be less than Your Account Value as of the end of the Business Day on which we have received Notice of both due proof of death and the first acceptable election for the payment method under which Your beneficiary will receive the death benefit.

How is the Enhanced Income Option Amount Calculated?

The Enhanced Income Option amount is calculated on the “Calculation Date.” The “Calculation Date” is the Business Day we receive all information necessary to process Your acceptance in Good Order. Amounts payable under the Enhanced Income Option Offer will be determined on the Calculation Date prior to processing any other financial transactions on that date, including any applicable reset of Your Income Base. Therefore, if your Contract Anniversary occurs during the Enhanced Income Option Offer Window, You may want to accept the Offer after Your Contract Anniversary so that you will receive the applicable increase in the Annual Increase Amount prior to Your acceptance. This will have the effect of increasing Your Enhanced Income Option amount because the calculation is based upon a percentage of Your Annual Increase Amount, as described below. On the other hand, if you prefer not to receive a lower amount during the first Enhanced Income Option period than you will receive in subsequent Enhanced Income Option periods, as described below, You may prefer to accept the Offer on your Contract Anniversary.

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Calculation of the Enhanced Income Option:

If You accept the Enhanced Income Option Offer, Your Account Value will be transferred to the Fixed Interest Account on the Calculation Date and Your Enhanced Income Option amount will be a percentage of Your Annual Increase Amount. This percentage will be higher than the GMIB Dollar-for-Dollar Withdrawal Rate under Your GMIB.

For GMIB Plus III:

For GMIB Plus IV:

For GMIB Max II:

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For GMIB Max III:

For GMIB Max IV:

For GMIB Max V:

The percentages indicated are subject to state variations. For joint Contract owners we will use the age of the older Owner. If the Owner is a non-natural person, we will use the age of the annuitant.

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How can You evaluate this Enhanced Income Option Offer?

This Enhanced Income Offer is not appropriate for everyone. In fact, when You purchased Your Contract, You made a determination that the GMIB was important to You based on Your personal circumstances at that time. You should now consider Your specific circumstances and whether they have changed in a way that would make the Enhanced Income Option a better option than the GMIB.

You should consider Your current and future income needs and whether they would be better served by continuing Your GMIB or accepting the Enhanced Income Option Offer. As part of Your consideration of Your income needs, You should consider the effect that withdrawals in excess of the Dollar-for-Dollar Withdrawal Rate or in excess of the Enhanced Income Option amount will have on the future income guarantees provided under each of these options. Also, if Your Account Value goes to $0 under the GMIB, then You will receive payments based on the remaining Income Base under a supplemental agreement. Similarly, if Your Account value goes to $0 under the Enhanced Income Option, you will continue to receive the Enhanced Income Option amount under a supplemental agreement.

You should consider whether the potentially higher amount You could receive upon exercising Your GMIB in the future is more important to You than being able to withdraw a higher amount under the Enhanced Income Option than under the GMIB Dollar-for-Dollar Withdrawal Rate.

In addition, You should consider the following aspects of Your Contract which can only be maintained if you do not accept the Enhanced Income Option Offer: (i) Your desire to maintain your current death benefit option without any limitations or modifications; (ii) Your desire to continue to experience investment performance through the Divisions (including the automated investment strategies); and (iii) Your desire continue to maintain any Earnings Preservation Rider, and Spousal and Beneficiary Continuation options. You should consider those aspects of Your Contract and compare them to (i) Your desire for the predictability of growth by allocation of all of your Account Value to the Fixed Interest Account which earns declared interest rates that are guaranteed by Metropolitan Life Insurance Company; and (ii) Your desire not to incur any additional fees or charges associated with Your Contract and the Divisions, as You could if You accept the Enhanced Income Option Offer.

As the above demonstrates, there are a number of considerations you should take into account. As a general matter, though, the offer may be beneficial to You if You want lifetime income and you would prefer to be able to withdraw more to satisfy your immediate income needs. It may also be beneficial to You if You want to stop paying contract charges, would prefer a fixed rate of interest and are not as concerned that the enhanced death benefit declines even when you have remaining Account Value.

On the other hand, the Offer may not be beneficial to you, if you are satisfied with the level of withdrawals you can make using the Dollar-for-Dollar Withdrawal Rate and you prefer to have a potentially larger guaranteed lifetime income once you exercise the GMIB. The Offer may also not be beneficial to You if You prefer to remain invested in the Divisions and want to maintain a higher enhanced death benefit before you exercise your GMIB. Note, if You have the Standard

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Death Benefit or Annual Step-Up death benefit, Your death benefit will reduce with withdrawals in the same manner regardless of whether You elect the Enhanced Income Option or maintain the GMIB.

You should assess Your own situation to decide whether to accept the Enhanced Income Option Offer. In considering this Offer You may wish to consult with Your named beneficiaries under Your Contract, Your registered representative or other advisors. We cannot provide investment advice to You, including how to weigh any relevant factors for Your particular situation. We cannot provide any advice regarding future Account Values, including whether investment options under Your Contract will experience market gains or losses.

Hypothetical Examples

The following are hypothetical examples that compare a few different scenarios and the effect of the GMIB and the Enhanced Income Option on amounts that you can withdraw as well as future guarantees. Each hypothetical example assumes that the 10-year waiting period for exercising the GMIB has been met and that RMDs are not being taken.

Example assumptions:

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Maintaining the GMIB: If John maintains his GMIB, then under the assumptions above and assuming no other withdrawals from the Contract, John will continue to receive $13,750 a year until his Account Value hits zero at age 73. When John is 74, he will begin to receive payments under the GMIB which will also be equal to $13,750 until his death at age 87, because he is eligible for the Enhanced Payout Rate.

Outcome: The total amount Jonn will receive is $288,750. In addition, John will continue to maintain his Enhanced Death Benefit of $250,000 until he begins to receive his GMIB income at age 74.

Electing the Enhanced Income Option (EIO): If John elects Enhanced Income Option, then John will receive $14,438 until his death at age 87. Since John has an Enhanced Death Benefit, his Death Benefit will decrease each year by the amount he withdraws from his Account Value.

Outcome: The total amount John will receive is $303,188. John will continue to maintain some portion of his Death benefit until he no longer has any Account Value.

John’s Considerations:

After weighing these considerations, John may decide that he prefers to accept the Enhanced Income Option Offer because he is interested in lifetime income and the Enhanced Income Option provides him with a larger amount annually and the total amount he will receive is greater under the EIO than under the GMIB.

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Maintaining the GMIB: If Ann maintains her GMIB, then under the assumptions above and assuming no other withdrawals from the Contract, Ann will continue to receive $10,125 a year until she elects to exercise her GMIB at age 85. Ann knows that she is giving up her remaining Account Value of $53,413, but has decided that she prefers to begin taking her GMIB amount of $15,957 each Contract Year.

Outcome: The total amount Ann will receive is $231,660. In addition, Ann will continue to maintain her Enhanced Death Benefit of $225,000 until she begins to receive her GMIB income at age 85.

Electing the Enhanced Income Option (EIO): If Ann elects Enhanced Income Option, then Ann will receive $10,631 until her death at age 89. Since Ann has an Enhanced Death Benefit, her Death Benefit will decrease each year by the amount she withdraws from her Account Value.

Outcome: The total amount Ann will receive is $212,625. Ann will continue to maintain some portion of her death benefit until she no longer has any Account Vale.

Ann’s Considerations:

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After weighing these considerations, Ann may decide that she prefers not to accept the Enhanced Income Option Offer because she prefers to have a larger annual amount once she exercises her GMIB and the total amount she will receive is greater under the GMIB than under the EIO.

Assume that Gabriel’s Account Value is $100,000 and his Enhanced Income Option amount is $6,000 (which is equal to 6% of his Account Value). In addition, assume Gabriel has an Enhanced Death Benefit equal to $120,000.

If Gabriel withdraws $12,000 from his Account Value (which is equal to 12% of his Account Value) Gabriel’s Enhanced Income Option amount thereafter will be $5,280 ($6,000 reduced by 12% is equal to $5,280), assuming he does not take any other withdrawals in excess of the Enhanced Income Option amount. In addition, since Gabriel made withdrawals that exceeded his Enhanced Income Option amount, Gabriel’s Enhanced Death Benefit will be reduced by 12% to $105,600. This reduction in Enhanced Death Benefit represents the same percentage that he withdrew from his Account Value.

On the other hand assume that Gabriel withdraws the full Enhanced Income Option amount of $6,000 from his Account Value and does not withdraw any other amounts. In this event, his death benefit would be reduced by the same dollar amount as was withdrawn from his Account Value which was $6,000. Therefore, his Enhanced Death Benefit would be $114,000.

However, if Gabriel has a Standard Death Benefit or Annual Step-Up Death Benefit of $120,000, the 6% withdrawal of $6,000 from Account Value will reduce his death benefit by 6% to $112,800.

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How do You accept the Enhanced Income Option Offer?

To accept this Enhanced Income Option Offer, You may call us at 1-888-439-2806 and indicate Your acceptance or sign the election form that is included with this Supplement and either fax it to us at 1-877-547-9669, email it to us at requests@metlife.com or mail it to us by regular mail to: PO Box 10366, Des Moines, IA 50306-0366 or by Express/Overnight mail to: 4700 Westown Parkway, Suite 200, West Des Moines, IA 50266.

You cannot accept the Offer before the date specified in Your Enhanced Income Option Offer letter. We must receive Your acceptance of this Offer in Good Order no later than the date specified in Your Enhanced Income Option Offer letter.

Remember: If You accept this Offer, amounts payable under the Enhanced Income Option may be different (more or less) than the amount in our letter, since the amounts payable will be determined on the Calculation Date, which will occur later. Please note that once You have accepted our Offer and it has been processed on the Calculation Date, You may not revoke Your acceptance.

We will not process Your acceptance of the Offer until all applicable requirements are satisfied within the Enhanced Income Option Offer Window. Acceptance notifications submitted but not processed due to Your failure to provide sufficient information, or for any other reason beyond our control will not be processed.

What are the tax implications of accepting the Offer?

The tax implications of accepting the Offer could vary depending on the type of Contract You own, Your age and other factors relating to Your personal situation. You should discuss with Your tax advisor whether it makes sense for You to accept this Offer.

If You accept this Offer, withdrawals from the deferred annuity under the Enhanced Income Option will receive the same tax treatment as other withdrawals from Your Contract and may be taxable to You. An additional 10% federal income tax penalty may also apply if You are under age 59 1/2. Once Your Account Value goes to $0, we will issue you a supplementary agreement. Since none of the payments under the supplementary agreement reflect a return of your account value, then regardless of whether Your deferred annuity was a tax-qualified or non-qualified contract, all amounts paid to you under the supplementary agreement will be taxable when received.

What other information should You know about this Offer?

If You accept the Enhanced Income Option Offer, We will send You an endorsement for Your Contract and You should keep the endorsement with Your Contract records. You will also receive a confirmation statement that reflects Your acceptance of the Offer as well as a confirmation showing the transfer of Your Account Value to the Fixed Interest Account (if You have Account Values in the Divisions on the Calculation Date).

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You will not incur any new fees or charges as a result of accepting this Offer. All expenses we incur in connection with this Offer, including legal, accounting and other fees and expenses, will be paid by us and have no effect on Your Contract regardless of whether You accept this Offer.

The Enhanced Income Option Offer, including the Enhanced Income Option Offer Window, is subject to approval by the applicable state insurance agency or authority that has jurisdiction over Your Contract. State approval may vary by state and may include different terms and conditions. The Enhanced Income Option Offer may not be available for all Contracts, in all states, at all times. In the future, we may make new, additional, or modified offers in connection with the GMIB with different terms that may be more or less favorable than the terms described herein. In other words, we may make an offer to a group of Contract owners, and, in the future, make another offer to the remaining Contract owners in the same group or to a different group of Contract owners. If You accept this Offer, upon termination of Your GMIB Rider, You will not be eligible for any future offers related to the GMIB, even if such future offer would have included a greater offer amount or different payment or incentive.

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APPENDIX I

Description of GMIB Plus III, GMIB Plus IV, Max II, Max III, Max IV and Max V:

Facts about the GMIB Rider:

Below is an explanation of the GMIB to assist You, if necessary, in considering the Enhanced Income Option Offer. You can find additional information in the Prospectus and your GMIB Rider.

Under all versions of the GMIB, we calculate an “Income Base” that determines, in part, the minimum amount You receive as fixed income payments under the GMIB if You elect the pay-out phase. The Income Base is the greater of two calculated values, the Annual Increase Amount or the Highest Anniversary Value (see “Operation of the GMIB—Income Base, below”). We then will apply the Income Base calculated at the time the GMIB optional benefit is exercised to the conservative GMIB Annuity Table specified in Your GMIB optional benefit in order to determine your minimum guaranteed lifetime fixed monthly income payments. (However, your actual payment may be higher than this minimum if, as discussed below, income payments during the pay-out phase of the Contract based on the Account Value would produce a higher payment.)

It is important to recognize that this Income Base is not available for cash withdrawals and does not establish or guarantee Your Account Value or a minimum return for any investment portfolio. The GMIB may be exercised after a minimum 10-year waiting (or any subsequent 10 year waiting period that applies due to Your exercise of any applicable Optional-Step Up), provided You have satisfied all the requirements, and then only within 30 days following a Contract Anniversary, provided that the exercise must occur not later than the 30-day period following the Contract Anniversary prior to the Contract Owner’s 91^st birthday. If at the time You elect the pay-out phase, applying Your actual Account Value to then current annuity purchase rates (independent of the GMIB optional benefit) produces higher income payments, You will receive the higher income payments, and thus You will have paid for the optional benefit even though it was not used.

Operation of the GMIB

The following section describes how the GMIB operates. When reading the following descriptions of the operation of the GMIB (for example, the “Annual Increase Rate,” “Dollar-for-Dollar Withdrawal Percentage,” and “Enhanced Payout Rate” sections), refer to the GMIB Rate Table below for the specific rates and other terms applicable to Your

version of the GMIB.

Income Base. The Income Base is the greater of (a) or (b) below.

(a) Highest Anniversary Value: On the issue date, the “Highest Anniversary Value” is equal to Your initial purchase payment. Thereafter, the Highest Anniversary Value will be increased by subsequent purchase payments and reduced proportionately by the percentage reduction in Account Value attributable to each subsequent withdrawal (including any applicable Withdrawal Charge). On each Contract Anniversary prior to the Contract Owner’s 81st birthday, the Highest Anniversary Value will be recalculated and set equal to the greater of the Highest Anniversary Value before the recalculation or the Account Value on the date of the recalculation.

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The Highest Anniversary Value does not change after the Contract Anniversary immediately preceding the Contract Owner’s 81st birthday, except that it is increased for each subsequent purchase payment and reduced proportionally by the percentage reduction in Account Value attributable to each subsequent withdrawal (including any applicable Withdrawal Charge).

(b) Annual Increase Amount: On the date we issue Your Contract, the “Annual Increase Amount” is equal to Your initial purchase payment. All purchase payments received within 120 days of the date we issue Your Contract will be treated as part of the initial purchase payment for this purpose. Thereafter, the Annual Increase Amount is equal to (i) less (ii), where:

The Highest Anniversary Value and Annual Increase Amount are calculated independently of each other. When the Highest Anniversary Value is recalculated and set equal to the Account Value, the Annual Increase Amount is not set equal to the Account Value. See “Optional Step-Up” below for a feature that can be used to reset the Annual Increase Amount to the Account Value.

For Contracts issued in New York State only. Annual Increase Amount Limit. The Annual Increase Amount is limited to the Annual Increase Amount Limit (see “GMIB Rate Table” below) multiplied by the greater of: (a) Your purchase payments or (b) the Annual Increase Amount as increased by the most recent Optional Step-Up (see “Optional Step-Up” below). Each time the Annual Increase Amount is increased by an Optional Step-Up, the limit on the Annual Increase Amount is raised to the Annual Increase Amount Limit multiplied by the new, higher Annual Increase Amount, if it is greater than the Annual Increase Amount Limit multiplied by total purchase payments.

Annual Increase Rate. As noted above, we calculate an Income Base under the GMIB optional benefit that helps determine the minimum amount You receive as an income payment upon exercising the optional benefit. One of the factors used in calculating the Income Base is called the “annual increase rate.”

Through the Contract Anniversary immediately prior to the Contract Owner’s 91st birthday, the Annual Increase Rate is the greater of:

(a) the GMIB Annual Increase Rate; or

(b) the Required Minimum Distribution Rate (as defined below).

Item (b) only applies to IRAs and other Contracts subject to Section 401(a)(9) of the Code.

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Required Minimum Distribution Rate. The Required Minimum Distribution Rate equals the greater of:

(1) the required minimum distribution amount for the previous calendar year or for this calendar year (whichever is greater), divided by the sum of: (i) the Annual Increase Amount at the beginning of the Contract Year; and (ii) any subsequent purchase payments received during the Contract Year before the end of the calendar year;

(2a) if You enroll only in the automated required minimum distribution service, the total withdrawals during the Contract Year under the automated required minimum distribution service, divided by the sum of: (i) the Annual Increase Amount at the beginning of the Contract Year and (ii) any subsequent purchase payments received during the Contract Year before the end of the calendar year; or

(2b) if You enroll in both the Systematic Withdrawal Program and the automated required minimum distribution service, the total withdrawals during the Contract Year under (I) the Systematic Withdrawal Program (up to a maximum of the GMIB Annual Increase rate multiplied by the Annual Increase Amount at the beginning of the Contract Year); and (II) the automated required minimum distribution service (which can be used to pay out any amount above the Systematic Withdrawal Program withdrawals that must be withdrawn to fulfill minimum distribution requirements at the end of the calendar year), divided by the sum of: (i) the Annual Increase Amount at the beginning of the Contract Year and (ii) any subsequent purchase payments received during the Contract Year before the end of the calendar year.

On the first Contract Anniversary, “at the beginning of the Contract Year” means on the issue date; on a later Contract Anniversary, “at the beginning of the Contract Year” means on the prior Contract Anniversary. All purchase payments received within 120 days of the issue date are treated as part of the initial purchase payment for this purpose, and therefore are included in the Annual Increase Amount on the issue date, instead of being treated as subsequent purchase payments. (See description of Operation of GMIB Income Base.)

See “Use of Automated Required Minimum Distribution Service and Systematic Withdrawal Program With GMIB” below for more information on the automated required minimum distribution service and the Systematic Withdrawal Program.

If item (b) above (the Required Minimum Distribution Rate) is greater than item (a) above (the GMIB Annual Increase Rate), and Your total withdrawals during a Contract Year, divided by the sum of: (i) the Annual Increase Amount at the beginning of the Contract Year and (ii) any subsequent purchase payments received during the Contract Year before the end of the calendar year, exceed the Required Minimum Distribution Rate, the Required Minimum Distribution Rate is not used to calculate the Annual Increase Rate, and the Annual Increase Rate will be reduced to the GMIB Annual Increase Rate (item (a) above). Therefore, the Annual Increase Rate for that Contract Year will be lower than the Required Minimum Distribution Rate, which could have the effect of reducing the value of income payments under the GMIB.

During the 30-day period following the Contract Anniversary immediately prior to the Contract Owner’s 91^st birthday, the Annual Increase Rate is 0%.

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Dollar-for-Dollar Withdrawal Percentage. One of the factors used in calculating withdrawal adjustments is called the “Dollar-for-Dollar Withdrawal Percentage.” The Dollar-for-Dollar Withdrawal Percentage is the greater of:

(a) the GMIB Dollar-for-Dollar Withdrawal Rate; or

(b) the Required Minimum Distribution Rate (as defined above under “Annual Increase Rate”).

Item (b) only applies to IRAs and other Contracts subject to Section 401(a)(9) of the Code.

During the 30-day period following the Contract Anniversary immediately prior to the Contract Owner’s 91^st birthday, the Dollar-for-Dollar Withdrawal Percentage is 0%.

For GMIB Max IV only, the GMIB Dollar-for-Dollar Withdrawal Rate, and therefore the Dollar-for-Dollar Withdrawal Percentage, will be higher if You wait to take Your first withdrawal after a certain number of Contract Years. Once it is determined by the timing of the first withdrawal, the GMIB Dollar-for-Dollar Withdrawal Rate will never increase or decrease. A higher Dollar-for-Dollar Withdrawal Percentage allows You to withdraw a larger amount each Contract Year while receiving dollar-for-dollar treatment of the withdrawals rather than a proportional adjustment. As discussed below, depending on the relative amounts of the Annual Increase Amount and the Account Value, a “dollar-for-dollar treatment” withdrawal adjustment may be more favorable than a “proportional reduction” withdrawal adjustment.

Withdrawal Adjustments. Withdrawal adjustments in a Contract Year are determined according to (a) or (b):

(a) proportional reduction: if total withdrawals in a Contract Year are greater than the Annual Increase Amount at the beginning of the Contract Year multiplied by the Dollar-for-Dollar Withdrawal Percentage (as defined above), or if the withdrawals are not paid to You (or to the Annuitant, if the Contract is owned by a non-natural person) or to another payee we agree to, the withdrawal adjustment for each withdrawal in a Contract Year is the value of the Annual Increase Amount immediately prior to the withdrawal multiplied by the percentage reduction in Account Value attributed to that withdrawal (including any applicable Withdrawal Charge); or (b) dollar-for-dollar treatment: if total withdrawals in a Contract Year are not greater than the Annual Increase Amount at the beginning of the Contract Year multiplied by the Dollar-for-Dollar Withdrawal Percentage, and if these withdrawals are paid to You (or to the Annuitant, if the Contract is owned by a non-natural person) or to another payee we agree to, the total withdrawal adjustments for that Contract Year will be set equal to the dollar amount of total withdrawals (including any applicable Withdrawal Charge) in that Contract Year.

These withdrawal adjustments will be treated as though the corresponding withdrawals occurred at the end of that Contract Year.

As described in (a) immediately above, if in any Contract Year You take cumulative withdrawals that exceed the Annual Increase Amount at the beginning of the Contract Year multiplied by the Dollar-for-Dollar Withdrawal Percentage, the Annual Increase Amount will be reduced in the same proportion that the entire withdrawal (including any applicable Withdrawal Charge) reduced the Account Value. Depending on the relative amounts of the Annual Increase Amount

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and the Account Value, such a proportional reduction may result in a significant reduction in the Annual Increase Amount (particularly when the Account Value is lower than the Annual Increase Amount), and could have the effect of reducing or eliminating the value of income payments under the GMIB rider.

Complying with the two conditions described in (b) immediately above (including limiting Your cumulative withdrawals during a Contract Year to not more than the Annual Increase Amount at the beginning of the Contract Year multiplied by the Dollar-for-Dollar Withdrawal Percentage) will result in dollar-for-dollar treatment of the withdrawals.

Example:

In determining the GMIB income payments, an amount equal to the Withdrawal Charge that would be assessed upon a complete withdrawal and the amount of any premium taxes and other taxes that may apply will be deducted from the Income Base.

Optional Step-Up. On each Contract Anniversary as permitted, You may elect to reset the Annual Increase Amount to the Account Value. An Optional Step-Up may be beneficial if Your Account Value has grown at a rate above the GMIB Annual Increase Rate. As described below, an Optional Step-Up resets the Annual Increase Amount to the Account Value. After an Optional Step-Up, the Annual Increase Rate will be applied to the new, higher Annual Increase Amount and therefore the amount that may be withdrawn without reducing the Annual Increase Amount on a proportionate basis will increase. However, if You elect to reset the Annual Increase Amount, we will also restart the 10-year waiting period. In addition, we may reset the optional benefit charge to a rate that does not exceed the lower of: (a) the maximum Optional Step-Up charge or (b) the current rate that we would charge for the same optional benefit available for new Contract purchases at the time of the Optional Step-Up (if the Contract and the optional benefit continues to be sold).

An Optional Step-Up is permitted only if: (1) the Account Value exceeds the Annual Increase Amount immediately before the reset; and (2) the Owner (or oldest Joint Owner or Annuitant if

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the Contract is owned by a non-natural person) is not older than age 80 on the date of the Optional Step-Up.

You may elect either: (1) a one-time Optional Step-Up at any Contract Anniversary provided the above requirements are met, or (2) Optional Step-Up to occur under the Automatic Annual Step-Up. If You elect Automatic Annual Step-Up, on any Contract Anniversary while this election is in effect, the Annual Increase Amount will reset to the Account Value automatically, provided the above requirements are met. The same conditions described above will apply to each Automatic Step-Up. You may discontinue this election at any time by notifying us in writing, at Your Administrative Office (or by any other method acceptable to us), at least 30 days prior to the Contract Anniversary on which a step-up may otherwise occur. Otherwise, it will remain in effect through the seventh Contract Anniversary following the date You make this election, at which point You must make a new election if You want Automatic Annual Step-Up to continue. If You discontinue or do not re-elect the Automatic Annual Step-Up, no Optional Step-Up will occur automatically on any subsequent Contract Anniversary unless You make a new election under the terms described above. (If You discontinue Automatic Annual Step-Up, the optional benefit (and the optional benefit charge) will continue, and You may choose to elect a one-time Optional Step-Up or reinstate Automatic Annual Step-Up as described above.)

We must receive Your request to exercise the Optional Step-Up in writing, at Your Administrative Office, or by any other method acceptable to us. We must receive Your request prior to the Contract Anniversary for an Optional Step-Up to occur on that Contract Anniversary.

Each Optional Step-Up:

In the event that the charge applicable to Contract purchases at the time of the step-up is higher than Your current optional benefit charge, You will be notified in writing a minimum of 30 days in advance of the applicable Contract Anniversary and be informed that You may choose to decline the Automatic Annual Step-Up. If You decline the Automatic Annual Step-Up, You must notify us in accordance with Your administrative procedures (currently we require

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You to submit Your request in writing to Your Administrative Office no less than seven calendar days prior to the applicable Contract Anniversary). Once You notify us of Your decision to decline the Automatic Annual Step-Up, You will no longer be eligible for future Automatic Annual Step-Up until You notify us in writing at Your Administrative Office that You wish to reinstate the Automatic Annual Step-Up. This reinstatement will take effect at the next Contract Anniversary after we receive Your request for reinstatement.

On the date of the Optional Step-Up, the Account Value on that day will be treated as a single purchase payment received on the date of the step-up for purposes of determining the Annual Increase Amount after the step-up. All purchase payments and withdrawal adjustments previously used to calculate the Annual Increase Amount will be set equal to zero on the date of the step-up.

Guaranteed Principal Option. On each Contract Anniversary, starting with the tenth Contract Anniversary and through the Contract Anniversary prior to the Contract Owner’s 91st birthday, You may exercise the Guaranteed Principal Option. If the Contract Owner is a non-natural person, the Annuitant’s age is the basis for determining the birthday. If there are Joint Contract Owners, the age of the oldest Contract Owner is used for determining the birthday. We must receive Your request to exercise the Guaranteed Principal Option in writing, or any other method that we agree to, within 30 days following the eligible Contract Anniversary. The Guaranteed Principal Option will take effect at the end of this 30-day period following that Contract Anniversary.

By exercising the Guaranteed Principal Option, You elect to receive an additional amount to be added to Your Account Value intended to restore Your initial investment in the Contract, in lieu of receiving GMIB payments. The additional amount is called the Guaranteed Principal Adjustment and is equal to (a) minus (b) where: (a) is purchase payments credited within 120 days of the date we issued the Contract (reduced proportionately by the percentage reduction in Account Value attributable to each partial withdrawal (including applicable Withdrawal Charges) prior to the exercise of the Guaranteed Principal Option); and (b) is the Account Value on the Contract Anniversary immediately preceding exercise of the Guaranteed Principal Option.

The Guaranteed Principal Option can only be exercised if (a) exceeds (b), as defined above. The Guaranteed Principal Adjustment will be added to each applicable Division in the ratio the portion of the Account Value in such Division bears to the total Account Value in all Divisions. It is important to note that only purchase payments made during the first 120 days that You hold the Contract are taken into consideration in determining the Guaranteed Principal Adjustment. If You anticipate making purchase payments after 120 days, You should understand that such payments will not increase the Guaranteed Principal Adjustment. However, because purchase payments made after 120 days will increase Your Account Value, such payments may have a significant impact on whether or not a Guaranteed Principal Adjustment is due. Therefore, the GMIB optional benefit may not be appropriate for You if You intend to make additional purchase payments after the 120-day period and are purchasing the optional benefit for this feature.

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The Guaranteed Principal Adjustment will never be less than zero. If the Guaranteed Principal Option is exercised, the GMIB optional benefit will terminate as of the date the option takes effect and no additional GMIB optional benefit charges will apply thereafter. The Contract, however, will continue. If You only elected a GMIB optional benefit, the investment allocation restrictions and any subsequent purchase payment restrictions will no longer apply, and You will be permitted to allocate subsequent purchase payments or transfer Account Value to any of the available Divisions. (However, if You elected a GMIB Max optional benefit, You will not be permitted to allocate subsequent purchase payments or transfer Account Value to the Fixed Interest Account.) If You elected both a GMIB optional benefit and an EDB optional benefit, the investment allocation restrictions and any subsequent purchase payment restrictions applicable to the EDB optional benefit will continue to apply.

Exercising the GMIB. If You exercise the GMIB optional benefit, You must select to receive income payments under one of the following income types:

(1) Lifetime Income Annuity with a 5-Year Guarantee Period.

(2) Lifetime Income Annuity for Two with a 5-Year Guarantee Period. Based on Federal tax rules, this option is not available for qualified Contracts where the difference in ages of the Joint Annuitants, who are non-spouses, is greater than 10 years. For Contracts issued in New York State only, this income payment type is only available if the youngest Annuitant’s attained age is 35 or older.

These options are described in the Contract and the GMIB optional benefit.

The GMIB Annuity Table. When the Contract is annuitized, income payments under the GMIB optional benefit will be determined by applying the income base to the rates in the GMIB Annuity Table. The GMIB Annuity Table Basis is specified in the optional benefit and the GMIB Rate Table.

As with other payout types, the amount You receive as an income payment also depends on the income payment type You select, Your age and Your sex. The annuity rates in the GMIB Annuity Table are conservative and a Withdrawal Charge may be applicable, so the amount of guaranteed minimum lifetime income that the GMIB produces may be less than the amount of income payments that would be provided by applying Your Account Value on Your annuity date to the then-current annuity purchase rates.

If You exercise the GMIB optional benefit, Your income payments will be the greater of:

If You choose not to receive income payments as guaranteed under the GMIB, You may elect any of the income payment types available under the Contract.

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If the amount of the guaranteed minimum lifetime income that the GMIB produces is less than the amount of income payments that would be provided by applying Account Value on the Annuity Date to the then current annuity purchase rates, then You would have paid for a benefit You did not use.

If You take a full withdrawal of Your Account Value, Your Contract is terminated by us due to its small Account Value and inactivity, or Your Contract lapses and there remains any income base, we will commence making income payments within 30 days of the date of the full withdrawal, termination or lapse. In such cases, Your income payments under this benefit, if any, will be determined using the income base after any applicable withdrawal adjustment that was taken on account of the withdrawal, termination or lapse.

Enhanced Payout Rates. The GMIB payout rates are enhanced under the following circumstances.

If You selected the GMIB and if:

• For Contracts issued in New York State only, Your Contract was issued on or after the Minimum Enhanced Payout Issue Age;

• You take no withdrawals prior to the Minimum Enhanced Payout Withdrawal Age;

• Your Account Value is fully withdrawn or decreases to zero at or after You reach the Minimum Enhanced Payout Withdrawal Age and there is an income base remaining; and

• the income type You select is the Lifetime Income Annuity with a 5-Year Guarantee Period;

then the annual income payments under the GMIB will equal or exceed the applicable Enhanced Payout Rate multiplied by the income base (calculated on the date the payments are determined).

If a Contract Owner dies and the Contract Owner’s spouse (age 89 or younger) is the Beneficiary of the Contract, the spouse may elect to continue the Contract and the GMIB optional benefit. If the spouse elects to continue the Contract and the Contract Owner had begun to take withdrawals prior to his or her death, and the Contract Owner was older than the spouse, the spouse’s eligibility for the Enhanced Payout Rates described above is based on the Contract Owner’s age when the withdrawals began. For example, if a Contract Owner had begun to take withdrawals at the applicable Minimum Enhanced Payout Withdrawal Age and subsequently died, if that Contract Owner’s spouse continued the Contract and the GMIB optional benefit, the spouse would be eligible for the Enhanced Payout Rate as described above, even if the spouse were younger than the Minimum Enhanced Payout Withdrawal Age at the time the Contract was continued. If the spouse elects to continue the Contract and the Contract Owner had not taken any withdrawals prior to his or her death, the spouse’s eligibility for the Enhanced Payout Rates is based on the spouse’s age when the spouse begins to take withdrawals.

Investment Allocation Restrictions. For a detailed description of the GMIB investment allocation restrictions, see the applicable subsection of “Your Investment Choices—Investment Allocation Restrictions For Certain Optional Benefits” in the Prospectus.

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Restrictions on Subsequent Purchase Payments. Generally, if You have a GMIB, no subsequent purchases are permitted (see the prospectus for information on when subsequent purchase payments are permitted).

Taxes. Withdrawals of taxable amounts will be subject to ordinary income tax and, if made prior to age 59 1/2, a 10% Federal income tax penalty may apply.

Ownership. If You, the Owner, are a natural person, You must also be the Annuitant. If a non-natural person owns the Contract, then the Annuitant will be considered the Contract Owner in determining the income base and GMIB Annuity Payments. If Joint Contract Owners are named, the age of the older Joint Contract Owner will be used to determine the Income Base and GMIB Annuity Payments. For the purposes of the Guaranteed Minimum Income Benefit, “You” always means the Contract Owner, older Joint Contract Owner or the Annuitant, if the Contract Owner is a non-natural person.

Use of Automated Required Minimum Distribution Service and Systematic Withdrawal Program With

GMIB

For IRAs and other Contracts subject to Section 401(a)(9) of the Code, You may be required to take withdrawals to fulfill minimum distribution requirements.

Used with the GMIB optional benefit, our automated required minimum distribution service can help You fulfill minimum distribution requirements with respect to Your Contract without reducing the income base on a proportionate basis. (Reducing the income base on a proportionate basis could have the effect of reducing or eliminating the value of income payments under the GMIB optional benefit.)

The automated required minimum distribution service calculates minimum distribution requirements with respect to Your Contract and makes payments to You on a monthly, quarterly, semi-annual or annual basis.

Alternatively, You may choose to enroll in both the automated required minimum distribution service and the Systematic Withdrawal Program. In order to avoid taking withdrawals that could reduce the income base on a proportionate basis, withdrawals under the Systematic Withdrawal Program should not exceed the GMIB Dollar-for-Dollar Withdrawal Rate at the beginning of the Contract Year. Any amounts above the GMIB Dollar-for-Dollar Withdrawal Rate that need to be withdrawn to fulfill minimum distribution requirements can be paid out at the end of the calendar year by the automated required minimum distribution service. For example, if You elected the GMIB, enroll in the Systematic Withdrawal Program, and elect to receive monthly payments equal to the GMIB Dollar-for-Dollar Withdrawal Rate multiplied by the Annual Increase Amount, You should also enroll in the automated required minimum distribution service and elect to receive Your automated required minimum distribution service payment on an annual basis, after the Systematic Withdrawal Program monthly payment in December.

If You enroll in either the automated required minimum distribution service or both the automated required minimum distribution service and the Systematic Withdrawal Program,

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You should not make additional withdrawals outside the programs. Additional withdrawals may result in the income base being reduced on a proportionate basis, and have the effect of reducing or eliminating the value of income payments under the GMIB optional benefit.

To enroll in the automated required minimum distribution service and/or the Systematic Withdrawal Program, please contact Your Administrative Office.

GMIB Rate Table.

Using the GMIB Rate Table. Refer to the copy of Your Contract and GMIB Rider to determine which version of the GMIB You purchased with Your Contract. You would like another copy of your Contract, including any applicable GMIB optional benefit please call Your Administrative Office at 1-800-638-7732.

The GMIB Rate Table lists the following for each version of the GMIB:

• the GMIB Annual Increase Rate, which is the minimum rate at which the Annual Increase Amount is increased at each Contract Anniversary (see “Operation of the GMIB — Income Base”);

• the GMIB Dollar-for-Dollar Withdrawal Rate: in each Contract Year, if You make withdrawals that do not exceed the GMIB Dollar-for-Dollar Withdrawal Rate multiplied by the Annual Increase Amount at the beginning of the Contract Year, those withdrawals will reduce the Annual Increase Amount on a dollar-for-dollar basis instead of a proportionate basis. That is, the withdrawals will reduce the Annual Increase Amount by an amount equal to the dollar amount of the withdrawals, instead of reducing the Annual Increase Amount in the same proportion that the withdrawals reduced the Account Value. (Reducing the Annual Increase Amount on a proportional basis may have a significant negative impact on the value of the benefits available under the GMIB — see “Operation of the GMIB — Withdrawal Adjustments.”) For IRAs and other qualified Contracts, also see “Operation of the GMIB — Required Minimum Distribution Rate.)

• For Contracts issued in New York State only, the Annual Increase Amount Limit — the Annual Increase Amount (see “Annual Increase Amount” above for a definition) is limited to the Annual Increase Amount Limit multiplied by the greater of: (a) Your purchase payments or (b) the Annual Increase Amount as increased by the most recent Optional Step-Up(see “Operation of the GMIB — Optional Step-Up”);

• the Enhanced Payout Rates, which may be available upon exercise of the GMIB, for Contracts issued in New York State only, depending on Your age at the time Your Contract was issued (the “Minimum Enhanced Payout Issue Age”) and your age at the time You took your first withdrawal (the “Minimum Enhanced Payout Withdrawal Age”) (see “Operation of the GMIB — Enhanced Payout Rates”); and

• the GMIB Annuity Table Basis is specified in Your optional benefit and is used to determine the amount of GMIB income payments depending on Your age, Your sex, and the income type You select. Please note the annuity rates in the GMIB Annuity Table are conservative

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For Contracts issued in all states other than New York State.

GMIB RATE TABLE

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GMIB Version Availability By State

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For Contracts issued in New York State only.

GMIB RATE TABLE

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