SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
METLIFE, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 13-4075851
(State of Incorporation or Organization) (I.R.S. Employer
Identification no.)
200 Park Avenue
New York, New York 10166-0188
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of securities registration of a class of securities
pursuant to Section 12(b) of the pursuant to Section 12(g) of the
Exchange Act and is effective Exchange Act and is effective
pursuant to General Instruction pursuant to General Instruction
A.(c), please check the following A.(d), please check the following
box. |X| box. |_|
Securities Act registration statement file number to which this form relates:
124358
(If applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
------------------- ------------------------------
6.50% Non-Cumulative New York Stock Exchange
Preferred Stock, Series B
Securities to be registered pursuant to Section 12(g) of the Act:
None
(Title of class)
Item 1. Description of Registrant's Securities to be Registered.
For a description of the securities to be registered hereunder, reference
is made to the information under the heading "Description of Capital Stock -
Preferred Stock" on pages 15 through 16 of the Registrant's Prospectus dated
April 27, 2005 (Registration No. 333-124358), as supplemented by the information
under the heading "Description of the Series B Preferred Shares" on pages S-62
through S-72 of the Registrant's related Prospectus Supplement, dated June 9,
2005, which information is incorporated herein by reference and made part of
this Registration Statement.
Item 2. Exhibits.
99.1 Amended and Restated Certificate of Incorporation of MetLife, Inc.,
incorporated by reference to Exhibit 3.1 to Registrant's Annual Report on Form
10-K for the fiscal year ended December 31, 2000.
99.2 Amended and Restated By-Laws, effective July 27, 2004, of MetLife,
Inc. incorporated by reference to Exhibit 3.2 to Registrant's Quarterly Report
on Form 10-Q for the quarter ended June 30, 2004.
99.3 Prospectus dated April 27, 2005, incorporated by reference to the
Registrant's Registration Statement on Form S-3, Reg. No. 333-124358, filed with
the Securities and Exchange Commission on April 27, 2005.
99.4 Prospectus Supplement, dated June 9, 2005, incorporated by reference
to the Registrant's filing under Rule 424(b)(5) dated June 13, 2005.
99.5 Certificate of Designations of 6.50% Non-Cumulative Preferred Stock,
Series B of MetLife, Inc. dated June 9, 2005.
99.6 Form of Stock Certificate for 6.50% Non-Cumulative Preferred Stock,
Series B, of MetLife, Inc.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has duly caused this registration statement or amendment
thereto to be signed on its behalf by the undersigned, thereunto duly
authorized.
METLIFE, INC.
(Registrant)
Date: June 15, 2005 By: /s/ Gwenn L. Carr
--------------------------------------
Name: Gwenn L. Carr
Title: Senior Vice President and Secretary
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INDEX TO EXHIBITS
Exhibit No. Exhibit
----------- -------
99.1 Amended and Restated Certificate of Incorporation of MetLife,
Inc., incorporated by reference to Exhibit 3.1 to Registrant's
Annual Report on Form 10-K for the fiscal year ended December 31,
2000.
99.2 Amended and Restated By-Laws, effective July 27, 2004, of MetLife,
Inc. incorporated by reference to Exhibit 3.2 to Registrant's
Quarterly Report on Form 10-Q for the quarter ended June 30, 2004.
99.3 Prospectus dated April 27, 2005, incorporated by reference to the
Registrant's Registration Statement on Form S-3, Reg. No.
333-124358, filed with the Securities and Exchange Commission on
April 27, 2005.
99.4 Prospectus Supplement, dated June 9, 2005, incorporated by
reference to the Registrant's filing under Rule 424(b)(5) dated
June 13, 2005.
99.5 Certificate of Designations of 6.50% Non-Cumulative Preferred
Stock, Series B of MetLife, Inc. dated June 9, 2005.
99.6 Form of Stock Certificate for 6.50% Non-Cumulative
Preferred Stock, Series B, of MetLife, Inc.
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