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                                                                 EXHIBIT 10.24

                     LONG TERM PERFORMANCE COMPENSATION PLAN
    (For performance periods starting on or after April 1, 2001, as amended)

I.       PURPOSE OF THE PLAN

         -        Align management with policyholders' and shareholders'
                  interests.

         -        Provide competitive levels of total pay for senior executives
                  for competitive levels of performance.

         -        Encourage a long term strategic perspective.

         -        Encourage/reward performance that supports the Company's long
                  term performance results.

         -        Attract and promote retention of key executives with long term
                  business perspective.

II.      PARTICIPATION

         The Board will determine the levels of Officers and others eligible to
         participate in the Plan for each performance period. Participants'
         incentive opportunities under the Plan shall not be vested or
         assignable in any respect.

III.     PERFORMANCE PERIODS

         The period over which long term performance shall be measured is three
         years. Each performance period will begin on April 1.

IV.      TARGET INCENTIVE OPPORTUNITIES

         The Committee will establish the incentive opportunity for each Plan
         participant for each performance period.

         The schedule of target incentive opportunities for the various levels
         of participants is:

<TABLE>
<CAPTION>
Grade Level (Current Title)                    Target Percentage Opportunity
----------------------------------------------------------------------------
<S>                                            <C>
41 (Chief Executive Officer)                              125%
40 (President)                                            100%
39 (Senior Executive Vice-President)                    92.50%
38 (Executive Vice-President)                              75%
37/36 (Senior Vice-President)                            47.5%
33-35 (Vice-President/Sr. Vice-President)            15%/32.50%/42.50%
</TABLE>

         At the beginning of each performance period, management recommends
         individual incentive opportunities for each participant. These
         incentive opportunities may be higher or lower than the above targets
         established for the various levels based on the individual's relative
         contribution to or impact on long term business results, the
         individual's potential and the individual's level of personal
         performance.

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         The incentive opportunity ($) for each participant is determined based
         on the applicable percentage and the individual's grade level at the
         beginning of the performance period. If the participant was not an
         employee of the Company or an Affiliate at the beginning of the
         performance period, the Committee, at the Chief Executive Officer's
         recommendation, will determine in its discretion, the appropriate
         incentive opportunity.

         The total incentive opportunity for any performance period is equal to
         the total of the incentive opportunities of all individuals
         participating in that performance period.

V.       GUIDELINES FOR DETERMINING CORPORATE PERFORMANCE

         At the beginning of each performance period, the Committee will
         determine the measures and specific goals for that performance period.
         The measures for the Plan will include both financial and strategic
         business goals against which corporate performance will be measured.

         Performance assessment at the end of each performance period will
         consider achievement of established goals. In addition to performance
         as measured against these goals, the overall assessment will involve
         the broad discretion and judgment of the Committee and may take into
         account changes in the corporate strategy and in the market, economic,
         tax and regulatory environment during the performance period. The
         Committee will determine a corporate performance percentage that may
         vary between 0% and 200%.

VI.      AWARDS

         Following the end of each performance period the Committee, after
         reviewing shareholder return and other performance measures, will
         determine the amount which may be awarded to the participants with
         respect to such period. Such amount will be based on the incentive
         opportunity and the corporate performance percentage. The Committee
         will recommend individual awards to the Board. The Committee has
         discretion in the determining the amount of any recommended award, may
         decline to recommend an award, and modify the time of payment of any
         award.

         Awards may be paid in whole or in part in shares of MetLife, Inc.
         common stock. No award shall become payable unless it is approved by
         the Board in its discretion and no award may be made unless the
         participant was an employee of the Company or an Affiliate at the end
         of the performance period or died, retired or become totally disabled
         during such period while such an employee.

         A participant who retires, dies or becomes totally disabled while such
         an employee during the course of a performance period may be granted
         for such performance period, at the discretion of the Board, a pro rate
         portion of the full award that would have been payable if such event
         had not occurred, or at the recommendation of the Chief Executive
         Officer, an award may be recommended on other than a pro rata basis.

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         Awards under the Plan will not be taken into account for purposes of
         determining the level of Insurance and Retirement benefits and
         contributions to the Savings and Investment Plan.

VII.     ROLE OF THE COMMITTEE

         The Committee exercises overall responsibility and has broad discretion
         with respect to all aspects of the Plan and for performance assessment.

VIII.    CHANGE OF CONTROL

         This Article VII shall apply to incentive opportunities set for all
         performance periods beginning on or after April 1, 2001, and shall
         apply notwithstanding any other terms of this Plan.

         The Company shall, within sixty (60) days after a Change of Control,
         pay to each Participant employed by the Company or an Affiliate on the
         date of the Change of Control on account of each of the Participant's
         Outstanding Incentive Opportunities either (a) at least the amount of
         such Outstanding Incentive Opportunity in cash, after multiplying the
         amount of the Outstanding Incentive Opportunity by the Total
         Shareholder Return on MetLife, Inc. common stock from the beginning of
         the related performance period through the earlier of (i) the date of
         the Change of Control and (ii) the end of the related performance
         period; or (b) an Alternative Award for such Outstanding Incentive
         Opportunity. If the Company fails to comply with the requirement stated
         in the sentence above with regard to a Participant, a cash payment in
         compliance with clause (a) above, plus interest from the date of the
         Change of Control at the 90-day United States Treasury Bill rate in
         effect on the date of the Change of Control, shall immediately be due
         that Participant from the Company. Any payment under the terms of this
         paragraph on a date earlier than an award would have been paid under
         this Plan on account of an Outstanding Incentive Opportunity shall be
         discounted by the short-term Applicable Federal Rate (assuming
         semiannual compounding) for the time payment is due.

         If a Participant is awarded (or credited) any amount by virtue of the
         preceding paragraph of this Article VIII of this Plan in any legal
         contest, the Company will pay the Participant simple interest on that
         amount from the date such amounts should have been paid or credited to
         the Participant to the date the amount is paid or credited in full, at
         the 90-day United States Treasury Bill rate in effect at the time such
         amounts should have been paid or credited. No right or claim the
         Company may have against a Participant, such as it might raise as a
         set-off or counterclaim, will limit or reduce the Company's obligations
         to a Participant under this Article VIII of this Plan.

         If a Participant raises any claim or defense in any legal contest
         against the Company or an Affiliate as to the validity, enforceability,
         or interpretation of this Article VIII of the Plan after a Change of
         Control, the Company will (except as prohibited by law) advance the
         Participant's reasonable attorney's fees and legal expenses on a
         quarterly basis or on a less frequent basis of the Participant's
         choosing. If the Participant does not prevail in whole or in part as to
         at least one material issue arising under this Article VIII of this
         Plan, the Participant will reimburse the Company for any amount it
         advanced under this

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         paragraph, plus simple interest from date the advance was made to the
         date the Participant repays the advance, at the 90-day United States
         Treasury Bill rate in effect when the advance was made; otherwise, the
         Participant will not be obligated to repay any of the advance. If the
         first sentence of this paragraph applies, except that the Company is
         prohibited by law from advancing the Participant's attorney's fess and
         legal expenses, and the Participant prevails in whole or in part as to
         at least one material issue arising under this Article VIII of this
         Plan, the Company will reimburse the Participant's reasonable
         attorney's fees and legal expenses on a quarterly basis or on a less
         frequent basis of the Participant's choosing.

         If any payment to a Participant under this Article VIII of this Plan,
         taken together with any other payments or benefits, would be an "excess
         parachute payment" under Section 280G of the U.S. Internal Revenue
         Code, payments to that Participant under this Article VIII of this Plan
         will be reduced by the minimum amount necessary to avoid the excise tax
         under Section 4999 of that Code (or similar tax). If the Company fails
         to correctly reduce payments as provided by this Article, it will
         reimburse the Participant for any excises taxes, penalties, and
         interest the Participant must pay as a result. This paragraph will not
         apply to a Participant who is a party to an Employment Continuation
         Agreement with the Company or any Affiliate.

         No change to this Article VIII of this Plan or termination of this Plan
         that is, in either case, effective on or after the date of a Change of
         Control, will impair a Participant's outstanding opportunities or
         rights as of a Change of Control without the Participant's written
         consent made with specific reference to this Plan. Article VII of this
         Plan ("Role of the Committee") shall have no affect on or after the
         date of a Change of Control. This Article VIII of this Plan shall be
         binding on each Successor to the Company.

VIII.    DEFINITIONS

         The following definitions shall apply under this Plan:

                 1.  "Affiliate" means any corporation, partnership, limited
                     liability company, trust or other entity which directly, or
                     indirectly through one or more intermediaries, controls, or
                     is controlled by, or is under common control with, MetLife,
                     Inc.

                 2.  "Alternative Award" means new rights that:

                       (a) are based on stock which is traded on an established
                           securities market, or that are to be traded on an
                           established securities market within 60 days after
                           the Change of Control;

                       (b) provide rights and economic value substantially
                           equivalent to or better than the rights applicable to
                           the Outstanding Incentive Opportunity(ies) for which
                           they are being substituted (including, but not
                           limited to, an identical or better payment schedule);

                       (c) provide that, in the event that the Participant's
                           employment is involuntarily or constructively
                           terminated after a Change of Control, any conditions
                           imposed on rights under the Alternative Award,
                           including any

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                           restrictions on transfer or exercisability of the
                           Alternative Award, will be waived or will lapse (for
                           these purposes, a constructive termination is a
                           termination of employment following a material
                           reduction in base salary or incentive compensation
                           opportunity or a material reduction in
                           responsibilities, in each case without the
                           Participant's consent); and

                       (d) provide that no right or claim an employer or any
                           other party may have against the Participant will
                           limit or reduce the employer's obligations to pay the
                           Alternative Award.

                 3.  "Board" shall mean the Board of Directors of the Company.

                 4.  "Change of Control" means

                       (a) any Person acquires "beneficial ownership" (within
                           the meaning of Rule 13d-3 under the Exchange Act),
                           directly or indirectly, of securities of MetLife,
                           Inc. representing 25% or more of the combined Voting
                           Power of MetLife, Inc.'s securities;

                       (b) within any 24-month period, the persons who were
                           directors of the MetLife, Inc. at the beginning of
                           such period (the "Incumbent Directors") shall cease
                           to constitute at least a majority of the MetLife,
                           Inc. Board) or the board of directors of any
                           Successor of MetLife, Inc.; provided, however, that
                           any director elected or nominated for election to the
                           MetLife, Inc. Board by a majority of the Incumbent
                           Directors then still in office shall be deemed to be
                           an Incumbent Director for purposes of this subsection
                           15(d)(ii);

                       (c) the stockholders of the MetLife, Inc. approve a
                           merger, consolidation, share exchange, division, sale
                           or other disposition of all or substantially all of
                           the assets of MetLife, Inc. which is consummated (a
                           "Corporate Event"), and immediately following the
                           consummation of which the stockholders of MetLife,
                           Inc. immediately prior to such Corporate Event do not
                           hold, directly or indirectly, a majority of the
                           Voting Power of (1) in the case of a merger or
                           consolidation, the surviving or resulting
                           corporation, (2) in the case of a share exchange, the
                           acquiring corporation, or (3) in the case of a
                           division or a sale or other disposition of assets,
                           each surviving, resulting or acquiring corporation
                           which, immediately following the relevant Corporate
                           Event, holds more than 25% of the consolidated assets
                           of MetLife, Inc. immediately prior to such Corporate
                           Event; or

                       (d) any other event occurs which the MetLife, Inc. Board
                           declares to be a Change of Control.

                 5.  "Chief Executive Officer" means the Chief Executive Officer
                     of the Company.

                 6.  "Committee" means the Compensation Committee of the Board.

                 7.  "Company" means Metropolitan Life Insurance Company.

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                 8.  "Exchange Act" means Securities Exchange Act of 1934, as
                     amended.

                 9.  "MetLife, Inc." means MetLife, Inc. and its Successors.

                 10. "MetLife, Inc. Board" means the Board of Directors of the
                     MetLife, Inc.

                 11. "Outstanding Incentive Opportunities" shall mean those
                     incentive opportunities on account of which, as of the
                     date of a Change of Control, no award has been paid under
                     this Plan.

                 12. "Participant" means each individual for whom an incentive
                     opportunity for a performance period has been set under
                     this Plan.

                 13. "Person" will have the meaning ascribed to such term in
                     Section 3(a)(9) of the Exchange Act, as supplemented by
                     Section 13(d)(3) of the Exchange Act, and shall include
                     any group (within the meaning of Rule 13d-5(b) under the
                     Exchange Act); provided, however, that "Person" shall not
                     include (i) MetLife, Inc. or an Affiliates, (ii) the
                     MetLife Policyholder Trust (or any person(s) who would
                     otherwise be described herein solely by reason of having
                     the power to control the voting of the shares held by that
                     trust), or (iii) any employee benefit plan (including an
                     employee stock ownership plan) sponsored by the MetLife,
                     Inc. or an Affiliate.

                 14. "Plan" means this Long Term Performance Compensation Plan.

                 15. "Successor" means a successor to all or substantially all
                     of the business and/or assets, whether direct or indirect,
                     by purchase, merger, consolidation, acquisition of stock,
                     or otherwise.

                 16. "Total Shareholder Return" means the change (plus or minus)
                     in the market price of MetLife, Inc. common stock as
                     quoted on the New York Stock Exchange, plus dividends (if
                     any) actually paid on MetLife, Inc. common stock on a
                     reinvested basis, from the first day of the performance
                     period to and including the date of the Change of Control,
                     adjusted for any change in share capitalization, including
                     (but not limited to) any share split, recapitalization
                     (including, but not limited to, the payment of an
                     extraordinary dividend), merger, consolidation,
                     combination, spin-off, distribution of assets to
                     stockholders (other than ordinary cash dividends) or other
                     exchange of shares

                 17. "Voting Power" means such number of Voting Securities as
                     shall enable the holders thereof to cast all the votes
                     which could be cast in an annual election of directors of
                     a company.

                 18. "Voting Securities" means all securities entitling the
                     holders thereof to vote in an annual election of directors
                     of a company.

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