AMENDMENT NUMBER TWO TO THE METLIFE AUXILIARY PENSION PLAN

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                                                                   Exhibit 10.59


                           AMENDMENT NUMBER TWO TO THE
                         METLIFE AUXILIARY PENSION PLAN
               (As amended and restated effective January 1, 2008)

     The MetLife Auxiliary Pension Plan is hereby amended, except as expressly
provided in any provision below, effective December 31, 2008, as follows:

1. Part I, Article 2, Section 2.2 (c) of the Plan is hereby amended effective
January 1, 2008, to read as follows:

"(c) is listed on Appendix A attached hereto and updated from time to time by
the Plan Administrator."

2. Part I Article 4, Section 4.3 of the Plan is hereby amended by adding a new
subsection (c) to read as follows:

"(c) A Commissioned Employee who becomes a Participant in this Plan after
     attaining both age 60 and Benefit Eligibility will have benefits
     distributed to him/her as soon as administratively practicable after the
     October 1st of the year following the fifth anniversary of the date on
     which he/she commenced participation in this Plan."

The remaining paragraphs in Section 4.3 of the plan shall be re-designated
accordingly.

3. Part I, Article 4, Section 4.7, the first paragraph of the Section, preceding
subsection (a) is hereby amended as follows:

"Except as described in (a) through (e) immediately below, Grandfathered
Benefits shall be payable in the same form(s) and at the same times as benefits
are payable under the Retirement Plan. The specific provisions that govern
payment and calculation of Grandfathered benefits can be found in Part II of
this Plan."

4. Part I, Article 4A, Section 4A.3, the second paragraph is hereby amended to
read as follows:

"A form requesting that Grandfathered Benefits under this Plan be paid in the
fo