UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

REINSURANCE GROUP OF AMERICA, INCORPORATED

(Exact Name of Registrant as Specified in its Charter)

Missouri (State or Other Jurisdiction of Incorporation)		1-11848 (Commission File Number)		43-1627032 (IRS Employer Identification Number)

1370 Timberlake Manor Parkway, Chesterfield, Missouri 63017
(Address of Principal Executive Office)

Registrant’s telephone number, including area code: (636) 736-7000

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 2.02 Results of Operations and Financial Condition

On October 26, 2009, Reinsurance Group of America, Incorporated (the “Company”) issued (1) a press release announcing its earnings for the three-month period ended September 30, 2009, and providing certain additional information, a copy of which is furnished with this report as Exhibit 99.1, and (2) a Quarterly Financial Supplement for the quarter ended September 30, 2009, a copy of which is attached hereto as Exhibit 99.2. The press release also notes that a conference call will be held on October 27, 2009 to discuss the financial and operating results for the three-month period ended September 30, 2009. The press release and Quarterly Financial Supplement are furnished and are not filed pursuant to Instruction B.2 of Form 8-K.

Item 9.01 Financial Statements and Exhibits

     (d) Exhibits.

Exhibit No.		Exhibit
99.1		Press Release of Reinsurance Group of America, Incorporated dated October 26, 2009
99.2		Quarterly Financial Supplement for the quarter ended September 30, 2009

SIGNATURE

          Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

EXHIBIT INDEX

Exhibit Number		Description
99.1		Press Release dated October 26, 2009
99.2		Quarterly Financial Supplement for the quarter ended September 30, 2009

Exhibit 99.1

PRESS RELEASE

REINSURANCE GROUP OF AMERICA REPORTS THIRD-QUARTER RESULTS

	•		Net income totals $1.61 per diluted share and operating income*, $1.56 per diluted share
	•		Investment portfolio and capital position continue to appreciate; book value per share up 22 percent from second quarter

ST. LOUIS, October 26, 2009 — Reinsurance Group of America, Incorporated (NYSE:RGA), a leading global provider of life reinsurance, reported net income for the third quarter of $118.2 million, or $1.61 per diluted share, compared with $25.2 million, or $0.40 per diluted share in the prior-year quarter. Operating income* totaled $114.6 million, or $1.56 per diluted share, compared with $118.5 million, or $1.86 per diluted share in the year-ago quarter. Year-ago net income was adversely affected by significant investment losses and losses related to the decline in the fair value of certain embedded derivatives. In addition, operating income in the 2008 quarter was exceptionally strong.

For the first nine months of 2009, net income increased to $294.7 million, or $4.03 per diluted share, from $167.4 million, or $2.62 per diluted share, for 2008. Operating income* totaled $312.5 million, or $4.28 per diluted share, compared with $299.2 million, or $4.68 per diluted share, in the prior-year period. Year-to-date operating income per diluted share was adversely affected by $0.20 due to foreign currency fluctuations. Third-quarter and year-to-date earnings per share for 2009 include the effect of the company’s offering of 10,235,000 shares of common stock in November 2008.

		Quarterly Results								Year-to-date Results
($ in thousands, except per share data)		2009				2008				2009				2008
Net premiums		$	1,405,179			$	1,303,590			$	4,126,407			$	3,960,210
Net income			118,208				25,228				294,677				167,435
Net income per diluted share			1.61				0.40				4.03				2.62
Operating income*			114,571				118,542				312,488				299,187
Operating income per diluted share*			1.56				1.86				4.28				4.68
Book value per share			51.83				41.83
Book value per share (excl. AOCI)*			47.47				45.39
Total assets			24,162,113				21,844,347

Consolidated net premiums, including translated foreign currency-denominated premiums, increased 8 percent to $1,405.2 million for the quarter. Excluding the effect of foreign currency translation, premiums increased approximately 11 percent. For the first nine months, premiums increased 4 percent including currency translations and 12 percent on an original currency basis. Net investment income totaled $299.5 million for the quarter versus $220.2 million the year before. On a year-to-date basis, net investment income increased 20 percent to $807.3 million.

A. Greig Woodring, president and chief executive officer, commented, “We are pleased to report another solid quarter in terms of operating results and capital base. Premium growth was strong and our capital position continues to improve. Our book value increased dramatically during each of the last two quarters as our investment portfolio increased in value pursuant to strengthening credit markets. Moody’s, Standard & Poor’s and A.M. Best recently affirmed our strong ratings with stable outlooks, an important distinction given the downward ratings pressure in our industry. The life reinsurance market remains attractive on multiple fronts and we expect the extensive quoting activity in the U.S. to persist as well as the growth opportunities in our international markets.

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“On October 16, we announced the acquisition of ReliaStar Life Insurance Company’s group reinsurance business. That acquisition gives us an immediate and substantial presence in the North American group market and a highly regarded, experienced team in Minneapolis. Financially and strategically, this is a nice addition for us.”

The company has posted to its Web site a Quarterly Financial Supplement that includes financial information for all segments as well as information on its investment portfolio. The investment portfolio remains appropriately positioned, with approximately 95 percent of its fixed maturity securities held in the investment-grade categories.

Capital and Liquidity

The company’s capital and liquidity positions remain strong. Book value increased $673.5 million to $3,772.7 million, or 22 percent, on a per-share basis from June 30, 2009, as the net unrealized position on investment securities improved to a gain of $145.2 million, after tax. Investment impairments reflected in income during the quarter were $25.7 million and were partially offset by net gains from investment sales, resulting in little overall impact to the company’s capital position.

Woodring pointed out, “We feel we are in good shape with respect to our level of liquidity, capital and overall flexibility. We expect to deploy approximately $115 million of capital to support the ReliaStar acquisition and we continue to evaluate a number of other transactions.”

SEGMENT RESULTS

U.S.

The U.S. Traditional sub-segment reported pre-tax income of $63.8 million for the quarter compared with $11.0 million the year before. Pre-tax operating income improved to $84.7 million from $73.0 million the year before, an increase of 16 percent. Net premiums were up 8 percent to $801.4 million from $740.5 million in the prior-year quarter. On a year-to-date basis, net premiums also were up 8 percent to $2,395.3 million. Claim levels were approximately $15 million higher than expected due primarily to the number of large claims (greater than $1 million) incurred during the quarter.

The U.S. Asset Intensive business reported another strong quarter with pre-tax income of $37.9 million compared with a pre-tax loss of $24.9 million a year ago. The prior-year period included significant losses associated with the change in the value of embedded derivatives on funds withheld treaties. On an operating basis, pre-tax income increased to $19.7 million from $8.3 million a year ago. Strong equity market performance contributed to the current-period increases.

Canada

Canadian operations reported pre-tax net income of $18.8 million for the quarter compared with $29.7 million a year ago. Pre-tax operating income totaled $21.8 million versus $32.0 million last year. A weaker Canadian dollar adversely affected current-period pre-tax operating income by $1.0 million. Current-quarter mortality experience was in line with management expectations and last year’s third quarter results reflected extremely good mortality experience. On a Canadian dollar basis, net premiums increased approximately 25 percent, primarily due to an increase in creditor reinsurance. On a U.S. dollar basis, net premiums increased 19 percent to $153.4 million from $128.9 million in the year-ago quarter.

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Asia Pacific

Asia Pacific reported another strong quarter, with pre-tax net income of $30.9 million compared with $21.2 million in the year-ago quarter. Pre-tax operating income increased 12 percent to $28.0 million compared with $25.0 million a year ago, primarily as a result of favorable experience in Australia, Hong Kong and Japan. Net premiums totaled $242.4 million in the current quarter compared with $254.5 million in the prior year. Current-period premiums were negatively affected by approximately $9.0 million due to foreign currency fluctuations while income was not significantly affected.

Europe & South Africa

Europe & South Africa reported pre-tax net income of $7.0 million for the quarter compared with $20.8 million a year ago. Pre-tax operating income was $6.7 million versus $25.5 million last year. Claims experience varied by country with adverse results in the U.K and South Africa. Similar to our experience in our Canadian operations, we reported very strong results in this segment during the third quarter of last year. Net premiums increased to $204.2 million from $176.2 million. Weaker foreign currencies had a negative effect of $24.7 million on premiums and little impact to income.

Corporate and Other

A refinement of an estimate of existing U.S. tax accruals associated with certain foreign operations resulted in an addition of $5.3 million to the company’s tax provision during the current quarter. Additionally, interest expense decreased during the current quarter primarily due to the principal reduction of certain components of the company’s debt.

Dividend Declaration

The company’s board of directors declared a regular quarterly dividend of $0.09, payable November 27 to shareholders of record as of November 6.

Earnings Conference Call

A conference call to discuss the company’s third-quarter results will begin at 9 a.m. Eastern Time on Tuesday, October 27. Interested parties may access the call by dialing 1-877-874-1563 (domestic) or 719-325-4833 (international). The access code is 6221462. A live audio webcast of the conference call will be available on the company’s investor relations Web page at www.rgare.com. A replay of the conference call will be available at the same address for 90 days following the conference call. A telephonic replay will also be available through November 4 at 888-203-1112 (domestic) or 719-457-0820, access code 6221462.

Use of Non-GAAP Financial Measures

RGA uses a non-GAAP financial measure called operating income as a basis for analyzing financial results. This measure also serves as a basis for establishing target levels and awards under RGA’s management incentive programs. Management believes that operating income, on a pre-tax and after-tax basis, better measures the ongoing profitability and underlying trends of the company’s continuing operations, primarily because that measure excludes the effect of net investment related gains and losses, as well as changes in the fair value of certain embedded derivatives and related deferred acquisition costs. These items can be volatile, primarily due to the credit market and interest rate environment and are not necessarily indicative of the performance of the company’s underlying businesses. Additionally,

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operating income excludes any net gain or loss from discontinued operations and the cumulative effect of any accounting changes, which management believes are not indicative of the company’s ongoing operations. The definition of operating income can vary by company and is not considered a substitute for GAAP net income. Reconciliations to GAAP net income are provided in the following tables. Additional financial information can be found in the Quarterly Financial Supplement on RGA’s Investor Relations site at www.rgare.com in the “Quarterly Results” tab and in the “Featured Report” section.

Book value per share outstanding before impact of AOCI is a non-GAAP financial measure that management believes is important in evaluating the balance sheet in order to ignore the effects of unrealized amounts primarily associated with mark-to-market adjustments on investments and foreign currency translation.

About RGA

Reinsurance Group of America, Incorporated is among the largest global providers of life reinsurance with subsidiary companies or offices in Australia, Barbados, Bermuda, Canada, China, France, Germany, Hong Kong, India, Ireland, Italy, Japan, Mexico, the Netherlands, Poland, South Africa, South Korea, Spain, Taiwan, the United Kingdom and the United States. Worldwide, the company has approximately $2.3 trillion of life reinsurance in force, and assets of $24.2 billion.

Investor Contact

Jack B. Lay
Senior Executive Vice President and Chief Financial Officer
(636) 736-7000

Cautionary Statement Regarding Forward-looking Statements

This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, among others, statements relating to projections of the earnings, revenues, income or loss, future financial performance and growth potential of Reinsurance Group of America, Incorporated and its subsidiaries (which we refer to in the following paragraphs as “we,” “us” or “our”). The words “intend,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “should,” “believe,” and other similar expressions also are intended to identify forward-looking statements. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified. Future events and actual results, performance and achievements could differ materially from those set forth in, contemplated by or underlying the forward-looking statements.

Numerous important factors could cause actual results and events to differ materially from those expressed or implied by forward-looking statements including, without limitation, (1) adverse capital and credit market conditions and their impact on our liquidity, access to capital, and cost of capital, (2) the impairment of other financial institutions and its effect on our business, (3) requirements to post collateral or make payments due to declines in market value of assets subject to our collateral arrangements, (4) the fact that the determination of allowances and impairments taken on our investments is highly subjective, (5) adverse changes in mortality, morbidity, lapsation, or claims experience, (6) changes in our financial strength and credit ratings and the effect of such changes on our future results of operations and financial condition, (7) inadequate risk analysis and underwriting, (8) general economic conditions or a prolonged economic downturn affecting the demand for insurance and reinsurance in our current and planned markets, (9) the availability and cost of collateral necessary for regulatory reserves and capital,

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(10) market or economic conditions that adversely affect the value of our investment securities or result in the impairment of all or a portion of the value of certain of our investment securities, (11) market or economic conditions that adversely affect our ability to make timely sales of investment securities, (12) risks inherent in our risk management and investment strategy, including changes in investment portfolio yields due to interest rate or credit quality changes, (13) fluctuations in U.S. or foreign currency exchange rates, interest rates, or securities and real estate markets, (14) adverse litigation or arbitration results, (15) the adequacy of reserves, resources, and accurate information relating to settlements, awards, and terminated and discontinued lines of business, (16) the stability of and actions by governments and economies in the markets in which we operate, (17) competitive factors and competitors’ responses to our initiatives, (18) the success of our clients, (19) successful execution of our entry into new markets, (20) successful development and introduction of new products and distribution opportunities, (21) our ability to successfully integrate and operate reinsurance business that we acquire, (22) regulatory action that may be taken by state Departments of Insurance with respect to us, (23) our dependence on third parties, including those insurance companies and reinsurers to which we cede some reinsurance, third-party investment managers, and others, (24) the threat of natural disasters, catastrophes, terrorist attacks, epidemics, or pandemics anywhere in the world where we or our clients do business, (25) changes in laws, regulations, and accounting standards applicable to us, our subsidiaries, or our business, (26) the effect of our status as an insurance holding company and regulatory restrictions on our ability to pay principal of and interest on our debt obligations, and (27) other risks and uncertainties described in this document and in our other filings with the Securities and Exchange Commission.

Forward-looking statements should be evaluated together with the many risks and uncertainties that affect our business, including those mentioned in this document and described in the periodic reports we file with the Securities and Exchange Commission. These forward-looking statements speak only as of the date on which they are made. We do not undertake any obligations to update these forward-looking statements, even though our situation may change in the future. We qualify all of our forward-looking statements by these cautionary statements. For a discussion of the risks and uncertainties that could cause actual results to differ materially from those contained in the forward-looking statements, you are advised to review the risk factors in our 2008 Form 10-K.

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REINSURANCE GROUP OF AMERICA, INCORPORATED AND SUBSIDIARIES
Reconciliation of Consolidated Net Income From
Continuing Operations to Operating Income
(Dollars in thousands)

		Three Months Ended								Nine Months Ended
		September 30,								September 30,
(Unaudited)		2009				2008				2009				2008
GAAP net income-continuing operations		$	118,208			$	25,250			$	294,677			$	172,645
Reconciliation to operating income:
Capital losses, derivatives and other, net included in investment related losses, net			13,170				64,967				153,378				66,798
Embedded derivatives:
Included in investment related (gains) losses, net			(40,027	)			92,670				(183,263	)			197,265
Included in interest credited			(3,412	)			(28,516	)			(16,994	)			7,389
Included in policy acquisition costs and other insurance expenses			124				5,378				2,108				(927	)
DAC offset, net			26,508				(41,207	)			87,851				(143,983	)
Gain on debt repurchase			—				—				(25,269	)			—
Operating income		$	114,571			$	118,542			$	312,488			$	299,187

Reconciliation of Consolidated Pre-tax Net Income From
Continuing Operations to Pre-tax Operating Income
(Dollars in thousands)

		Three Months Ended								Nine Months Ended
		September 30,								September 30,
(Unaudited)		2009				2008				2009				2008
Income from continuing operations before income taxes		$	182,551			$	32,546			$	432,180			$	260,198
Reconciliation to pre-tax operating income:
Capital losses, derivatives and other, net included in investment related losses, net			20,616				99,801				237,722				102,625
Embedded derivatives:
Included in investment related (gains) losses, net			(61,581	)			142,569				(281,943	)			303,484
Included in interest credited			(5,248	)			(43,871	)			(26,144	)			11,367
Included in policy acquisition costs and other insurance expenses			191				8,274				3,243				(1,426	)
DAC offset, net			40,780				(63,394	)			135,155				(221,512	)
Gain on debt repurchase			—				—				(38,875	)			—
Pre-tax operating income		$	177,309			$	175,925			$	461,338			$	454,736

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REINSURANCE GROUP OF AMERICA, INCORPORATED AND SUBSIDIARIES
Reconciliation of Pre-tax Net Income From
Continuing Operations to Pre-tax Operating Income
(Dollars in thousands)

		Three Months Ended September 30, 2009
						Capital
						(gains)				Change in
						losses,				value of
		Pre-tax				derivatives,				embedded				Pre-tax
		net				and other,				derivatives,				operating
(Unaudited)		income				net				net				income
U.S. Operations:
Traditional		$	63,783			$	20,880			$	—			$	84,663
Asset Intensive			37,874				624	(1)			(18,768	) (2)			19,730
Financial Reinsurance			2,749				(2	)			—				2,747
Total U.S.			104,406				21,502				(18,768	)			107,140
Canada Operations			18,847				2,975				—				21,822
Europe & South Africa			6,981				(268	)			—				6,713
Asia Pacific Operations			30,925				(2,954	)			—				27,971
Corporate and Other			21,392				(7,729	)			—				13,663
Consolidated		$	182,551			$	13,526			$	(18,768	)		$	177,309

		Three Months Ended September 30, 2008
						Capital				Change in
		Pre-tax				losses,				value of
		net				derivatives,				embedded				Pre-tax
		income				and other,				derivatives,				operating
(Unaudited)		(loss)				net				net				income
U.S. Operations:
Traditional		$	10,952			$	62,065			$	—			$	73,017
Asset Intensive			(24,942	)			5,839	(1)			27,450	(2)			8,347
Financial Reinsurance			2,701				136				—				2,837
Total U.S.			(11,289	)			68,040				27,450				84,201
Canada Operations			29,733				2,246				—				31,979
Europe & South Africa			20,791				4,703				—				25,494
Asia Pacific Operations			21,225				3,821				—				25,046
Corporate and Other			(27,914	)			37,119				—				9,205
Consolidated		$	32,546			$	115,929			$	27,450			$	175,925

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REINSURANCE GROUP OF AMERICA, INCORPORATED AND SUBSIDIARIES
Reconciliation of Pre-tax Net Income From
Continuing Operations to Pre-tax Operating Income
(Dollars in thousands)

						Nine Months Ended September 30, 2009
						Capital
						(gains)				Change in
						losses,				value of
		Pre-tax				derivatives,				embedded				Gain				Pre-tax
		net				and other,				derivatives,				on debt				operating
(Unaudited)		income				net				net				repurchase				income
U.S. Operations:
Traditional		$	181,420			$	76,042			$	—			$	—			$	257,462
Asset Intensive			30,797				(24,982	) (1)			26,159	(2)			—				31,974
Financial Reinsurance			11,264				(72	)			—				—				11,192
Total U.S.			223,481				50,988				26,159				—				300,628
Canada Operations			60,547				(3,405	)			—				—				57,142
Europe & South Africa			27,879				(676	)			—				—				27,203
Asia Pacific Operations			60,018				(242	)			—				—				59,776
Corporate and Other			60,255				(4,791	)			—				(38,875	)			16,589
Consolidated		$	432,180			$	41,874			$	26,159			$	(38,875	)		$	461,338

		Nine Months Ended September 30, 2008
						Capital				Change in
		Pre-tax				losses,				value of				Pre-tax
		net				derivatives,				embedded				operating
		income				and other,				derivatives,				income
(Unaudited)		(loss)				net				net				(loss)
U.S. Operations:
Traditional		$	161,022			$	65,210			$	—			$	226,232
Asset Intensive			(56,151	)			4,333	(1)			74,974	(2)			23,156
Financial Reinsurance			8,291				139				—				8,430
Total U.S.			113,162				69,682				74,974				257,818
Canada Operations			80,182				3,727				—				83,909
Europe & South Africa			43,875				4,089				—				47,964
Asia Pacific Operations			61,044				4,817				—				65,861
Corporate and Other			(38,065	)			37,249				—				(816	)
Consolidated		$	260,198			$	119,564			$	74,974			$	454,736

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REINSURANCE GROUP OF AMERICA, INCORPORATED AND SUBSIDIARIES
Per Share and Shares Data
(In thousands, except per share data)

		Three Months Ended								Nine Months Ended
		September 30,								September 30,
(Unaudited)		2009				2008				2009				2008
Earnings per share from continuing operations:
Basic earnings per share		$	1.62			$	0.41			$	4.05			$	2.77
Diluted earnings per share		$	1.61			$	0.40			$	4.03			$	2.70
Diluted earnings per share from operating income		$	1.56			$	1.86			$	4.28			$	4.68
Earnings per share from net income:
Basic earnings per share		$	1.62			$	0.40			$	4.05			$	2.69
Diluted earnings per share		$	1.61			$	0.40			$	4.03			$	2.62
Weighted average number of common and common equivalent shares outstanding			73,286				63,607				73,037				63,940

		At or For the Nine Months
		Ended September 30,
(Unaudited)		2009				2008
Treasury shares			573				803
Common shares outstanding			72,790				62,325
Book value per share outstanding		$	51.83			$	41.83
Book value per share outstanding, before impact of AOCI		$	47.47			$	45.39

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REINSURANCE GROUP OF AMERICA, INCORPORATED AND SUBSIDIARIES
Condensed Consolidated Statements of Income
(Dollars in thousands)

		Three Months Ended								Nine Months Ended
		September 30,								September 30,
(Unaudited)		2009				2008				2009				2008
Revenues:
Net premiums		$	1,405,179			$	1,303,590			$	4,126,407			$	3,960,210
Investment income, net of related expenses			299,471				220,248				807,303				674,642
Investment related gains (losses), net:
Other-than-temporary impairments on fixed maturity securities			(16,945	)			(92,388	)			(88,282	)			(98,087	)
Other-than-temporary impairments on fixed maturity securities transferred to (from) accumulated other comprehensive inc ome			(4,000	)			—				12,135				—
Other investment related gains (losses), net			63,304				(148,919	)			124,432				(305,559	)
Total investment related gains (losses), net			42,359				(241,307	)			48,285				(403,646	)
Other revenue			31,972				27,764				140,992				81,962
Total revenues			1,778,981				1,310,295				5,122,987				4,313,168
Benefits and expenses:
Claims and other policy benefits			1,155,811				1,062,948				3,449,251				3,311,287
Interest credited			85,153				9,293				194,959				146,190
Policy acquisition costs and other insurance expenses			271,789				124,836				778,993				330,370
Other operating expenses			76,403				63,886				214,247				189,223
Interest expense			5,243				9,935				46,955				54,609
Collateral finance facility expense			2,031				6,851				6,402				21,291
Total benefits and expenses			1,596,430				1,277,749				4,690,807				4,052,970
Income before income taxes			182,551				32,546				432,180				260,198
Income tax expense			64,343				7,296				137,503				87,553
Income from continuing operations			118,208				25,250				294,677				172,645
Discontinued operations:
Loss from discontinued accident and health operations, net of income taxes			—				(22	)			—				(5,210	)
Net income		$	118,208			$	25,228			$	294,677			$	167,435

# # #

Exhibit 99.2

Reinsurance Group of America, Incorporated^®

Financial Supplement

Third Quarter 2009

(Unaudited)

Reinsurance Group of America, Incorporated^®

World Headquarters		Internet address		Contacts:
1370 Timberlake Manor Parkway		www.rgare.com		Jack B. Lay
Chesterfield, Missouri 63017				Senior Executive Vice President
U.S.A.				and Chief Financial Officer
				Phone: (636) 736-7000
				e-mail: jlay@rgare.com
				John Hayden
				Sr. Vice President
				Controller & Investor Relations
				Phone: (636) 736-7243
				e-mail: jhayden@rgare.com

Current Ratings

Standard & Poor’s

A.M. Best

Moody’s

Financial Strength Ratings

RGA Reinsurance Company

AA-

A+

A1

RGA Life Reinsurance Company of Canada

AA-

A+

NR

RGA International Reinsurance Company Limited

AA-

NR

NR

RGA Global Reinsurance Company Limited

AA-

NR

NR

Senior Debt Ratings

Reinsurance Group of America, Incorporated

A-

a-

Baa1

Our common stock is traded on the New York Stock Exchange under the symbol “RGA.”

Quarterly Financial Supplement

Reinsurance Group of America, Incorporated
Financial Supplement
3rd Quarter 2009
Table of Contents

		Page
Non-GAAP Disclosure			1
Consolidated
Financial Highlights			2
Consolidated Income Statement (incl. Operating Income Reconciliation)			3
Consolidated Operating Income Statement			4
Consolidated Balance Sheets			5
Segment Pre-tax Operating Income Summaries and Reconciliations to U.S. GAAP
U.S. Operations			6
Canada Operations			10
Europe & South Africa Operations			11
Asia Pacific Operations			12
Corporate and Other			13
Summary of Pre-tax Segment Operating Income			14
Investments
Cash and Invested Assets, Yield Summary			15
Amortized cost, Gross Unrealized Gains and Losses, Estimated Fair Values of Fixed Maturity and Equity Securities			16
Corporate Securities by Sector (Fixed Maturities and Equities)			17
Quality of Fixed Maturity Securities and Structured Fixed Maturity Securities			18
Subprime Mortgage Exposure (Including Funds Withheld Portfolios)			19
CMBS Exposure (Including Funds Withheld Portfolios)			20
Gross Unrealized Losses Aging			21
Fixed Maturity and Equity Securities Below Amortized Cost			22
Consolidated Gross Gains and Losses			23

Quarterly Financial Supplement

Reinsurance Group of America, Incorporated
Financial Supplement

This Financial Supplement is for information purposes only and includes unaudited figures. This report should be read in conjunction with documents filed by Reinsurance Group of America, Incorporated with the SEC.

Non-GAAP Disclosures

RGA uses a non-GAAP financial measure called operating income as a basis for analyzing financial results. This measure also serves as a basis for establishing target levels and awards under RGA’s management incentive programs. Management believes that operating income, on a pre-tax and after-tax basis, better measures the ongoing profitability and underlying trends of the company’s continuing operations, primarily because that measure excludes the effect of net investment related gains and losses, as well as changes in the fair value of certain embedded derivatives and related deferred acquisition costs. These items can be volatile, primarily due to the credit market and interest rate environment and are not necessarily indicative of the performance of the company’s underlying businesses. Additionally, operating income excludes any net gain or loss from discontinued operations and the cumulative effect of any accounting changes, which management believes are not indicative of the company’s ongoing operations. The definition of operating income can vary by company and is not considered a substitute for GAAP net income. A reconciliation of income before income taxes of the operating segments to pre-tax operating income (loss) is presented herein.

Additionally, RGA evaluates its stockholder equity position excluding the impact of Accumulated Other Comprehensive Income (“AOCI”) since the net unrealized gains or losses included in AOCI primarily relate to changes in interest rates, credit spreads on its investment securities and foreign currency fluctuations that are not permanent and can fluctuate significantly from period to period.

Quarterly Financial Supplement

Reinsurance Group of America, Incorporated
Financial Highlights
Third Quarter 2009

		Three Months Ended or As of																				Current Qtr					Year-to-Date
		Sept. 30,				June 30,				March 31,				Dec. 31,				Sept. 30,				vs. PY					Sept. 30,				Sept. 30,
(USD thousands, except inforce & per share data)		2009				2009				2009				2008				2008				Quarter					2009				2008				Change
Net premiums		$	1,405,179			$	1,375,181			$	1,346,047			$	1,389,091			$	1,303,590			$	101,589				$	4,126,407			$	3,960,210			$	166,197
Net income — continuing operations			118,208				153,179				23,290				15,170				25,250				92,958					294,677				172,645				122,032
Operating income			114,571				130,562				67,355				99,966				118,542				(3,971	)				312,488				299,187				13,301
Total assets			24,162,113				22,649,349				21,634,314				21,658,818				21,844,347				2,317,766
Assumed Ordinary Life Reinsurance in Force (in billions)
U.S.		$	1,281.9			$	1,280.5			$	1,285.6			$	1,274.5			$	1,265.6			$	16.3				$	1,281.9			$	1,265.6			$	16.3
Canada			261.1				234.3				209.9				209.5				231.4				29.7					261.1				231.4				29.7
Europe & South Africa			388.2				382.9				332.8				325.2				368.9				19.3					388.2				368.9				19.3
Asia Pacific			343.4				321.6				293.0				298.9				310.6				32.8					343.4				310.6				32.8
Total Life Reinsurance in Force		$	2,274.6			$	2,219.3			$	2,121.3			$	2,108.1			$	2,176.5			$	98.1				$	2,274.6			$	2,176.5			$	98.1
Assumed New Business Production (in billions)
U.S.		$	31.2			$	25.8			$	35.5			$	33.7			$	30.5			$	0.7				$	92.5			$	100.7			$	(8.2	)
Canada			10.5				9.6				9.9				12.1				14.5				(4.0	)				30.0				39.1				(9.1	)
Europe & South Africa			19.9				22.7				36.0				28.2				21.4				(1.5	)				78.6				59.3				19.3
Asia Pacific			8.6				3.3				3.8				9.2				7.5				1.1					15.7				22.7				(7.0	)
Total New Business Production		$	70.2			$	61.4			$	85.2			$	83.2			$	73.9			$	(3.7	)			$	216.8			$	221.8			$	(5.0	)
Per Share and Shares Data
Basic earnings per share from continuing operations
Net income		$	1.62			$	2.11			$	0.32			$	0.22			$	0.41			$	1.21				$	4.05			$	2.77			$	1.28
Operating income		$	1.57			$	1.79			$	0.93			$	1.45			$	1.90			$	(0.33	)			$	4.30			$	4.81			$	(0.51	)
Diluted earnings per share from continuing operations
Net income		$	1.61			$	2.10			$	0.32			$	0.22			$	0.40			$	1.21				$	4.03			$	2.70			$	1.33
Operating income		$	1.56			$	1.79			$	0.92			$	1.45			$	1.86			$	(0.30	)			$	4.28			$	4.68			$	(0.40	)
Wgt. average common shares outstanding (basic)			72,781				72,770				72,710				68,831				62,323				10,458					72,754				62,251				10,503
Wgt. average common shares outstanding (diluted)			73,286				72,939				72,884				69,176				63,607				9,679					73,037				63,940				9,097
Common shares issued			73,363				73,364				73,363				73,363				63,128				10,235					73,363				63,128
Treasury shares			573				589				600				741				803				(230	)				573				803
Common shares outstanding			72,790				72,775				72,763				72,622				62,325				10,465					72,790				62,325
Book value per share		$	51.83			$	42.59			$	33.99			$	36.03			$	41.83
Per share effect of accumulated other comprehensive income (AOCI)		$	4.36			$	(3.31	)		$	(9.79	)		$	(7.55	)		$	(3.56	)
Book value per share, excluding AOCI		$	47.47			$	45.90			$	43.78			$	43.58			$	45.39

Quarterly Financial Supplement

Reinsurance Group of America, Incorporated
Consolidated GAAP Income Statement (incl. Operating Income Reconciliation)

		Three Months Ended																				Current Qtr					Year-to-Date
		Sept. 30,				June 30,				March 31,				Dec. 31,				Sept. 30,				vs. PY					Sept. 30,				Sept. 30,
(USD thousands)		2009				2009				2009				2008				2008				Quarter					2009				2008				Change
Revenues:
Net premiums		$	1,405,179			$	1,375,181			$	1,346,047			$	1,389,091			$	1,303,590			$	101,589				$	4,126,407			$	3,960,210			$	166,197
Investment income, net of related expenses			299,471				284,636				223,196				196,634				220,248				79,223					807,303				674,642				132,661
Investment related gains (losses), net
OTTI on fixed maturity securities			(16,945	)			(36,942	)			(34,395	)			(15,226	)			(92,388	)			75,443					(88,282	)			(98,087	)			9,805
OTTI on fixed maturity securities transferred to/from AOCI			(4,000	)			16,135				—				—				—				(4,000	)				12,135				—				12,135
Other investment related gains (losses), net			63,304				98,995				(37,867	)			(228,333	)			(148,919	)			212,223					124,432				(305,559	)			429,991
Total investment related gains (losses), net			42,359				78,188				(72,262	)			(243,559	)			(241,307	)			283,666					48,285				(403,646	)			451,931
Other revenue			31,972				75,161				33,859				25,869				27,764				4,208					140,992				81,962				59,030
Total revenues			1,778,981				1,813,166				1,530,840				1,368,035				1,310,295				468,686					5,122,987				4,313,168				809,819
Benefits and expenses:
Claims and other policy benefits			1,155,811				1,123,696				1,169,744				1,150,645				1,062,948				92,863					3,449,251				3,311,287				137,964
Interest credited			85,153				72,897				36,909				86,989				9,293				75,860					194,959				146,190				48,769
Policy acquisition costs and other insurance expenses			271,789				308,403				198,801				27,529				124,836				146,953					778,993				330,370				448,623
Other operating expenses			76,403				71,095				66,749				53,694				63,886				12,517					214,247				189,223				25,024
Interest expense			5,243				19,595				22,117				21,552				9,935				(4,692	)				46,955				54,609				(7,654	)
Collateral finance facility expense			2,031				2,057				2,314				7,432				6,851				(4,820	)				6,402				21,291				(14,889	)
Total benefits and expenses			1,596,430				1,597,743				1,496,634				1,347,841				1,277,749				318,681					4,690,807				4,052,970				637,837
Income before income taxes — continuing operations			182,551				215,423				34,206				20,194				32,546				150,005					432,180				260,198				171,982
Income tax expense			64,343				62,244				10,916				5,024				7,296				57,047					137,503				87,553				49,950
Income — continuing operations			118,208				153,179				23,290				15,170				25,250				92,958					294,677				172,645				122,032
Loss from discontinued operations			—				—				—				(5,809	)			(22	)			22					—				(5,210	)			5,210
Net income		$	118,208			$	153,179			$	23,290			$	9,361			$	25,228			$	92,980				$	294,677			$	167,435			$	127,242
Pre-tax Operating Income Reconciliation:
Income before income taxes — continuing operations			182,551				215,423				34,206				20,194				32,546				150,005					432,180				260,198				171,982
Investment and derivative losses (gains) — non-operating (1)			20,616				148,794				68,312				(146,818	)			99,801				(79,185	)				237,722				102,625				135,097
Change in value of modified coinsurance and funds withheld embedded derivatives (1)			(51,454	)			(64,337	)			40,425				161,021				106,797				(158,251	)				(75,366	)			266,777				(342,143	)
GMXB embedded derivatives (1)			(10,127	)			(161,237	)			(35,213	)			230,775				35,772				(45,899	)				(206,577	)			36,707				(243,284	)
EIA embedded derivatives — interest credited			(5,248	)			(12,772	)			(8,124	)			48,896				(43,871	)			38,623					(26,144	)			11,367				(37,511	)
EIA embedded derivatives — policy acq. costs			191				1,748				1,304				(5,697	)			8,274				(8,083	)				3,243				(1,426	)			4,669
DAC offset, net			40,780				92,846				1,529				(157,941	)			(63,394	)			104,174					135,155				(221,512	)			356,667
Gain on debt repurchase			—				(38,875	)			—				—				—				—					(38,875	)			—				(38,875	)
Operating Income Before Income Taxes		$	177,309			$	181,590			$	102,439			$	150,430			$	175,925			$	1,384				$	461,338			$	454,736			$	6,602
After-tax Operating Income Reconciliation:
Income — continuing operations			118,208				153,179				23,290				15,170				25,250				92,958					294,677				172,645				122,032
Investment and derivative losses (gains) — non-operating (1)			13,170				96,091				44,117				(95,289	)			64,967				(51,797	)				153,378				66,798				86,580
Change in value of modified coinsurance and funds withheld embedded derivatives (1)			(33,445	)			(41,819	)			26,276				104,664				69,418				(102,863	)				(48,988	)			173,405				(222,393	)
GMXB embedded derivatives (1)			(6,582	)			(104,805	)			(22,888	)			150,003				23,252				(29,834	)				(134,275	)			23,860				(158,135	)
EIA embedded derivatives — interest credited			(3,412	)			(8,301	)			(5,281	)			31,782				(28,516	)			25,104					(16,994	)			7,389				(24,383	)
EIA embedded derivatives — policy acq. costs			124				1,136				848				(3,703	)			5,378				(5,254	)				2,108				(927	)			3,035
DAC offset, net			26,508				60,350				993				(102,661	)			(41,207	)			67,715					87,851				(143,983	)			231,834
Gain on debt repurchase			—				(25,269	)			—				—				—				—					(25,269	)			—				(25,269	)
Operating Income		$	114,571			$	130,562			$	67,355			$	99,966			$	118,542			$	(3,971	)			$	312,488			$	299,187			$	13,301