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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Reinsurance Group of America, Incorporated
________________________________________________________
(Name of Issuer)
Common Stock, Par Value $.01 Per Share
________________________________________________________
(Title of Class of Securities)
759351109
________________________________________________________
(CUSIP Number)
Dorothy L. Murray
Metropolitan Life Insurance Company
4100 Boy Scout Blvd.
Tampa, FL 33607
(813) 801-2063
________________________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 7, 2000
________________________________________________________
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following
box [ ].
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MetLife, Inc.
13-4075851
_______________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
_______________________________________________________________________________
3 SEC USE ONLY
_______________________________________________________________________________
4 SOURCE OF FUNDS
OO (See Item 3)
_______________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
_______________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
_______________________________________________________________________________
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY None*
OWNED BY __________________________________________________________
EACH 8 SHARED VOTING POWER
REPORTING
PERSON 28,915,939*
WITH __________________________________________________________
9 SOLE DISPOSITIVE POWER
None*
__________________________________________________________
10 SHARED DISPOSITIVE POWER
28,915,939*
_______________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,915,939*
_______________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
_______________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
58.6%*
_______________________________________________________________________________
14 TYPE OF REPORTING PERSON
HC
_______________________________________________________________________________
* See Items 3 and 5 below. Unless otherwise indicated, all information
relating to beneficial ownership of the Shares by the Reporting Persons is as
of April 3, 2001.
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Metropolitan Life Insurance Company
13-5581829
_______________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
_______________________________________________________________________________
3 SEC USE ONLY
_______________________________________________________________________________
4 SOURCE OF FUNDS
WC, OO
_______________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
_______________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
_______________________________________________________________________________
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY None*
OWNED BY __________________________________________________________
EACH 8 SHARED VOTING POWER
REPORTING
PERSON 28,915,939*
WITH __________________________________________________________
9 SOLE DISPOSITIVE POWER
None*
__________________________________________________________
10 SHARED DISPOSITIVE POWER
28,915,939*
_______________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,915,939*
_______________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
_______________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
58.6%*
_______________________________________________________________________________
14 TYPE OF REPORTING PERSON
IC
_______________________________________________________________________________
* See Items 3 and 5 below. Unless otherwise indicated, all information
relating to beneficial ownership of the Shares by the Reporting Persons is as
of April 3, 2001.
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GenAmerica Financial Corporation
43-1779470
_______________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
_______________________________________________________________________________
3 SEC USE ONLY
_______________________________________________________________________________
4 SOURCE OF FUNDS
Not Applicable
_______________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
_______________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Missouri
_______________________________________________________________________________
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY None*
OWNED BY __________________________________________________________
EACH 8 SHARED VOTING POWER
REPORTING
PERSON 24,131,250*
WITH __________________________________________________________
9 SOLE DISPOSITIVE POWER
None*
__________________________________________________________
10 SHARED DISPOSITIVE POWER
24,131,250*
_______________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
24,131,250*
_______________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
_______________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
48.9%*
_______________________________________________________________________________
14 TYPE OF REPORTING PERSON
HC, CO
_______________________________________________________________________________
* See Items 3 and 5 below. Unless otherwise indicated, all information
relating to beneficial ownership of the Shares by the Reporting Persons is as
of April 3, 2001.
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
General American Life Insurance Company
43-0285930
_______________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
_______________________________________________________________________________
3 SEC USE ONLY
_______________________________________________________________________________
4 SOURCE OF FUNDS
Not Applicable
_______________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
_______________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Missouri
_______________________________________________________________________________
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY None*
OWNED BY __________________________________________________________
EACH 8 SHARED VOTING POWER
REPORTING
PERSON 24,131,250*
WITH __________________________________________________________
9 SOLE DISPOSITIVE POWER
None*
__________________________________________________________
10 SHARED DISPOSITIVE POWER
24,131,250*
_______________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
24,131,250*
_______________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
_______________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
48.9%*
_______________________________________________________________________________
14 TYPE OF REPORTING PERSON
IC
_______________________________________________________________________________
* See Items 3 and 5 below. Unless otherwise indicated, all information
relating to beneficial ownership of the Shares by the Reporting Persons is as
of April 3, 2001.
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Equity Intermediary Company
43-1727895
_______________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
_______________________________________________________________________________
3 SEC USE ONLY
_______________________________________________________________________________
4 SOURCE OF FUNDS
Not Applicable
_______________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
_______________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Missouri
_______________________________________________________________________________
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY None*
OWNED BY __________________________________________________________
EACH 8 SHARED VOTING POWER
REPORTING
PERSON 24,131,250*
WITH __________________________________________________________
9 SOLE DISPOSITIVE POWER
None*
__________________________________________________________
10 SHARED DISPOSITIVE POWER
24,131,250*
_______________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
24,131,250*
_______________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
_______________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
48.9%*
_______________________________________________________________________________
14 TYPE OF REPORTING PERSON
HC, CO
_______________________________________________________________________________
* See Items 3 and 5 below. Unless otherwise indicated, all information
relating to beneficial ownership of the Shares by the Reporting Persons is as
of April 3, 2001.
This Statement relates to the common stock, par value of $.01 per share
(the "Shares"), of Reinsurance Group of America, Incorporated, a Missouri
corporation ("RGA"). This Statement amends the Schedule 13D/A Statement of
Metropolitan Life Insurance Company in respect of RGA dated January 6, 2000 by
amending and restating Items 2, 3, 5 and 7 in their entirety, as follows:
Item 2. Identity and Background.
(a) through (c) and (f). This Statement is filed on behalf of (i)
MetLife, Inc. ("MLINC"), (ii) Metropolitan Life Insurance Company ("MetLife"),
a wholly owned subsidiary of MLINC, (iii) GenAmerica Financial Corporation, a
wholly owned subsidiary of MetLife ("GenAmerica"), (iv) General American Life
Insurance Company, a wholly owned subsidiary of GenAmerica ("GenAm Life"), and
(v) Equity Intermediary Company, a wholly owned subsidiary of GenAm Life
("EIM") (MLINC, MetLife, GenAmerica, GenAm Life and EIM are referred to herein
collectively as the "Filing Parties"). MLINC, a Delaware corporation with its
principal office and business at One Madison Avenue, New York, NY, 10010-3690,
is not controlled by any person or persons and is a holding company which owns
all of the issued and outstanding shares of common stock of MetLife. MetLife, a
New York life insurance company, has its principal office and business at One
Madison Avenue, New York, New York 10010-3690. GenAmerica and EIM are holding
companies and GenAm Life is an insurance company. GenAmerica, GenAm Life and
EIM are each Missouri corporations with the address of their principal offices
and businesses at 700 Market Street, St. Louis, Missouri 63101.
Set forth on Exhibit A to this Statement, and incorporated herein by
reference, is the name, residence or business address, present principal
occupation or employment (and the name, principal business and address of any
corporation or other organization in which such employment is conducted) and
citizenship of each director and executive officer of the Filing Parties.
(d) During the last five years, none of the Filing Parties nor, to the
best knowledge of the Filing Parties, any of their respective executive
officers or directors has been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors).
(e) During the last five years, none of the Filing Parties nor, to the
best knowledge of the Filing Parties, any of their respective executive
officers or directors has been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such
proceeding was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to,
federal or state securities laws or finding any violation with respect to such
laws.
Item 3. Source and Amount of Funds or other Consideration.
On April 7, 2000, MetLife converted from a mutual life insurance
company to a stock life insurance company and became a wholly-owned subsidiary
of MLINC, a Delaware corporation. MLINC acquired indirect ownership of the
Shares by virtue of its ownership of its wholly-owned subsidiary MetLife.
Item 5. Interest in Securities of the Issuer.
(a) and (b). As of April 3, 2001, MLINC and MetLife beneficially owned
28,915,939 Shares, or approximately 58.6 percent of the outstanding Shares. Of
such Shares, MLINC and MetLife share voting and dispositive power with each
other with respect to 4,784,689 Shares and shares voting and dispositive power
with GenAmerica, GenAm Life and EIM with respect to 24,131,250 Shares. As of
April 3, 2001, GenAmerica, GenAm Life and EIM beneficially owned 24,131,250
Shares, or approximately 48.9 percent of the outstanding Shares. With respect
to such Shares, GenAmerica, GenAm Life and EIM share voting and dispositive
power with MLINC, MetLife and each other. See also Item 2 above. All
information in this paragraph relating to the number of the Shares beneficially
owned by the Reporting Persons has not changed since the date of the event
which requires filing of this Statement.
The following information in this paragraph is to the best knowledge of
the Filing Parties. As of April 3, 2001, Helene L. Kaplan, a director of MLINC
and MetLife, beneficially owned 1,800 Shares and had sole voting and
dispositive power with respect to such Shares. As of April 3, 2001, Judy E.
Weiss, President of MetLife Bank, beneficially owned 1,000 Shares which were
jointly owned with Steven Weiss, her spouse, and shared voting and dispositive
power with respect to such Shares with him. As of April 3, 2001, August A.
Busch III, a director of GenAmerica and GenAm Life, beneficially owned 2,550
Shares and had sole voting and dispositive power with respect to such Shares.
As of April 3, 2001, William E. Cornelius, a director of GenAmerica and GenAm
Life, beneficially owned 1,113 Shares and had sole voting and dispositive power
with respect to such Shares. As of April 3, 2001, William L. Hutton, a director
of EIM and Counsel of GenAm Life, beneficially owned 505 Shares and had sole
voting and dispositive power with respect to such Shares. As of April 3, 2001,
Matthew P. McCauley, a director of EIM and Vice-President, General Counsel and
Secretary of GenAmerica and GenAm Life, beneficially owned 1,000 Shares which
were jointly owned with Brigid K. McCauley, and shared voting and dispositive
power with respect to such Shares with her. As of April 3, 2001, Craig D.
Schnuck, a director of GenAmerica and GenAm Life, beneficially owned 2,000
Shares and had sole voting and dispositive power with respect to such Shares.
As of April 3, 2001, William P. Stiritz, a director of GenAmerica, GenAm Life
and RGA, may be deemed to have been the beneficial owner of 74,358 Shares, of
which (i) 52,683 Shares were owned directly by Mr. Stiritz, (ii) 17,500 Shares
were owned by Susan Stiritz, Mr. Stiritz's spouse and (iii) 4,175 Shares were
owned by Nicholas P. Stiritz, Mr. Stiritz's child; Mr. Stiritz disclaimed
beneficial ownership of all the aforementioned Shares other than the 52,683
Shares owned by him directly. As of April 3, 2001, Andrew C. Taylor, a director
of GenAmerica and GenAm Life, beneficially owned 2,250 Shares and shared voting
and dispositive power with respect to such Shares with Barbara B. Taylor. As of
April 3, 2001, Robert L. Virgil, a director of GenAmerica and GenAm Life,
beneficially owned 225 Shares which were owned by Geraldine J. Virgil, his
spouse, and shared voting and dispositive power with respect to such Shares
with her. As of April 3, 2001, Virginia W. Weldon, a director of GenAmerica and
GenAm Life, beneficially owned 450 Shares as trustee of a trust, and had sole
voting and dispositive power with respect to such Shares. As of April 3, 2001,
Bernard H. Wolzenski, Executive Vice-President - Product and Corporate
Strategies, of GenAmerica and GenAm Life, may be deemed to be the beneficial
owner of 2,725 Shares held by Jeanne A. Wolzenski as trustee of a trust. Mr.
Wolzenski did not have voting or dispositive power with respect to such Shares.
As of April 3, 2001, A. Greig Woodring, Executive Vice-President - Reinsurance
of GenAmerica and GenAm Life and President and Chief Executive Officer of RGA,
may be deemed to have been the beneficial owner of 256,780 Shares and had sole
voting and dispositive power with respect to such Shares except for 15,000
restricted Shares for which Mr. Woodring had sole voting power but no
dispositive power until vested. As of April 3, 2001, Richard A. Liddy, Chairman
of GenAmerica, GenAm Life, and RGA may be deemed to have been the beneficial
owner of 102,581 Shares, (i) 76,498 Shares which were owned directly by Mr.
Liddy, and (ii) 26,083 Shares which were owned by Joanne S. Liddy, his spouse.
Mr. Liddy had sole voting and dispositive power with respect to the shares
owned directly by him, and shared voting and dispositive power with respect to
such Shares owned by his spouse. Mr. Liddy disclaimed beneficial ownership of
the aforementioned Shares owned by his spouse. Some of the Shares described in
this paragraph may be in the form of stock options exercisable within 60 days
or restricted stock. None of the Share ownership described in this paragraph
represents beneficial ownership by any individual of more than 1% of the
outstanding Shares.
The percentage amounts set forth in this Item 5 are based upon the
number of Shares issued and outstanding as of March 1, 2001, as described in
RGA's Quarterly Report on Form 10-Q for the quarterly period ended December 31,
2000.
(c) In the 60 days prior to the date of filing of this Statement, none
of the Filing Parties nor, to the best knowledge of the Filing Parties, any of
their respective directors and executive officers has effected any transactions
in the Shares, except as disclosed in this Statement, and except the following.
On February 12, 2001, Richard A. Liddy, Chairman, Retired President and Chief
Executive Officer, GenAmerica and GenAm Life, exercised an option to purchase
45,002 Shares from RGA at the price of $11.55 per share, and sold such shares
in open market transactions. 5,100 of such shares were sold on February 12,
2001 at a price of $37.03 per share, and 39,902 shares were sold on February
13, 2001 at a price of $37.00 per share. In addition, Helene L. Kaplan, a
director of MLINC and MetLife, acquired 1050 Shares through open market
transactions effected without her knowledge through a blind trust agreement.
350 of such shares were purchased on January 30, 2001 at a price of $32.79 per
share, and 700 of such shares were purchased on March 15, 2001 at a price of
$39.02 per share.
(d) No other person is known by the Filing Parties to have the
right to receive or the power to direct the receipt of dividends from, and the
proceeds from the sale of, the Direct Shares or the Indirect Shares.
(e) Not applicable.
Item 7. Materials to be Filed as Exhibits.
Exhibit A -- Information relating to the Executive Officers and Directors of
the Filing Parties
Exhibit B -- Agreement Required for Joint Filing under Rule 13d-1 (k) (1)
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.
Dated: April 3, 2001
METLIFE, INC.
By: /S/ Gwenn L. Carr
Title: Vice-President and Secretary
METROPOLITAN LIFE INSURANCE COMPANY
By: /S/ Dorothy L. Murray
Title: Assistant Vice-President
GENAMERICA FINANCIAL CORPORATION
By: /S/ Matthew P. McCauley
Title: Vice-President, General
Counsel and Secretary
GENERAL AMERICAN LIFE INSURANCE COMPANY
By: /S/ Matthew P. McCauley
Title: Vice-President, General
Counsel and Secretary
EQUITY INTERMEDIARY COMPANY
By: /S/ Matthew P. McCauley
Title: Director, Vice-President,
General Counsel and Secretary
EXHIBIT A
DIRECTORS AND EXECUTIVE OFFICERS OF THE FILING PARTIES
Set forth below is the name and present principal occupation or employment of
each director and executive officer of MLINC and MetLife.
Except as set forth below, each present principal business address of MLINC and
MetLife is One Madison Avenue, New York, NY 10010-3690. Each person listed
below is a citizen of the United States, except for Mr. Tweedie who is a
citizen of the United States and Canada.
DIRECTORS
Name And Business Address Principal Occupation or Employment
_______________________________ ____________________________________________
Curtis H. Barnette Of Counsel, Skadden, Arps, Slate,
Skadden, Arps, Slate, Meagher & Flom, LLP (law firm)
Meagher & Flom, LLP
1440 New York Avenue, N.W.
Washington, DC 20005-2111
Robert H. Benmosche Chairman of the Board, President
and Chief Executive Officer
Gerald Clark Vice-Chairman of the Board and
Chief Investment Officer
Joan Ganz Cooney Chairman, Executive Committee
Children's Television Workshop Children's Television Workshop
One Lincoln Plaza (broadcasting)
New York, New York 10023
John C. Danforth Attorney and Minister
Bryan Cave LLP
211 N. Broadway, Suite 3600
St. Louis, MO 63102-2750
Burton A. Dole, Jr. Retired Chairman, President and
P. O. Box 208 Chief Executive Officer, Puritan
Pauma Valley, Bennett (medical device
California 92061 manufacturing)
James R. Houghton Chairman of the Board Emeritus,
Corning Incorporated Corning Incorporated
80 East Market Street
2nd Floor, Corning,
New York, New York 14830
Harry P. Kamen Retired Chairman of the Board and
Metropolitan Life Insurance Co Chief Executive Officer
200 Park Avenue, Suite 5700
New York, New York 10166
Helene L. Kaplan Of Counsel, Skadden, Arps, Slate,
Skadden, Arps, Slate, Meagher and Flom, LLP (law firm)
Meagher & Flom, LLP
919 Third Avenue
New York, New York 10022
Charles M. Leighton Retired Chairman and Chief Executive
P. O. Box 247 Officer,CML Group, Inc. (exercise
Bolton, MA 01740 and leisure products)
Allen E. Murray Retired Chairman of the Board and
Mobil Corporation Chief Executive Officer, Mobil
375 Park Avenue, Suite 2901 Corporation (petroleum refining)
New York, New York 10152
Stewart G. Nagler Vice-Chairman of the Board and Chief
Financial Officer
John J. Phelan, Jr. Retired Chairman and Chief Executive
P. O. Box 312 Officer, New York Stock Exchange,Inc.
Mill Neck, New York 11765
Hugh B. Price President and Chief Executive
National Urban League, Inc. Officer, National Urban League, Inc.
500 East 62nd Street
New York, New York 10005
Ruth J. Simmons, Ph.D. President, Smith College
Smith College
College Hall 20
Northampton, MA 01063
William G. Steere, Jr. Chairman of the Board and Chief
Pfizer Inc. Executive Officer, Pfizer Inc.
235 East 42nd Street
New York, New York 10017
Executive Officers
(Who are not Directors)
Name Principal Occupation or Employment
_______________________________ ____________________________________________
Gary A. Beller Senior Executive Vice-President and
General Counsel
James M. Benson President, Individual Business;
Chairman, Chief Executive Officer
And President, New England Life
Insurance Company
C. Robert Henrikson President, Institutional Business
Catherine A. Rein Senior Executive Vice-President;
President and Chief Executive
Officer, Metropolitan Property and
Casualty Insurance Company
William J. Toppeta President, Client Services; Chief
Administrative Officer
John H. Tweedie Senior Executive Vice-President
Lisa M. Weber Executive Vice-President - Human
Resources
Judy E. Weiss President, MetLife Bank
Set forth below is the name and present principal occupation or employment of
each director and executive officer of GenAmerica and GenAm Life. GenAmerica
is a holding company and GenAm Life is an insurance company. The principal
business address of each of GenAmerica and GenAm Life is 700 Market Street, St.
Louis, Missouri 63101. Each person listed below is a citizen of the United
States.
DIRECTORS
Name And Business Address Principal Occupation or Employment
_______________________________ ____________________________________________
James M. Benson President, Individual Business;
Metropolitan Life Insurance Co. Chairman, Chief Executive Officer
One Madison Avenue And President, New England Life
New York, New York 10010-3690 Insurance Company
August A. Busch III Chairman and President, Anheuser-Busch
Anheuser-Busch Companies, Inc. Companies, Inc. (brewing, aluminum beverage
One Busch Place container manufacturing and operating
St. Louis, Missouri 63118 theme parks)
William E. Cornelius Retired Chairman and Chief Executive
Officer,
#2 Dunlora Lane Union Electric Company (now Ameren
St. Louis, Missouri 63131 Corporation) (electric utility)
John C. Danforth Partner, Bryan Cave LLP (law firm)
Bryan Cave LLP
One Metropolitan Square,
Suite 3600
St. Louis, Missouri 63101
Kevin C. Eichner President and Chief Executive Officer,
GenAmerica and GenAm Life
Richard A. Liddy Chairman, Retired President and Chief
Executive Officer, GenAmerica and GenAm Life
Willam E. Maritz Chairman, Maritz Inc. (travel and
Maritz Inc. communication services and motivation,
1375 N. Highway Drive training, and marketing research)
St. Louis, Missouri 63099
Stewart G. Nagler Vice-Chairman of the Board and Chief
Metropolitan Life Insurance Co. Financial Officer
One Madison Avenue
New York, New York 10010-3690
Craig D. Schnuck Chairman and Chief Executive Officer,
Schnuck Markets, Inc. Schnuck Markets, Inc. (retail grocery
11420 Lackland Road stores)
St. Louis, Missouri 63146
William P. Stiritz Chairman, President and Chief Executive
Agribrands International, Inc. Officer, Agribrands International, Inc.
9811 South Forty Drive (production and marketing of animal feed
St. Louis, Missouri 63124 and nutritional products)
Andrew C. Taylor Chief Executive Officer and President,
Enterprise Rent-A-Car Company Enterprise Rent-A-Car Company (automobile
600 Corporate Park Drive leasing)
St. Louis, Missouri 63105
Robert L. Virgil General Principal, Edward Jones & Co.
Edward Jones & Co. (securities firm)
12555 Manchester Road
St. Louis, Missouri 63131
Lisa M. Weber Executive Vice-President - Human
Metropolitan Life Insurance Co. Resources
One Madison Avenue
New York, New York 10010-3690
Virginia V. Weldon Retired Senior Vice-President for Public
242 Carlyle Lake Drive Policy, Monsanto Company (life sciences)
St. Louis, Missouri 63141
Executive Officers of GenAmerica and/or GenAm Life
(Who Are Not Directors)
Name Principal Occupation or Employment
_______________________________ ____________________________________________
Leland J. Launer Treasurer
Matthew P. McCauley Vice-President, General Counsel and
Secretary
Daniel J. McDonald Senior Vice-President (GenAm Life Only)
Bernard H Wolzenski Executive Vice-President - Product &
Corporate Strategies
A. Greig Woodring Executive Vice-President - Reinsurance;
President and Chief Executive Officer,
Reinsurance Group of America, Incorporated.
Set forth below is the name and present principal occupation or employment of
each director and executive officer of EIM. EIM is a holding company. The
principal business address of each of EIM and GenAm Life is 700 Market Street,
St. Louis, Missouri 63101. Each person listed below is a citizen of the United
States.
DIRECTORS
Name And Business Address Principal Occupation or Employment
_______________________________ ____________________________________________
Barry C. Cooper Vice-President and Controller of GenAm Life
William L. Hutton Counsel of GenAm Life
Matthew P. McCauley Vice-President, General Counsel, and
Secretary of GenAm Life
Exhibit B
Joint Filing Agreement
In accordance with Rule 13d-1(k)(1) of Regulation 13D-G of the Securities
Exchange Act of 1934, the persons or entities below agree to the joint filing
on behalf of each of them of the Statement on Schedule 13D (including any and
all amendments thereto) with respect to the Common Stock of Reinsurance Group
of America, Incorporated, and agree that such statement is, and any amendments
thereto filed by any of them will be, filed on behalf of each of them, and
further agree that this Joint Filing Agreement be included as an Exhibit to
such joint filings.
In evidence thereof the undersigned hereby execute this Agreement this 28th day
of February, 2001.
METLIFE, INC.
By: /S/ Gwenn L. Carr
Title: Vice-President and Secretary
METROPOLITAN LIFE INSURANCE COMPANY
By: /S/ Dorothy L. Murray
Title: Assistant Vice-President
GENAMERICA FINANCIAL CORPORATION
By: /S/ Matthew P. McCauley
Title: Vice-President, General
Counsel and Secretary
GENERAL AMERICAN LIFE INSURANCE COMPANY
By: /S/ Matthew P. McCauley
Title: Vice-President, General
Counsel and Secretary
EQUITY INTERMEDIARY COMPANY
By: /S/ Matthew P. McCauley
Title: Director, Vice-President,
General Counsel and Secretary
SCHEDULE 13D/A CUSIP No. 759351109