Brighthouse Funds Trust II N-CSR Certified annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-3618

METROPOLITAN SERIES FUND

(Exact name of registrant as specified in charter)

One Financial Center

Boston, MA 02111

(Address of principal executive offices)(Zip code)

(Name and Address of Agent for Service)	Copy to:
Michael P. Lawlor	David C. Mahaffey, Esq.
c/o MetLife Advisers, LLC One Financial Center Boston, MA 02111	Sullivan & Worcester LLP 1666 K Street, N.W. Washington, D.C. 20006

Registrant’s telephone number, including area code: 617-578-4036

Date of fiscal year end: December 31

Date of reporting period: January 1, 2013 through December 31, 2013

Item 1: Report to Shareholders.

The following is a copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act of 1940 (the “Act”):

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Managed by Baillie Gifford Overseas Limited

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, and E shares of the Baillie Gifford International Stock Portfolio returned 15.54%, 15.14%, and 15.30%, respectively. The Portfolio’s benchmark, the MSCI All Country World ex-U.S. Index¹, returned 15.29%.

MARKET ENVIRONMENT / CONDITIONS

2013 was a healthy year overall in international equity markets, however there was a notable division between the strength of developed markets, where economic growth now appears to be on a rather sounder footing, and the emerging markets, mostly affecting countries with large current account deficits, such as Turkey. This weakness in emerging markets is in part due to cyclical factors, slowing economic growth, but was compounded by a return of liquidity to developed markets, most notably following indications that the Federal Reserve would begin tapering quantitative easing. While the market remained fixated on the fallout from the exceptional monetary policy of recent years, it was these longer term factors that were key for the companies. As growth gathered momentum in the developed markets, many worried that there was inflationary potential associated with the expansion of central bank balance sheets over recent years. We have instead recently considered the potential for Japanese efforts to weaken the yen and continuing shale gas development to act as deflationary forces within the world economy. In an open global economy, it is possible that structural factors combine to trump monetary orthodoxy, just as China’s industrialisation was generally held to be a contributor to the low inflation environment of the 2000’s.

Wages, in real terms, have either worsened or failed to improve for some years for many workers in the developed markets and measures of inequality illustrate a widening gap between poor and rich. News stories about companies which pay the minimum wage actively encouraging their workers to seek government assistance to supplement their wages have raised public awareness of the issue. With governments looking to reduce welfare spending, subsidies destined for working people seem an obvious place to start and the campaign for a living wage seems to be gathering attention in political discourse. In Switzerland, an initiative to vote on a guaranteed basic income for all citizens has raised the required number of petitioners to be put to a national vote. Obviously, labor costs are of key importance to us as equity investors. Rising wages could have a significant effect on corporate earnings in the absence of accompanying productivity gains. On the other hand, increasing automation already threatens many low wage jobs and, with high unemployment, companies hold a strong hand in negotiations. Meanwhile, labour unrest appears to be increasing at many of those companies most associated with the minimum wage, minimum benefit model in developed markets while producers in China, particularly in the export focused Eastern provinces, who have relied on low wages as a competitive advantage are now struggling to remain globally competitive. Increased emphasis on productivity, through investment in automation or improved incentives, would seem to be the logical response and requires a quite different management mindset.

The energy supply backdrop is an area where we have seen significant change which has partially contributed to share price weakness in the sector along with weaker growth in emerging markets. The most immediate catalyst for change has been the rapid rise of shale gas as an alternative source of supply within the U.S. and the use of fracking technology is now spreading further. Both the U.K. and China, for example, have potentially significant gas reserves with the U.K. having doubled reserve estimates during the year. The ‘peak oil’ debate seems to have quietened while the effect on the geo-politics of oil supply which have dominated foreign policy in the Middle East for decades are unclear. Whilst this is the most notable change within fossil fuel markets and has the most bearing on current energy costs, it would be naive to underestimate the potential for upsets from alternative sources. Solar power costs are falling rapidly, while battery and energy storage technology is improving significantly.

PORTFOLIO REVIEW / PERIOD END POSITIONING

Due to the bottom-up nature of the Portfolio, the majority of relative performance was driven by stock selection. Specifically, in the first half of the year stock selection in the U.K. and Developed Asia hurt relative performance whilst stock selection in Continental Europe and Emerging Markets was most helpful over the period. The second half of the year largely reversed that stock selection effect as U.K. and Developed Asian stocks contributed most to performance along with stock selection in Emerging Markets continuing to add value. Indeed, despite the market returns for Emerging Markets being the weakest of the benchmark regions, over 2013 as a whole it was Emerging Market stocks that contributed most positively to the relative Portfolio performance.

Among the more significant detractors over the year were the stocks that the Portfolio holds in the Energy sector, despite an underweight position. To a large extent we would attribute this to the general sentiment towards the sector, particularly fears over growth in China and the Emerging Markets though we took the decision to sell China Shenhua Energy (China) as coal demand slowed and the advantage of its dedicated rail network appears to be under threat. The Materials sector benchmark returns were yet worse. However, there we were helped by a slight underweight and stock selection within that though copper giant Antofagasta (Chile) and diversified miner Rio Tinto (Australia) both detracted. The Portfolio also had one stock specific disappointment in the Energy sector, Kunlun Energy (China). The Chairman of the company became embroiled in a corruption investigation into the activities of parent PetroChina and we took the decision to sell. In addition to earlier sales of Brazilian national oil company Petrobras (Brazil) and Japanese oil company Inpex (Japan), this has taken us from a neutral to underweight position in the Energy sector. We have no significant directional view on the oil price but note that the rapid adoption of fracking technology has changed the supply and cost backdrop materially within the sector with consequent effects for individual companies’ competitive advantages within it. Other detractors within the Energy sector included Tullow Oil (U.K.) which had some drilling disappointments over the latter

MSF-1

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Managed by Baillie Gifford Overseas Limited

Portfolio Manager Commentary*—(Continued)

part of the year. However, we still consider that the quality of Tullow’s acreage and its long-term drilling record make it stand out from exploration & production peers. We are also heartened by the company’s efforts to draw back from the more ambitious production projects and seek partners in exploiting the many fields that it is bringing on stream.

Several of the Portfolio’s Emerging Markets holdings were particularly hard hit during the so called ‘taper tantrum’ when early indications of the Federal Reserve’s intentions to scale back quantitative easing were announced. The accompanying withdrawal of liquidity from Emerging Markets was primarily concentrated amongst those countries with large current account deficits including Turkey and India. For this reason, returns from holdings such as Turkish hard discount super market BIM (Turkey), Garanti Bank (Turkey) and infrastructure bank IDFC (India) were particularly negative. On an operational basis however, we remain satisfied that the long term factors underpinning our initial investment remain intact in each specific case.

By far the most significant positive contributors to performance over the year were internet related companies, particularly within the Emerging Markets. The Portfolio’s holdings in Naspers (South Africa—internet and media conglomerate), Baidu (China – search engine), Naver Corp (South Korea—search and messaging portal) and MercadoLibre (Argentinia—e-commerce platform) were all among the positive contributors over 2013. This contribution comes against a backdrop of strong returns across internet based companies. With valuations in the sector looking rather generous, we have cut back several of the holdings to re-invest elsewhere.

At a regional level, the Portfolio has maintained a sustained underweight to Japan for some time. As a growth manager, we have struggled to find attractive holdings within a domestic market experiencing deflation and deleveraging whilst the past strength of the Yen and competition from China have made life difficult for Japan’s large exporters. Thanks to the advent of ‘Abenomics’, Japan was one of the strongest markets during 2013, however our underweight position did not hurt performance thanks to stock selection, most notably holding the internet mall operator Rakuten (Japan) along with Fast Retailing (Japan), owner of the fast expanding Uniqlo brand.

After a sustained period of no exposure to the Telecom sector, the Portfolio purchased two holdings during the year, China Mobile (China), the dominant Chinese network and SK Telecom (South Korea). Our overweight exposure to the Industrials sector also increased over 2013; we took a holding in chemical distributor Brenntag (Germany) where we believe that there is scope for the industry to consolidate further, improving returns. We also took a position in aero and marine engine company, Rolls-Royce (U.K.). The market for jet engines is an attractive duopoly with long contracts and high value servicing.

Jonathan Bates

Angus Franklin

Portfolio Managers

Baillie Gifford Overseas Limited

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

A $10,000 INVESTMENT COMPARED TO THE MSCI ALL COUNTRY WORLD EX-U.S. INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year
Baillie Gifford International Stock Portfolio
Class A		15.54		7.70		3.80
Class B		15.14		7.41		3.53
Class E		15.30		7.54		3.64
MSCI All Country World ex-U.S. Index		15.29		12.81		7.57

¹ The MSCI All Country World ex-U.S. Index is an unmanaged free float-adjusted market capitalization index that is designed to measure equity market performance in the global developed and emerging markets, excluding the U.S. The Index returns shown above were calculated with net dividends: they reflect the reinvestment of dividends after the deduction of the maximum possible withholding taxes.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
Samsung Electronics Co., Ltd.		2.8
Nestle S.A.		2.7
Naspers, Ltd. - N Shares		2.7
Taiwan Semiconductor Manufacturing Co., Ltd.		2.4
Rio Tinto plc		2.4
Svenska Handelsbanken AB - A Shares		2.3
ARM Holdings plc		2.2
Kone Oyj - Class B		2.1
Atlas Copco AB - B Shares		2.0
British American Tobacco plc		1.8

Top Countries

	% of Market Value of Total Investments
United Kingdom		20.0
Japan		9.6
Germany		6.7
South Korea		5.3
Sweden		5.1
Ireland		4.7
Switzerland		4.1
Finland		3.6
Denmark		3.4
France		3.2

MSF-3

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

Baillie Gifford International Stock Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.76	%	$	1,000.00	$	1,167.20	$	4.15
	Hypothetical*		0.76	%	$	1,000.00	$	1,021.37	$	3.87
Class B(a)	Actual		1.03	%	$	1,000.00	$	1,165.00	$	5.62
	Hypothetical*		1.03	%	$	1,000.00	$	1,020.01	$	5.24
Class E(a)	Actual		0.91	%	$	1,000.00	$	1,166.70	$	4.97
	Hypothetical*		0.91	%	$	1,000.00	$	1,020.62	$	4.63

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 6 of the Notes to Financial Statements.

MSF-4

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—98.6% of Net Assets

Security Description	Shares		Value
Argentina—1.2%
MercadoLibre, Inc. (a)		241,338	$	26,013,823
Australia—3.0%
Brambles, Ltd.		2,699,158		22,060,730
Cochlear, Ltd. (a)		254,010		13,367,661
Treasury Wine Estates, Ltd.		2,934,567		12,633,590
Woolworths, Ltd.		545,520		16,492,664
				64,554,645
Brazil—1.4%
Embraer S.A. (ADR)		596,376		19,191,380
Itau Unibanco Holding S.A. (ADR)		745,490		10,116,299
				29,307,679
Canada—2.6%
Cenovus Energy, Inc.		318,499		9,114,963
Fairfax Financial Holdings, Ltd.		75,060		29,968,178
Ritchie Bros. Auctioneers, Inc. (a)		509,626		11,685,724
Westport Innovations, Inc. (b)		302,851		5,927,298
				56,696,163
China—2.7%
Baidu, Inc. (ADR) (b)		171,400		30,488,632
Sun Art Retail Group, Ltd. (a)		6,227,000		8,761,800
Want Want China Holdings, Ltd. (a)		12,275,626		17,787,129
				57,037,561
Denmark—3.4%
DSV A/S		864,812		28,420,720
Novo Nordisk A/S - Class B		122,992		22,658,983
Novozymes A/S - B Shares		517,776		21,904,107
				72,983,810
Finland—3.6%
Kone Oyj - Class B (a)		982,020		44,524,502
Sampo Oyj - A Shares		644,952		31,831,363
				76,355,865
France—3.2%
Edenred (a)		595,720		19,984,924
Essilor International S.A.		244,660		26,066,172
Lafarge S.A.		294,243		22,142,107
				68,193,203
Germany—6.7%
Brenntag AG		117,311		21,793,100
Continental AG		139,901		30,689,810
Deutsche Boerse AG		427,339		35,485,790
SAP AG		267,608		22,944,725
Sky Deutschland AG (b)		2,879,333		31,801,521
				142,714,946
Hong Kong—3.0%
China Mobile, Ltd.		1,750,000		18,182,656
Hang Seng Bank, Ltd.		1,066,800		17,346,223
Hong Kong Exchanges and Clearing, Ltd.		1,785,700		29,899,223
				65,428,102
India—0.5%
IDFC, Ltd.		5,752,537		10,280,440
Ireland—4.7%
CRH plc		774,129		19,551,952
Experian plc		1,520,300		28,058,975
James Hardie Industries plc		2,036,075		23,685,277
Ryanair Holdings plc (ADR) (b)		622,235		29,201,489
				100,497,693
Japan—9.5%
FANUC Corp.		125,500		23,013,762
Fast Retailing Co., Ltd.		71,400		29,552,213
Japan Exchange Group, Inc.		755,900		21,521,936
Rakuten, Inc. (a)		2,202,900		32,775,771
Shimano, Inc.		198,600		17,083,953
SMC Corp. (a)		114,500		28,922,473
Tokyo Electron, Ltd.		273,800		15,103,519
Toyota Tsusho Corp.		751,400		18,660,152
Trend Micro, Inc. (a)		490,400		17,186,746
				203,820,525
Netherlands—2.6%
Heineken Holding NV		419,645		26,612,800
Unilever NV		718,592		29,013,360
				55,626,160
Norway—1.4%
Aker Solutions ASA (a)		968,500		17,315,780
Seadrill, Ltd. (a)		318,477		13,053,800
				30,369,580
Peru—0.9%
Credicorp, Ltd.		140,726		18,678,562
Portugal—0.3%
Galp Energia SGPS S.A.		468,009		7,684,099
Russia—2.3%
Magnit OJSC (GDR)		475,817		31,564,509
Sberbank of Russia (ADR)		1,362,889		17,212,198
				48,776,707
Singapore—1.4%
United Overseas Bank, Ltd.		1,815,000		30,600,552
South Africa—3.2%
Massmart Holdings, Ltd. (a)		889,941		11,058,433
Naspers, Ltd. - N Shares		544,012		56,881,487
				67,939,920

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
South Korea—5.3%
Hyundai Mobis		51,216	$	14,259,427
NAVER Corp.		34,157		23,539,569
Samsung Electronics Co., Ltd.		45,482		59,444,759
SK Telecom Co., Ltd.		76,078		16,617,116
				113,860,871
Spain—1.7%
Inditex S.A.		220,380		36,466,278
Sweden—5.1%
Atlas Copco AB - B Shares		1,656,195		42,173,653
Svenska Handelsbanken AB - A Shares		985,384		48,675,239
Volvo AB - B Shares		1,382,666		18,225,764
				109,074,656
Switzerland—4.1%
Nestle S.A.		801,802		58,858,638
Wolseley plc		505,043		28,681,011
				87,539,649
Taiwan—3.1%
Hon Hai Precision Industry Co., Ltd.		5,456,410		14,686,533
Taiwan Semiconductor Manufacturing Co., Ltd.		14,711,000		51,834,760
				66,521,293
Turkey—1.2%
BIM Birlesik Magazalar A/S (a)		743,940		15,047,979
Turkiye Garanti Bankasi A/S		3,050,227		9,912,978
				24,960,957
United Kingdom—19.9%
Amlin plc		3,181,100		24,262,868
Antofagasta plc		978,543		13,426,456
ARM Holdings plc		2,611,400		47,491,170
BG Group plc		955,000		20,580,496
BHP Billiton plc		545,800		16,922,872
British American Tobacco plc		710,336		38,112,387
Burberry Group plc		518,692		13,031,517
Capita Group plc		1,714,300		29,489,498
Hargreaves Lansdown plc		1,016,100		22,848,344
Petrofac, Ltd. (a)		758,200		15,387,095
Premier Farnell plc		3,453,984		12,733,428
Prudential plc		1,638,669		36,675,093
Rio Tinto plc		904,600		51,046,142
Rolls-Royce Holdings plc (b)		1,139,027		24,124,081
St. James’s Place plc		1,468,302		17,703,409
Standard Chartered plc		772,280		17,400,873
Tullow Oil plc		1,800,125		25,562,024
				426,797,753
United States—0.6%
Pricesmart, Inc. (a)		120,985		13,978,607
Total Common Stocks (Cost $1,723,808,959)				2,112,760,099
Short-Term Investments—9.6%
Security Description	Shares/ Principal Amount*		Value
Mutual Fund—8.6%
State Street Navigator Securities Lending MET Portfolio (c)		182,998,393		182,998,393
Repurchase Agreement—1.0%
Fixed Income Clearing Corp. Repurchase Agreement dated 12/31/13 at 0.000% to be repurchased at $21,869,000 on 01/02/14, collateralized by $22,285,000 U.S. Treasury Notes at 0.250% due 02/28/14 with a value of $22,309,714.		21,869,000		21,869,000
Total Short-Term Investments (Cost $204,867,393)				204,867,393
Total Investments—108.2% (Cost $1,928,676,352) (d)				2,317,627,492
Other assets and liabilities (net)—(8.2)%				(175,301,876	)
Net Assets—100.0%			$	2,142,325,616

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $175,032,755 and the collateral received consisted of cash in the amount of $182,998,393 and non-cash collateral with a value of $28,694. The cash collateral is invested in a money market fund managed by an affiliate of the custodian. The non-cash collateral received consists primarily of government securities and bank letters of credit, and is held for the benefit of the Portfolio at the Portfolio’s custodian. The Portfolio cannot repledge or resell this collateral. As such, this collateral is excluded from the Statement of Assets and Liabilities.

(b) Non-income producing security.

(c) Represents investment of cash collateral received from securities lending transactions.

(d) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $1,934,449,613. The aggregate unrealized appreciation and depreciation of investments were $443,609,273 and $(60,431,394), respectively, resulting in net unrealized appreciation of $383,177,879 for federal income tax purposes.

(ADR)— An American Depositary Receipt is a certificate issued by a custodian bank representing the right to receive securities of the foreign issuer described. Trading on exchanges not located in the United States or Canada significantly influences the value of ADRs.

(GDR)— A Global Depositary Receipt is a negotiable certificate issued by one country’s bank against a certain number of shares of a company’s stock held in its custody but traded on the stock exchange of another country.

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Schedule of Investments as of December 31, 2013

Portfolio Composition as of December 31, 2013

Ten Largest Industries as of December 31, 2013 (Unaudited)	% of Net Assets
Semiconductors & Semiconductor Equipment		8.1
Commercial Banks		7.9
Machinery		7.6
Insurance		6.6
Food Products		4.9
Diversified Financial Services		4.6
Food & Staples Retailing		4.5
Media		4.2
Metals & Mining		3.8
Internet Software & Services		3.7

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2			Level 3		Total
Common Stocks
Argentina	$	26,013,823	$	—		$	—	$	26,013,823
Australia		—		64,554,645			—		64,554,645
Brazil		29,307,679		—			—		29,307,679
Canada		56,696,163		—			—		56,696,163
China		30,488,632		26,548,929			—		57,037,561
Denmark		—		72,983,810			—		72,983,810
Finland		—		76,355,865			—		76,355,865
France		—		68,193,203			—		68,193,203
Germany		—		142,714,946			—		142,714,946
Hong Kong		—		65,428,102			—		65,428,102
India		—		10,280,440			—		10,280,440
Ireland		29,201,489		71,296,204			—		100,497,693
Japan		—		203,820,525			—		203,820,525
Netherlands		—		55,626,160			—		55,626,160
Norway		—		30,369,580			—		30,369,580
Peru		18,678,562		—			—		18,678,562
Portugal		—		7,684,099			—		7,684,099
Russia		—		48,776,707			—		48,776,707
Singapore		—		30,600,552			—		30,600,552
South Africa		—		67,939,920			—		67,939,920
South Korea		—		113,860,871			—		113,860,871
Spain		—		36,466,278			—		36,466,278
Sweden		—		109,074,656			—		109,074,656
Switzerland		—		87,539,649			—		87,539,649
Taiwan		—		66,521,293			—		66,521,293
Turkey		—		24,960,957			—		24,960,957
United Kingdom		—		426,797,753			—		426,797,753
United States		13,978,607		—			—		13,978,607
Total Common Stocks		204,364,955		1,908,395,144			—		2,112,760,099
Short-Term Investments
Mutual Fund		182,998,393		—			—		182,998,393
Repurchase Agreement		—		21,869,000			—		21,869,000
Total Short-Term Investments		182,998,393		21,869,000			—		204,867,393
Total Investments	$	387,363,348	$	1,930,264,144		$	—	$	2,317,627,492
Collateral for securities loaned (Liability)	$	—	$	(182,998,393	)	$	—	$	(182,998,393	)

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	2,317,627,492
Cash		237
Cash denominated in foreign currencies (c)		7,956,888
Receivable for:
Fund shares sold		543,842
Dividends and interest		1,285,189
Prepaid expenses		2,057
Total Assets		2,327,415,705
Liabilities
Collateral for securities loaned		182,998,393
Payables for:
Fund shares redeemed		462,050
Accrued Expenses:
Management fees		1,172,508
Distribution and service fees		93,412
Deferred trustees’ fees		89,792
Other expenses		273,934
Total Liabilities		185,090,089
Net Assets	$	2,142,325,616
Net Assets Consist of:
Paid in surplus	$	2,155,359,734
Undistributed net investment income		28,339,756
Accumulated net realized loss		(430,437,772	)
Unrealized appreciation on investments and foreign currency transactions		389,063,898
Net Assets	$	2,142,325,616
Net Assets
Class A	$	1,680,704,474
Class B		434,816,761
Class E		26,804,381
Capital Shares Outstanding*
Class A		159,433,390
Class B		41,873,259
Class E		2,568,895
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	10.54
Class B		10.38
Class E		10.43

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $1,928,676,352.

(b) Includes securities loaned at value of $175,032,755.

(c) Identified cost of cash denominated in foreign currencies was $7,863,080.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	43,394,253
Interest		3,413
Securities lending income		3,065,128
Total investment income		46,462,794
Expenses
Management fees		15,031,762
Administration fees		26,198
Custodian and accounting fees		1,188,467
Distribution and service fees—Class B		807,280
Distribution and service fees—Class E		39,536
Audit and tax services		54,850
Legal		31,297
Trustees’ fees and expenses		36,812
Shareholder reporting		155,223
Insurance		13,334
Miscellaneous		32,112
Total expenses		17,416,871
Less management fee waiver		(1,948,646	)
Net expenses		15,468,225
Net Investment Income		30,994,569
Net Realized and Unrealized Gain
Net realized gain (loss) on:
Investments		22,284,529
Foreign currency transactions		(368,761	)
Net realized gain		21,915,768
Net change in unrealized appreciation on:
Investments		229,271,371
Foreign currency transactions		123,887
Net change in unrealized appreciation		229,395,258
Net realized and unrealized gain		251,311,026
Net Increase in Net Assets From Operations	$	282,305,595

(a) Net of foreign withholding taxes of $3,632,130.

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	30,994,569		$	22,849,411
Net realized gain (loss)		21,915,768			(26,381,556	)
Net change in unrealized appreciation		229,395,258			211,663,014
Increase in net assets from operations		282,305,595			208,130,869
From Distributions to Shareholders
Net investment income
Class A		(24,733,409	)		(9,552,157	)
Class B		(1,391,154	)		(1,051,687	)
Class E		(402,216	)		(327,600	)
Total distributions		(26,526,779	)		(10,931,444	)
Increase in net assets from capital share transactions		285,595,731			665,354,920
Total increase in net assets		541,374,547			862,554,345
Net Assets
Beginning of period		1,600,951,069			738,396,724
End of period	$	2,142,325,616		$	1,600,951,069
Undistributed net investment income
End of period	$	28,339,756		$	22,364,659

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		13,914,522		$	132,496,071			87,751,405		$	746,036,157
Reinvestments		2,723,944			24,733,409			1,118,520			9,552,157
Redemptions		(16,279,447	)		(156,565,254	)		(9,093,856	)		(80,195,992	)
Net increase		359,019		$	664,226			79,776,069		$	675,392,322
Class B
Sales		1,400,012		$	13,236,229			1,027,524		$	8,388,320
Shares issued through acquisition		36,865,244			343,584,075			0			0
Reinvestments		155,090			1,391,154			124,755			1,051,687
Redemptions		(7,239,361	)		(69,828,994	)		(2,006,400	)		(16,946,656	)
Net increase (decrease)		31,180,985		$	288,382,464			(854,121	)	$	(7,506,649	)
Class E
Sales		171,847		$	1,652,354			400,246		$	3,272,988
Reinvestments		44,691			402,216			38,723			327,600
Redemptions		(575,018	)		(5,505,529	)		(725,097	)		(6,131,341	)
Net decrease		(358,480	)	$	(3,450,959	)		(286,128	)	$	(2,530,753	)
Increase derived from capital shares transactions				$	285,595,731					$	665,354,920

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	9.28		$	7.87		$	9.98		$	9.45		$	7.80
Income (Loss) from Investment Operations
Net investment income (a)		0.16			0.16			0.10			0.10			0.14
Net realized and unrealized gain (loss) on investments		1.26			1.37			(2.04	)		0.57			1.57
Total from investment operations		1.42			1.53			(1.94	)		0.67			1.71
Less Distributions
Distributions from net investment income		(0.16	)		(0.12	)		(0.17	)		(0.14	)		(0.06	)
Total distributions		(0.16	)		(0.12	)		(0.17	)		(0.14	)		(0.06	)
Net Asset Value, End of Period	$	10.54		$	9.28		$	7.87		$	9.98		$	9.45
Total Return (%) (b)		15.54			19.52			(19.87	)		7.21			22.17
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.87			0.91			0.95			0.94			0.96
Net ratio of expenses to average net assets (%) (c)		0.77			0.81			0.90			0.91			0.93
Ratio of net investment income to average net assets (%)		1.70			1.83			1.06			1.10			1.74
Portfolio turnover rate (%)		19			62			96			140			147
Net assets, end of period (in millions)	$	1,680.7		$	1,476.3		$	623.9		$	1,183.7		$	975.1

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	9.15		$	7.75		$	9.84		$	9.33		$	7.69
Income (Loss) from Investment Operations
Net investment income (a)		0.13	(d)		0.14			0.08			0.07			0.12
Net realized and unrealized gain (loss) on investments		1.23			1.35			(2.03	)		0.56			1.55
Total from investment operations		1.36			1.49			(1.95	)		0.63			1.67
Less Distributions
Distributions from net investment income		(0.13	)		(0.09	)		(0.14	)		(0.12	)		(0.03	)
Total distributions		(0.13	)		(0.09	)		(0.14	)		(0.12	)		(0.03	)
Net Asset Value, End of Period	$	10.38		$	9.15		$	7.75		$	9.84		$	9.33
Total Return (%) (b)		15.14			19.37			(20.13	)		6.86			21.89
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		1.13			1.16			1.20			1.19			1.21
Net ratio of expenses to average net assets (%) (c)		1.03			1.06			1.15			1.16			1.18
Ratio of net investment income to average net assets (%)		1.34	(d)		1.68			0.87			0.86			1.47
Portfolio turnover rate (%)		19			62			96			140			147
Net assets, end of period (in millions)	$	434.8		$	97.8		$	89.5		$	112.5		$	106.4

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	9.19		$	7.79		$	9.88		$	9.36		$	7.72
Income (Loss) from Investment Operations
Net investment income (a)		0.15			0.15			0.09			0.09			0.13
Net realized and unrealized gain (loss) on investments		1.23			1.35			(2.03	)		0.56			1.55
Total from investment operations		1.38			1.50			(1.94	)		0.65			1.68
Less Distributions
Distributions from net investment income		(0.14	)		(0.10	)		(0.15	)		(0.13	)		(0.04	)
Total distributions		(0.14	)		(0.10	)		(0.15	)		(0.13	)		(0.04	)
Net Asset Value, End of Period	$	10.43		$	9.19		$	7.79		$	9.88		$	9.36
Total Return (%) (b)		15.30			19.39			(19.98	)		7.04			21.96
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		1.02			1.06			1.10			1.09			1.11
Net ratio of expenses to average net assets (%) (c)		0.92			0.96			1.05			1.06			1.08
Ratio of net investment income to average net assets (%)		1.56			1.79			0.97			0.99			1.59
Portfolio turnover rate (%)		19			62			96			140			147
Net assets, end of period (in millions)	$	26.8		$	26.9		$	25.0		$	36.5		$	40.8

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of the management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

(d) Net investment income per share and the ratio of net investment income to average net assets for Class B during 2013 were impacted by the timing of dividends received from the Portfolio’s investments and the assets received through a merger with the Met Investors Series Trust American Funds International Portfolio.

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is Baillie Gifford International Stock Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers three classes of shares: Class A, B, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-13

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-14

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFICs), and tax basis merger adjustments. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

At December 31, 2013, the Portfolio had investments in repurchase agreements with a gross value of $21,869,000, which is included as part of investments at value on the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at December 31, 2013.

MSF-15

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

3. Investments in Derivative Instruments

Forward Foreign Currency Exchange Contracts - The Portfolio may enter into forward foreign currency exchange contracts to obtain investment exposure, enhance return or hedge or protect its portfolio holdings against the risk of future movements in certain foreign currency exchange rates. When entering into these contracts, the Portfolio agrees to receive or deliver a fixed quantity of foreign currency for an agreed-upon price on an agreed-upon future date. These contracts are valued daily and the Portfolio’s net equity therein, representing unrealized gain or loss on the contracts as measured by the difference between the forward foreign exchange rates at the dates of entry into the contracts and the forward foreign exchange rates at the valuation date, is included in the Statement of Assets and Liabilities. When a contract is closed, the Portfolio recognizes a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

Realized and unrealized gains and losses on forward foreign currency exchange contracts are included in the Statement of Operations. These contracts involve market and/or credit risk in excess of the amount recognized in the Statement of Assets and Liabilities. The use of forward foreign currency exchange contracts does not eliminate fluctuations in the underlying prices of the securities of the Portfolio, but it does establish a rate of exchange that can be achieved in the future. Although forward foreign currency exchange contracts may limit the risk of loss due to a decline in the value of the currency holdings, they also limit any potential gain that might result should the value of the currency increase. In addition, the Portfolio could be exposed to losses if the counterparties to the contracts are unable to meet the terms of the contracts. The Portfolio’s maximum potential loss from such contracts is the aggregate face value in U.S. dollars at the time the contract was opened.

Transactions in derivative instruments during the year ended December 31, 2013 were as follows:

Statement of Operations Location—Net Realized Gain (Loss)	Foreign Exchange
Forward foreign currency transactions	$	(194,181	)

For the year ended December 31, 2013, the average amount or number per contract outstanding for each derivative type was as follows:

Derivative Description	Average Notional Par or Face Amount‡
Forward Foreign currency transactions	$	1,497,419

‡ Averages are based on activity levels during 2013.

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels.

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

MSF-16

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Foreign Investment Risk: The investments by the Portfolio in foreign securities may involve risks not present in domestic investments. Because securities may be denominated in foreign currencies, may require settlement in foreign currencies and may pay interest or dividends in foreign currencies, changes in the relationship of these foreign currencies to the U.S. dollar can significantly affect the value of the investments and earnings of the Portfolio. Foreign investments may also subject the Portfolio to foreign government exchange restrictions, expropriation, taxation or other political, social or economic developments, all of which could affect the market and/or credit risk of the investments. In addition to the risks described above, risks may arise from forward foreign currency contracts with respect to the potential inability of counterparties to meet the terms of their contracts.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	347,963,787	$	0	$	403,423,726

During the year ended December 31, 2013, the Portfolio engaged in security transactions with other affiliated portfolios. These amounted to $18,099,034 in sales of investments, which are included above.

With respect to the Portfolio’s merger with Met Investors Series Trust American Funds International Portfolio (see Note 9) on April 26, 2013, the Portfolio acquired long-term equity securities with a cost of $334,864,216 that are not included in the above non-U.S. Government purchases.

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$15,031,762		0.860	%	Of the first $500 million
		0.800	%	Of the next $500 million
		0.750	%	On amounts in excess of $1 billion

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. Baillie Gifford Overseas Limited is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period December 1, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum reduction	Average Daily Net Assets
0.080%	On amounts over $156.25 million and under $400 million
0.180%	Of the next $100 million
0.120%	Of the next to $400 million
0.150%	On amounts in excess of $900 million

MSF-17

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Prior to December 1, 2013, the Adviser had agreed, for the period April 29, 2013 to November 30, 2013, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum reduction	Average Daily Net Assets
0.080%	On amounts over $156.25 million and under $400 million
0.180%	Of the next $100 million
0.120%	Of the next $400 million
0.150%	Of the next $100 million
0.100%	On amounts in excess of $1 billion

An identical expense agreement was in place for the period April 30, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 are shown as management fee waivers in the Statement of Operations.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B and E Shares. Under the Distribution and Service Plan, the Class B and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

8. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$26,526,779	$	10,931,444	$	—	$	—	$	26,526,779	$	10,931,444

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards			Other Accumulated Capital Losses			Total
$28,429,548	$	—	$	383,290,637	$	(414,093,824	)	$	(10,570,687	)	$	(12,944,326	)

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained

MSF-18

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, the post-enactment accumulated short-term capital losses were $10,570,687. The pre-enactment accumulated capital loss carryforwards and expiration dates were as follows:

Expiring 12/31/2017	Expiring 12/31/2016		Total
$169,332,274	$	244,761,550	$	414,093,824

9. Acquisition

At the close of business on April 26, 2013, the Portfolio, with aggregate Class A, Class B, and Class E net assets of $1,514,112,574, $98,152,323, and $26,620,393 respectively, acquired all of the assets and liabilities of American Funds International Portfolio of the Met Investors Series Trust (“American Funds International”).

The acquisition was accomplished by a taxable exchange of 36,865,244 Class B shares of the Portfolio (valued at $343,584,075) for 41,617,864 Class C shares of American Funds International. Each shareholder of American Funds International received Class B shares of the Portfolio at the Class B’s NAV, as determined at the close of business on April 26, 2013. The transaction was part of a restructuring designed to eliminate the offering of overlapping Portfolios in the MetLife, Inc. families of funds with similar investment objectives and similar investment strategies that serve as funding vehicles for insurance contracts that are offered by affiliates of MetLife. Some of the investments held by the American Funds International Portfolio may have been purchased or sold prior to the acquisition for the purpose of complying with the anticipated investment policies or limitations of the Portfolio after the acquisition. If such purchases or sales occurred, the transaction costs were borne by the American Funds International Portfolio. All other costs associated with the merger were not borne by the shareholders of either Portfolio.

American Funds International’s net assets on April 26, 2013, were $343,584,075, all for Class C shares, with investments valued at $334,864,216. For financial reporting purposes, assets received, liabilities assumed, and shares issued by the Portfolio were recorded at fair value. The fair value of the investments received by the Portfolio became the new cost basis of the investments in the Portfolio.

The aggregate net assets of the Portfolio immediately after the acquisition were $1,982,469,365.

Assuming the acquisition had been completed on January 1, 2013, the Portfolio’s pro-forma results of operations for the year ended December 31, 2013 are as follows:

Net investment income	$	30,222,657	(a)
Net realized and unrealized gain on investments		258,968,602	(b)
Net increase in net assets from operations	$	289,191,259

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of American Funds International that have been included in the Portfolio’s Statement of Operations since April 26, 2013.

(a) $30,994,569 net investment income as reported minus $428,522 from American Funds International pre-merger net investment loss, minus $724,668 in higher net advisory fees, plus $334,481 in lower distribution and service fees, plus $46,797 of pro-forma eliminated other expenses.

(b) $389,063,898 unrealized appreciation as reported December 31, 2013 minus $184,533,324 pro-forma December 31, 2012 unrealized appreciation, plus $21,915,768 net realized gain as reported, plus $32,522,260 in net realized gain from American Funds International pre-merger.

MSF-19

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of Baillie Gifford International Stock Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Baillie Gifford International Stock Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”), as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Baillie Gifford International Stock Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 27, 2014

MSF-20

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

MSF-21

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-22

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the Baillie Gifford International Stock Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-23

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the Baillie Gifford International Stock Portfolio’s performance, the Board considered that the Portfolio underperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio underperformed its benchmark, the MSCI AC World Index ex USA for the one-, three- and five-year periods ended October 31, 2013. The Board also took into account management’s discussion of the Portfolio’s performance. The Board further noted that the Sub-Adviser assumed portfolio management responsibilities for the Portfolio effective February 1, 2012 and that performance prior to that date represents that of the previous sub-adviser.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as

MSF-24

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the Baillie Gifford International Stock Portfolio, the Board considered that the Portfolio’s actual management fee and total expenses (exclusive of 12b-1 fees) were below the Expense Group median, the Expense Universe median and Sub-advised Expense Universe median. The Board noted that the Portfolio’s contractual management fees were above the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also noted that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group and Sub-advised Expense Universe at the Portfolio’s current size. In addition, the Board noted that the Adviser had recently negotiated a reduction to the Portfolio’s sub-advisory fee schedule and that the Adviser agreed to waive a corresponding portion of its advisory fee in order for contractholders to benefit from the lower sub-advisory fee effective December 1, 2013. The Board further noted that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the Baillie Gifford International Stock Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-25

Metropolitan Series Fund

Baillie Gifford International Stock Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-26

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Managed by MetLife Investment Management, LLC

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, E, and G shares of the Barclays Aggregate Bond Index Portfolio returned -2.33%, -2.53%, -2.41%, and -2.57%, respectively. The Portfolio’s benchmark, the Barclays U.S. Aggregate Bond Index¹, returned -2.02%.

MARKET ENVIRONMENT / CONDITIONS

Growing confidence in the U.S. economy, reduced central bank stimulus and an increased investor risk appetite helped buoy the equity markets and pushed fixed income markets lower in 2013. The S&P 500 Index recorded a 32% gain in 2013, and most fixed income sectors reported negative annual total returns.

The Federal Open Market Committee (the “Committee”) met eight times during the one-year period and held the target range for the federal funds rate at 0 to 0.25%, a range set in December 2008. The Committee observed that labor market conditions improved and the unemployment rate declined. The Committee determined that there was sufficient economic and labor market stability to warrant a reduction in the pace of asset purchases. The Committee pledged that, beginning in January 2014, it would add to its holding of agency mortgage-backed securities (MBS) at a pace of $35 billion per month, down from $40 billion per month, and that it would add to its holdings of longer-term Treasury securities at a pace of $40 billion per month, down from $45 billion per month. The Committee also stated that it would maintain the program of reinvesting principal payments from its retained agency debt and agency MBS into agency MBS and would continue rolling over maturing Treasury securities at auction. The Committee indicated that it would likely further shrink the pace of asset purchases at future meetings.

At the end of the one year period, the yield curve steepened, and rates were significantly higher than the 2012 year-end levels. The 2-year Treasury closed at 0.38% (up from 0.25% on December 31, 2012), and the 30-year Treasury closed at 3.97% (up from 2.95% on December 31, 2012). Investment grade credit issuance surpassed the 2012 record for annual issuance (approximately $1.1 billion).

The price of crude oil fluctuated during the one-year period. Crude oil finished the year at approximately $98 per barrel, after posting a low of approximately $87 per barrel and a high of approximately $111 per barrel.

The Commercial Mortgage-Backed Securities (CMBS) sector was the strongest performing Index sector for the year on a total return basis and the only sector to post a positive annual total return. Total returns for the Index sectors were: 0.23% for CMBS; -0.27% for Asset-Backed Securities (ABS); -1.41% for MBS; -1.53% for Corporate; -2.71% for Government-Related; and -2.75% for Treasury.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The Portfolio is managed utilizing a Stratified Sampling approach where the objective is to track the performance of the Index by holding a subset of Index constituents and neutralizing exposures across key characteristics (i.e., duration, term structure, high sector, sub-sector, quality). Factors that impact tracking error include: sampling, transaction costs, and sales and redemptions of Portfolio shares.

Stacey Lituchy

Tresa Lau

Tomas Cambara

Portfolio Managers

MetLife Investment Management, LLC

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-1

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

A $10,000 INVESTMENT COMPARED TO THE BARCLAYS U.S. AGGREGATE BOND INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year		Since Inception2
Barclays Aggregate Bond Index Portfolio
Class A		-2.33		4.00		4.31		—
Class B		-2.53		3.75		4.05		—
Class E		-2.41		3.86		4.15		—
Class G		-2.57		—		—		3.85
Barclays U.S. Aggregate Bond Index		-2.02		4.44		4.55		—

¹ Barclays U.S. Aggregate Bond Index is a broad based benchmark that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, mortgage-backed securities, asset-backed securities, and commercial mortgage-backed securities.

² Inception dates of the Class A, Class B, Class E, and Class G shares are 11/9/98,1/2/01, 5/1/01, and 4/28/09, respectively.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Sectors

	% of Market Value of Total Long-Term Investments
U.S. Treasury & Government Agencies		71.1
Corporate Bonds & Notes		24.5
Foreign Government		1.7
Mortgage-Backed Securities		1.7
Municipals		0.7
Asset-Backed Securities		0.3

MSF-2

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

Barclays Aggregate Bond Index Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.27	%	$	1,000.00	$	1,003.70	$	1.36
	Hypothetical*		0.27	%	$	1,000.00	$	1,023.84	$	1.38
Class B(a)	Actual		0.52	%	$	1,000.00	$	1,001.90	$	2.62
	Hypothetical*		0.52	%	$	1,000.00	$	1,022.58	$	2.65
Class E(a)	Actual		0.42	%	$	1,000.00	$	1,002.80	$	2.12
	Hypothetical*		0.42	%	$	1,000.00	$	1,023.09	$	2.14
Class G(a)	Actual		0.57	%	$	1,000.00	$	1,001.90	$	2.88
	Hypothetical*		0.57	%	$	1,000.00	$	1,022.33	$	2.91

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 5 of the Notes to Financial Statements.

MSF-3

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—70.1% of Net Assets

Security Description	Principal Amount*		Value
Agency Sponsored Mortgage-Backed—29.4%
Fannie Mae 15 Yr. Pool
2.500%, 12/01/27		5,978,257	$	5,924,722
2.500%, 02/01/28		4,478,987		4,437,960
2.500%, 07/01/28		7,698,203		7,629,164
2.500%, 10/01/28		4,951,401		4,906,995
3.000%, 01/01/27		2,623,426		2,679,557
3.000%, 02/01/27		4,326,685		4,419,316
3.000%, 03/01/27		2,156,571		2,202,741
3.500%, 02/01/26		4,182,871		4,377,212
3.500%, 03/01/26		1,649,097		1,725,716
4.000%, 04/01/19		215,638		228,393
4.000%, 05/01/19		438,668		464,614
4.000%, 01/01/20		471,656		499,660
4.000%, 06/01/24		1,015,220		1,075,795
4.000%, 08/01/25		1,526,084		1,617,337
4.500%, 07/01/18		693,440		737,864
4.500%, 05/01/19		241,087		256,577
4.500%, 08/01/24		1,097,089		1,168,042
4.500%, 06/01/25		2,065,763		2,199,620
5.000%, 06/01/18		189,380		201,729
5.000%, 01/01/19		461,195		491,389
5.000%, 02/01/20		430,228		458,381
5.000%, 01/01/22		511,452		544,991
5.000%, 02/01/24		1,513,358		1,612,226
5.500%, 11/01/17		97,236		104,467
5.500%, 02/01/18		65,301		70,745
5.500%, 04/01/18		536,117		580,809
6.000%, 03/01/14		433		433
6.000%, 06/01/14		248		249
6.000%, 07/01/14		1,146		1,150
6.000%, 09/01/17		185,250		199,936
6.500%, 06/01/14		267		268
6.500%, 04/01/17		537,252		565,474
7.000%, 02/01/14		11		11
7.500%, 08/01/15		1,918		1,967
Fannie Mae 20 Yr. Pool
3.000%, 02/01/33		2,712,235		2,672,213
3.500%, 04/01/32		2,910,588		2,979,183
4.000%, 02/01/31		1,561,373		1,636,740
4.500%, 08/01/30		1,066,464		1,139,255
5.000%, 02/01/24		353,802		385,600
5.000%, 09/01/25		350,933		382,470
5.500%, 07/01/23		255,007		280,452
5.500%, 01/01/24		164,884		181,337
5.500%, 07/01/24		464,754		512,247
7.000%, 10/01/21		23,206		25,878
Fannie Mae 30 Yr. Pool
2.750%, 11/01/43		2,889,448		2,976,276
3.000%, 08/01/42		1,936,279		1,843,840
3.000%, 09/01/42		3,052,014		2,906,309
3.000%, 11/01/42		3,632,425		3,459,010
3.000%, 12/01/42		6,454,158		6,146,032
3.000%, 01/01/43		1,740,149		1,657,073
3.000%, 02/01/43		5,624,429		5,346,669
3.000%, 03/01/43		7,426,180		7,071,303
3.000%, 07/01/43		8,030,784		7,647,014
Agency Sponsored Mortgage-Backed—(Continued)
Fannie Mae 30 Yr. Pool
3.000%, 09/01/43		4,131,751		3,934,306
3.500%, 12/01/40		3,101,193		3,088,733
3.500%, 03/01/42		1,921,112		1,913,378
3.500%, 04/01/42		4,199,816		4,176,387
3.500%, 05/01/42		5,158,640		5,137,872
3.500%, 06/01/42		3,802,271		3,786,963
3.500%, 08/01/42		2,595,285		2,584,837
3.500%, 09/01/42		6,402,684		6,376,908
3.500%, 10/01/42		3,479,345		3,465,337
3.500%, 01/01/43		3,042,336		3,030,088
3.500%, 02/01/43		4,837,834		4,818,357
3.500%, 06/01/43		2,870,412		2,858,832
4.000%, 08/01/39		2,389,899		2,466,392
4.000%, 09/01/39		1,792,687		1,850,065
4.000%, 12/01/39		2,327,525		2,402,021
4.000%, 06/01/40		2,095,591		2,162,763
4.000%, 09/01/40		1,498,961		1,547,008
4.000%, 12/01/40		9,310,359		9,608,790
4.000%, 01/01/41		5,788,942		5,974,564
4.000%, 12/01/41		2,545,278		2,626,920
4.000%, 02/01/42		2,631,189		2,730,503
4.000%, 09/01/43		3,767,911		3,889,324
4.500%, 08/01/33		452,091		479,921
4.500%, 10/01/33		512,799		544,366
4.500%, 04/01/34		291,194		309,157
4.500%, 01/01/39		431,476		457,622
4.500%, 07/01/39		2,936,606		3,116,134
4.500%, 09/01/39		5,002,949		5,308,803
4.500%, 10/01/39		1,983,121		2,104,359
4.500%, 05/01/40		2,466,284		2,617,341
4.500%, 11/01/40		2,480,736		2,632,679
4.500%, 12/01/40		3,438,417		3,649,017
4.500%, 04/01/41		4,490,657		4,766,165
4.500%, 05/01/41		2,260,542		2,399,229
5.000%, 07/01/33		352,138		384,718
5.000%, 08/01/33		880,840		962,335
5.000%, 09/01/33		471,339		514,947
5.000%, 10/01/33		3,647,016		3,984,436
5.000%, 03/01/34		532,178		581,415
5.000%, 04/01/34		1,282,578		1,399,430
5.000%, 05/01/34		209,927		228,822
5.000%, 09/01/34		524,853		572,094
5.000%, 02/01/35		465,286		507,165
5.000%, 04/01/35		327,539		356,144
5.000%, 05/01/35		97,637		106,165
5.000%, 11/01/35		418,392		454,932
5.000%, 03/01/36		1,379,193		1,499,645
5.000%, 07/01/37		1,256,528		1,365,830
5.000%, 01/01/39		1,194,638		1,298,308
5.000%, 04/01/40		3,361,991		3,670,831
5.000%, 07/01/41		2,591,797		2,833,568
5.500%, 07/01/25		381,844		421,844
5.500%, 10/01/32		62,393		68,995
5.500%, 02/01/33		290,489		320,919
5.500%, 03/01/33		711,267		785,777

See accompanying notes to financial statements.

MSF-4

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—(Continued)

Security Description	Principal Amount*		Value
Agency Sponsored Mortgage-Backed—(Continued)
Fannie Mae 30 Yr. Pool
5.500%, 05/01/33		2,203,793	$	2,434,655
5.500%, 08/01/33		1,240,970		1,370,970
5.500%, 10/01/33		170,910		188,814
5.500%, 12/01/33		1,578,885		1,744,283
5.500%, 02/01/34		604,474		667,694
5.500%, 03/01/34		274,265		302,950
5.500%, 04/01/34		128,792		142,262
5.500%, 06/01/34		467,314		516,189
5.500%, 09/01/34		462,484		510,853
5.500%, 12/01/34		1,153,590		1,274,240
5.500%, 01/01/35		381,614		421,526
5.500%, 02/01/35		837,393		924,973
5.500%, 04/01/35		488,811		537,387
5.500%, 06/01/35		1,787,930		1,965,608
5.500%, 01/01/37		704,545		774,098
5.500%, 05/01/37		298,957		328,471
5.500%, 05/01/38		387,703		426,024
5.500%, 06/01/38		402,637		442,434
5.500%, 07/01/38		379,384		416,883
6.000%, 08/01/28		3,770		4,233
6.000%, 11/01/28		1,228		1,379
6.000%, 12/01/28		1,783		2,002
6.000%, 06/01/31		76,815		86,339
6.000%, 09/01/32		198,379		222,914
6.000%, 01/01/33		54,100		60,791
6.000%, 02/01/33		112,006		125,849
6.000%, 03/01/33		194,645		218,702
6.000%, 04/01/33		453,504		509,555
6.000%, 05/01/33		416,470		467,943
6.000%, 05/01/34		557,673		626,119
6.000%, 09/01/34		472,407		530,388
6.000%, 11/01/34		738,855		829,539
6.000%, 01/01/35		366,671		407,518
6.000%, 07/01/36		156,883		173,977
6.000%, 09/01/36		402,904		446,802
6.000%, 07/01/37		535,951		594,229
6.000%, 08/01/37		593,159		657,659
6.000%, 09/01/37		1,513,176		1,677,716
6.000%, 10/01/37		559,948		620,836
6.000%, 05/01/38		1,805,902		2,002,273
6.000%, 12/01/38		493,220		546,807
6.500%, 05/01/28		92,960		105,577
6.500%, 12/01/28		232,990		264,612
6.500%, 03/01/29		6,708		7,617
6.500%, 04/01/29		43,597		49,507
6.500%, 05/01/29		9,661		10,970
6.500%, 08/01/29		1,803		2,048
6.500%, 05/01/30		34,170		38,803
6.500%, 09/01/31		6,688		7,570
6.500%, 02/01/32		8,069		8,413
6.500%, 06/01/32		57,760		65,365
6.500%, 09/01/33		23,389		26,461
6.500%, 10/01/33		138,811		157,044
6.500%, 10/01/34		504,444		570,701
6.500%, 10/01/37		293,342		325,859
Agency Sponsored Mortgage-Backed—(Continued)
Fannie Mae 30 Yr. Pool
7.000%, 06/01/26		938		1,037
7.000%, 06/01/28		31,130		35,866
7.000%, 10/01/29		17,983		20,721
7.000%, 12/01/29		4,069		4,689
7.000%, 04/01/32		18,002		20,687
7.000%, 06/01/32		78,510		90,218
7.000%, 10/01/37		373,547		421,093
7.500%, 09/01/25		7,550		8,790
7.500%, 06/01/26		8,442		9,292
7.500%, 09/01/27		1,091		1,131
7.500%, 07/01/29		19,791		22,732
7.500%, 10/01/29		8,855		9,860
8.000%, 10/01/26		476		508
8.000%, 11/01/29		311		377
8.000%, 05/01/30		18,861		19,913
8.000%, 11/01/30		4,941		5,744
8.000%, 01/01/31		7,463		8,602
8.000%, 02/01/31		10,458		12,156
Fannie Mae ARM Pool
2.780%, 02/01/42 (a)		3,356,275		3,456,752
3.129%, 10/01/41 (a)		1,312,921		1,378,432
3.490%, 05/01/41 (a)		2,496,427		2,639,263
Freddie Mac 15 Yr. Gold Pool
2.500%, 12/01/27		2,648,546		2,626,892
2.500%, 02/01/28		4,573,125		4,538,709
2.500%, 04/01/28		3,500,937		3,472,266
3.000%, 03/01/27		2,491,130		2,538,614
3.000%, 05/01/27		3,140,983		3,200,951
3.000%, 11/01/28		3,840,927		3,914,484
3.500%, 12/01/25		3,061,128		3,193,320
3.500%, 05/01/26		1,234,217		1,287,591
4.000%, 06/01/19		409,103		431,596
4.000%, 05/01/25		1,909,435		2,016,874
4.000%, 08/01/25		1,041,941		1,100,569
4.000%, 10/01/25		891,330		941,483
4.500%, 09/01/18		402,691		427,199
4.500%, 10/01/18		842,098		893,349
4.500%, 04/01/19		613,575		651,031
4.500%, 06/01/19		338,919		359,607
4.500%, 08/01/19		137,142		145,514
5.000%, 05/01/18		979,401		1,041,985
5.000%, 12/01/18		166,745		177,399
5.000%, 06/01/19		480,754		512,819
5.500%, 11/01/17		87,710		94,431
5.500%, 01/01/24		966,511		1,056,954
6.000%, 04/01/16		5,033		5,380
6.000%, 05/01/17		97,116		104,803
7.000%, 12/01/15		1,459		1,463
7.500%, 03/01/16		7,487		7,806
Freddie Mac 20 Yr. Gold Pool
3.000%, 04/01/33		4,161,468		4,110,455
3.500%, 04/01/32		4,218,508		4,304,893
4.000%, 01/01/31		1,640,189		1,721,573
4.000%, 08/01/31		1,703,416		1,787,937
4.500%, 05/01/29		551,354		587,937
5.000%, 03/01/27		225,867		243,933

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—(Continued)

Security Description	Principal Amount*		Value
Agency Sponsored Mortgage-Backed—(Continued)
Freddie Mac 30 Yr. Gold Pool
2.500%, 07/01/43		3,385,227	$	3,059,924
3.000%, 10/01/42		3,530,461		3,352,013
3.000%, 01/01/43		3,224,327		3,061,354
3.000%, 03/01/43		7,349,486		6,975,355
3.000%, 04/01/43		6,076,082		5,768,750
3.000%, 06/01/43		2,079,939		1,974,734
3.500%, 01/01/42		2,241,828		2,226,912
3.500%, 03/01/42		1,967,792		1,954,699
3.500%, 08/01/42		6,567,076		6,526,348
3.500%, 02/01/43		2,706,877		2,688,867
3.500%, 05/01/43		4,865,727		4,835,497
3.500%, 06/01/43		2,828,842		2,811,267
4.000%, 06/01/39		2,016,936		2,075,532
4.000%, 12/01/39		2,575,080		2,649,891
4.000%, 11/01/40		2,321,099		2,388,698
4.000%, 04/01/41		2,171,830		2,235,114
4.000%, 09/01/41		2,345,221		2,413,557
4.000%, 11/01/41		2,378,961		2,448,279
4.000%, 10/01/43		4,790,497		4,932,194
4.500%, 10/01/35		1,055,937		1,118,376
4.500%, 06/01/38		1,582,667		1,676,251
4.500%, 02/01/39		1,018,382		1,078,943
4.500%, 03/01/39		1,127,320		1,194,359
4.500%, 04/01/39		1,270,788		1,346,359
4.500%, 09/01/39		1,409,153		1,492,953
4.500%, 11/01/39		1,452,706		1,539,095
4.500%, 01/01/40		932,355		988,469
4.500%, 05/01/40		1,676,126		1,777,003
4.500%, 11/01/40		1,839,806		1,950,535
4.500%, 02/01/41		1,324,641		1,404,475
4.500%, 05/01/41		1,391,534		1,475,400
4.500%, 06/01/41		1,062,579		1,126,619
4.500%, 12/01/43		2,778,345		2,945,352
5.000%, 10/01/33		932,689		1,012,190
5.000%, 03/01/34		262,309		284,344
5.000%, 08/01/35		1,316,934		1,423,913
5.000%, 09/01/35		573,744		620,351
5.000%, 10/01/35		488,906		528,621
5.000%, 01/01/36		1,110,472		1,200,679
5.000%, 04/01/38		707,405		764,576
5.000%, 11/01/39		2,876,032		3,111,590
5.000%, 05/01/40		3,762,400		4,084,731
5.500%, 06/01/34		1,002,838		1,103,963
5.500%, 10/01/35		587,094		642,905
5.500%, 12/01/35		1,307,998		1,432,339
5.500%, 01/01/36		1,072,601		1,172,915
5.500%, 12/01/37		900,528		983,723
5.500%, 04/01/38		4,620,072		5,047,922
5.500%, 07/01/38		594,869		649,958
5.500%, 08/01/38		1,067,277		1,166,114
6.000%, 11/01/28		17,209		19,385
6.000%, 12/01/28		12,709		14,315
6.000%, 02/01/29		26,383		29,727
6.000%, 04/01/29		9,219		10,387
6.000%, 05/01/29		2,179		2,455
Agency Sponsored Mortgage-Backed—(Continued)
Freddie Mac 30 Yr. Gold Pool
6.000%, 06/01/31		3,613		4,054
6.000%, 07/01/31		1,484		1,665
6.000%, 09/01/31		72,717		81,591
6.000%, 04/01/32		224,322		251,654
6.000%, 11/01/32		49,670		55,722
6.000%, 06/01/34		304,383		341,294
6.000%, 11/01/35		153,610		172,092
6.000%, 02/01/36		332,344		367,326
6.000%, 08/01/36		334,419		369,620
6.000%, 10/01/36		446,741		493,764
6.000%, 11/01/36		260,241		287,634
6.000%, 01/01/37		315,912		349,164
6.000%, 02/01/38		434,117		479,871
6.000%, 11/01/39		3,953,028		4,368,773
6.000%, 04/01/40		981,857		1,085,340
6.500%, 02/01/30		10,044		11,408
6.500%, 08/01/31		17,341		19,607
6.500%, 10/01/31		7,889		8,791
6.500%, 11/01/31		37,480		42,379
6.500%, 03/01/32		562,236		635,637
6.500%, 04/01/32		507,531		573,791
6.500%, 09/01/36		909,722		1,014,649
6.500%, 11/01/37		663,342		739,665
7.000%, 12/01/27		2,351		2,661
7.000%, 11/01/28		6,450		7,316
7.000%, 04/01/29		6,973		7,889
7.000%, 05/01/29		1,617		1,829
7.000%, 06/01/29		6,603		7,470
7.000%, 07/01/29		3,170		3,587
7.000%, 01/01/31		110,661		125,233
7.500%, 08/01/24		26,684		27,823
7.500%, 10/01/27		15,191		17,331
7.500%, 10/01/29		24,363		28,937
7.500%, 05/01/30		15,106		17,204
8.000%, 02/01/27		5,795		6,911
8.000%, 10/01/28		10,617		12,458
Ginnie Mae I 15 Yr. Pool
3.000%, 08/15/28		4,685,812		4,809,677
5.000%, 10/15/20		527,707		564,894
5.000%, 01/15/21		340,129		364,671
Ginnie Mae I 30 Yr. Pool
3.000%, 11/15/42		4,421,086		4,280,476
3.000%, 12/15/42		3,126,678		3,027,236
3.000%, 02/15/43		2,718,247		2,630,290
3.000%, 03/15/43		3,657,508		3,540,372
3.000%, 05/15/43		4,730,578		4,579,075
3.000%, 07/15/43		3,052,097		2,954,350
3.500%, 01/15/42		4,575,167		4,623,148
3.500%, 02/15/42		2,277,557		2,301,442
3.500%, 03/15/42		3,358,872		3,391,119
3.500%, 05/15/42		2,920,036		2,950,658
3.500%, 09/15/42		2,650,640		2,678,437
3.500%, 05/15/43		2,929,268		2,960,100
4.000%, 07/15/39		4,037,283		4,208,475
4.000%, 07/15/40		2,631,644		2,740,998

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—(Continued)

Security Description	Principal Amount*		Value
Agency Sponsored Mortgage-Backed—(Continued)
Ginnie Mae I 30 Yr. Pool
4.000%, 03/15/41		2,056,499	$	2,141,710
4.000%, 10/15/41		4,157,344		4,329,603
4.500%, 01/15/39		750,507		802,248
4.500%, 04/15/39		1,816,931		1,942,193
4.500%, 05/15/39		4,377,190		4,678,959
4.500%, 08/15/39		1,860,334		1,988,588
4.500%, 01/15/40		2,117,826		2,266,080
4.500%, 04/15/40		2,266,378		2,425,031
4.500%, 02/15/41		1,532,170		1,637,256
4.500%, 04/15/41		1,518,469		1,622,616
5.000%, 12/15/35		673,849		738,440
5.000%, 12/15/36		568,627		620,826
5.000%, 01/15/39		2,436,602		2,659,149
5.000%, 02/15/39		578,635		633,389
5.000%, 08/15/39		3,710,729		4,061,862
5.000%, 09/15/39		783,917		858,097
5.000%, 12/15/39		1,350,070		1,477,823
5.000%, 05/15/40		2,740,861		3,011,754
5.500%, 03/15/36		766,829		848,055
5.500%, 01/15/37		1,230,855		1,360,646
5.500%, 11/15/37		869,729		961,440
5.500%, 09/15/38		646,334		714,209
5.500%, 08/15/39		2,344,439		2,599,331
6.000%, 01/15/29		8,617		9,859
6.000%, 01/15/33		359,790		409,170
6.000%, 03/15/35		418,027		469,810
6.000%, 12/15/35		266,519		299,534
6.000%, 06/15/36		399,105		448,075
6.000%, 09/15/36		527,916		592,690
6.000%, 07/15/38		2,014,862		2,261,767
6.500%, 05/15/23		3,316		3,849
6.500%, 02/15/27		48,059		54,721
6.500%, 07/15/28		15,200		17,526
6.500%, 08/15/28		19,506		22,491
6.500%, 11/15/28		13,257		15,285
6.500%, 12/15/28		11,765		13,565
6.500%, 07/15/29		2,389		2,751
6.500%, 05/15/36		316,110		357,860
7.000%, 01/15/28		2,732		3,181
7.000%, 04/15/28		3,467		4,037
7.000%, 05/15/28		19,337		22,517
7.000%, 06/15/28		11,600		13,509
7.000%, 10/15/28		10,510		12,238
7.000%, 06/15/29		2,211		2,574
7.000%, 09/15/29		21,969		25,582
7.000%, 01/15/31		1,444		1,679
7.000%, 03/15/31		29,809		34,662
7.000%, 07/15/31		663,894		771,989
7.000%, 08/15/31		98,709		114,781
7.000%, 02/15/32		32,813		37,857
7.000%, 07/15/32		42,927		49,525
7.500%, 08/15/29		475		477
7.500%, 04/15/30		8,993		9,242
8.000%, 08/15/26		4,091		4,702
8.000%, 09/15/26		5,101		5,834
Agency Sponsored Mortgage-Backed—(Continued)
Ginnie Mae I 30 Yr. Pool
8.000%, 05/15/27		1,528		1,574
8.000%, 06/15/29		24,633		26,778
9.000%, 11/15/24		15,021		16,357
Ginnie Mae II 30 Yr. Pool
3.000%, 12/20/42		4,052,698		3,927,513
3.000%, 03/20/43		4,977,965		4,823,243
3.500%, 12/20/41		2,944,607		2,975,269
3.500%, 08/20/42		2,774,167		2,806,715
3.500%, 01/20/43		8,194,132		8,285,938
3.500%, 04/20/43		2,885,009		2,918,992
4.000%, 11/20/40		3,112,162		3,246,498
4.000%, 12/20/40		2,799,464		2,920,302
4.000%, 11/20/43		2,844,397		2,964,394
4.500%, 08/20/40		3,073,480		3,294,796
4.500%, 12/20/40		1,733,407		1,858,227
4.500%, 04/20/41		1,737,834		1,859,599
4.500%, 03/20/42		1,296,766		1,387,627
4.500%, 10/20/43		2,782,524		2,979,806
5.000%, 08/20/40		1,363,272		1,497,905
5.000%, 10/20/40		1,308,178		1,437,371
6.500%, 06/20/31		40,847		46,813
6.500%, 11/20/38		1,184,624		1,340,830
7.500%, 02/20/28		4,685		5,547
				591,802,556
Federal Agencies—4.9%
Federal Farm Credit Bank
4.875%, 12/16/15		4,500,000		4,891,794
Federal Home Loan Banks
0.375%, 06/24/16 (b)		10,040,000		9,996,769
4.875%, 05/17/17 (b)		4,420,000		4,984,138
5.375%, 05/18/16		2,900,000		3,229,777
Federal Home Loan Mortgage Corp.
0.875%, 03/07/18 (b)		17,000,000		16,573,456
1.250%, 10/02/19 (b)		3,000,000		2,847,089
4.750%, 01/19/16 (b)		2,850,000		3,102,471
5.125%, 11/17/17 (b)		3,530,000		4,037,423
5.625%, 11/23/35		1,040,000		1,093,238
Federal National Mortgage Association
0.500%, 03/30/16 (b)		9,450,000		9,451,194
0.550%, 02/27/15		4,990,000		4,992,155
0.875%, 05/21/18 (b)		10,160,000		9,850,796
5.375%, 07/15/16 (b)		5,870,000		6,568,678
5.375%, 06/12/17		8,300,000		9,488,990
6.625%, 11/15/30 (b)		2,450,000		3,199,014
Tennessee Valley Authority
5.250%, 09/15/39		3,350,000		3,563,578
				97,870,560
U.S. Treasury—35.8%
U.S. Treasury Bonds
2.750%, 08/15/42		2,020,000		1,600,729
2.875%, 05/15/43 (b)		4,760,000		3,857,504
3.125%, 02/15/42		1,800,000		1,551,816

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—(Continued)

Security Description	Principal Amount*		Value
U.S. Treasury—(Continued)
U.S. Treasury Bonds
3.125%, 02/15/43		3,270,000	$	2,799,578
3.500%, 02/15/39		2,080,000		1,958,861
3.750%, 08/15/41 (b)		1,830,000		1,783,994
3.875%, 08/15/40		10,380,000		10,382,595
4.250%, 11/15/40 (b)		7,280,000		7,746,575
4.375%, 11/15/39		3,900,000		4,238,013
4.375%, 05/15/40		5,220,000		5,670,956
4.375%, 05/15/41 (b)		5,850,000		6,347,075
4.500%, 02/15/36 (b)		5,675,000		6,315,197
4.500%, 05/15/38		4,950,000		5,488,808
5.000%, 05/15/37 (b)		2,760,000		3,284,345
5.250%, 02/15/29 (b)		750,000		902,625
5.375%, 02/15/31		3,075,000		3,768,289
6.125%, 11/15/27 (b)		5,750,000		7,480,463
6.250%, 08/15/23 (b)		7,700,000		9,890,266
6.375%, 08/15/27		2,800,000		3,717,252
6.500%, 11/15/26		1,000,000		1,335,630
7.125%, 02/15/23 (b)		6,100,000		8,224,996
7.250%, 08/15/22 (b)		6,120,000		8,267,692
7.875%, 02/15/21 (b)		4,450,000		6,053,424
8.000%, 11/15/21		2,920,000		4,055,588
8.125%, 08/15/19		2,645,000		3,523,642
8.125%, 08/15/21 (b)		1,250,000		1,738,662
8.500%, 02/15/20		6,700,000		9,183,958
8.750%, 08/15/20 (b)		1,000,000		1,403,200
8.875%, 02/15/19 (b)		10,215,000		13,806,492
9.125%, 05/15/18		1,600,000		2,122,128
9.250%, 02/15/16		1,375,000		1,630,681
U.S. Treasury Notes
0.250%, 12/15/14 (b)		7,000,000		7,005,740
0.375%, 11/15/14		7,980,000		7,995,003
0.375%, 03/15/15		8,020,000		8,036,201
0.625%, 05/31/17		5,000,000		4,935,150
0.625%, 08/31/17		21,700,000		21,293,342
0.625%, 04/30/18 (b)		5,000,000		4,822,050
0.875%, 11/30/16 (b)		23,800,000		23,877,827
1.000%, 08/31/16		11,820,000		11,930,753
1.000%, 09/30/16		13,850,000		13,970,079
1.000%, 10/31/16		7,010,000		7,063,416
1.000%, 03/31/17		7,850,000		7,867,741
1.250%, 08/31/15 (b)		5,850,000		5,943,541
1.250%, 09/30/15		7,750,000		7,872,295
1.375%, 11/30/15		19,400,000		19,776,748
1.375%, 09/30/18 (b)		12,890,000		12,731,066
1.625%, 11/15/22 (b)		5,000,000		4,512,450
1.750%, 07/31/15		6,700,000		6,856,579
1.750%, 05/15/22 (b)		4,900,000		4,530,050
1.750%, 05/15/23 (b)		6,420,000		5,785,897
1.875%, 06/30/15		6,700,000		6,863,212
1.875%, 09/30/17		15,900,000		16,307,357
2.000%, 11/15/21		10,950,000		10,449,476
2.000%, 02/15/22 (b)		3,800,000		3,605,212
2.000%, 02/15/23		6,900,000		6,399,681
2.125%, 05/31/15		12,000,000		12,320,280
2.125%, 02/29/16		4,790,000		4,964,931
U.S. Treasury—(Continued)
U.S. Treasury Notes
2.125%, 08/15/21		8,710,000		8,436,854
2.375%, 02/28/15		15,000,000		15,376,800
2.375%, 03/31/16 (b)		20,560,000		21,447,368
2.375%, 05/31/18 (b)		31,000,000		32,182,031
2.500%, 04/30/15 (b)		5,980,000		6,160,776
2.500%, 08/15/23		14,400,000		13,826,880
2.625%, 02/29/16		2,510,000		2,629,526
2.625%, 04/30/16		17,800,000		18,672,200
2.625%, 08/15/20 (b)		6,000,000		6,123,240
2.750%, 05/31/17 (b)		9,840,000		10,417,805
3.000%, 08/31/16		8,350,000		8,869,620
3.000%, 09/30/16 (b)		18,100,000		19,238,852
3.000%, 02/28/17		14,980,000		15,961,340
3.125%, 05/15/19		3,000,000		3,197,190
3.250%, 05/31/16		8,230,000		8,764,456
3.375%, 11/15/19 (b)		4,350,000		4,679,338
3.500%, 02/15/18		4,000,000		4,343,040
3.500%, 05/15/20		7,790,000		8,404,398
3.625%, 02/15/20 (b)		17,190,000		18,712,346
3.750%, 11/15/18		4,550,000		4,994,216
3.875%, 05/15/18		4,700,000		5,180,857
4.000%, 02/15/15		27,230,000		28,389,180
4.000%, 08/15/18		9,620,000		10,671,466
4.250%, 08/15/15		2,300,000		2,447,384
4.250%, 11/15/17 (b)		4,700,000		5,233,638
4.500%, 11/15/15 (b)		8,950,000		9,643,267
4.500%, 02/15/16		4,520,000		4,911,070
4.625%, 02/15/17		8,475,000		9,451,319
4.875%, 08/15/16 (b)		8,330,000		9,253,631
5.125%, 05/15/16		4,830,000		5,351,881
				720,819,080
Total U.S. Treasury & Government Agencies (Cost $1,385,377,051)				1,410,492,196
Corporate Bonds & Notes—24.1%
Aerospace/Defense—0.4%
Boeing Co. (The) 7.250%, 06/15/25 (b)		460,000		577,120
Lockheed Martin Corp. 6.150%, 09/01/36 (b)		1,700,000		1,926,735
Northrop Grumman Systems Corp. 7.750%, 02/15/31		515,000		657,453
Raytheon Co. 3.125%, 10/15/20		1,000,000		1,001,664
United Technologies Corp.
4.500%, 06/01/42		2,645,000		2,564,115
4.875%, 05/01/15		900,000		951,436
7.500%, 09/15/29		200,000		267,144
				7,945,667

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Agriculture—0.2%
Altria Group, Inc.
9.700%, 11/10/18		750,000	$	985,985
Archer-Daniels-Midland Co. 4.479%, 03/01/21		2,000,000		2,115,646
Philip Morris International, Inc.
4.500%, 03/26/20		925,000		1,000,217
6.875%, 03/17/14 (b)		755,000		765,054
				4,866,902
Auto Manufacturers—0.2%
Daimler Finance North America LLC 8.500%, 01/18/31		1,050,000		1,530,838
Ford Motor Co. 7.450%, 07/16/31		2,200,000		2,714,038
				4,244,876
Banks—5.2%
American Express Centurion Bank 0.875%, 11/13/15		3,000,000		3,002,167
Bank of America Corp.
4.100%, 07/24/23		2,905,000		2,905,582
5.750%, 08/15/16		2,850,000		3,139,661
5.875%, 02/07/42 (b)		3,000,000		3,395,842
6.500%, 08/01/16		1,750,000		1,974,894
Bank of New York Mellon Corp. (The) 5.450%, 05/15/19 (b)		2,000,000		2,285,336
Barclays Bank plc 5.000%, 09/22/16 (b)		1,750,000		1,926,948
BB&T Corp. 3.200%, 03/15/16		1,865,000		1,955,701
BNP Paribas S.A. 5.000%, 01/15/21 (b)		3,225,000		3,533,478
Capital One Financial Corp. 6.750%, 09/15/17 (b)		1,200,000		1,398,455
Citigroup, Inc.
5.375%, 08/09/20		2,200,000		2,488,792
5.850%, 08/02/16 (b)		500,000		554,750
6.125%, 11/21/17		1,700,000		1,958,478
6.125%, 05/15/18 (b)		1,900,000		2,201,649
Credit Suisse 4.375%, 08/05/20 (b)		2,611,000		2,806,952
Deutsche Bank AG 6.000%, 09/01/17		1,500,000		1,714,625
Fifth Third Bancorp 8.250%, 03/01/38		1,175,000		1,556,692
Goldman Sachs Group, Inc. (The)
3.625%, 02/07/16		2,825,000		2,962,669
6.000%, 06/15/20		2,000,000		2,291,967
6.125%, 02/15/33 (b)		2,075,000		2,333,835
6.250%, 09/01/17		760,000		869,630
6.450%, 05/01/36		2,000,000		2,110,801
HSBC Holdings plc
5.100%, 04/05/21		2,556,000		2,849,530
6.500%, 09/15/37		905,000		1,064,738
Banks—(Continued)
JPMorgan Chase & Co.
3.250%, 09/23/22		2,850,000		2,722,689
4.950%, 03/25/20		2,650,000		2,932,602
6.300%, 04/23/19		1,900,000		2,237,501
JPMorgan Chase Bank N.A. 6.000%, 10/01/17		2,700,000		3,089,513
KFW
1.000%, 06/11/18 (b)		3,536,000		3,445,062
1.250%, 02/15/17 (b)		3,000,000		3,030,432
2.375%, 08/25/21 (b)		1,945,000		1,881,110
2.625%, 02/16/16		2,791,000		2,910,089
2.750%, 09/08/20 (b)		2,300,000		2,322,145
4.875%, 01/17/17 (b)		2,900,000		3,242,638
Lloyds TSB Bank plc
6.375%, 01/21/21 (b)		1,500,000		1,766,780
Morgan Stanley
5.625%, 09/23/19		1,900,000		2,151,219
7.250%, 04/01/32		1,850,000		2,306,980
7.300%, 05/13/19		2,460,000		2,989,101
PNC Bank N.A.
4.875%, 09/21/17		1,000,000		1,097,409
5.250%, 01/15/17 (b)		1,600,000		1,760,636
State Street Bank and Trust Co.
5.300%, 01/15/16		300,000		324,283
SunTrust Banks, Inc.
3.600%, 04/15/16		1,450,000		1,527,791
Wachovia Corp.
5.750%, 06/15/17		700,000		798,856
Wells Fargo & Co.
3.676%, 06/15/16		2,775,000		2,953,592
5.000%, 11/15/14		2,000,000		2,075,514
Wells Fargo Bank N.A.
5.950%, 08/26/36		1,900,000		2,172,206
Westpac Banking Corp.
3.000%, 12/09/15		2,000,000		2,087,011
				105,108,331
Beverages—0.4%
Anheuser-Busch Cos. LLC
5.000%, 01/15/15		1,950,000		2,039,434
6.450%, 09/01/37		880,000		1,063,350
Coca-Cola Co. (The)
3.150%, 11/15/20		280,000		282,982
3.200%, 11/01/23 (b)		3,000,000		2,899,540
Diageo Finance B.V.
5.300%, 10/28/15		870,000		941,842
Pepsi Bottling Group, Inc. (The)
7.000%, 03/01/29		300,000		376,243
PepsiCo, Inc.
5.000%, 06/01/18		1,000,000		1,126,752
				8,730,143

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Biotechnology—0.1%
Amgen, Inc.
5.700%, 02/01/19		850,000	$	980,483
6.150%, 06/01/18		1,650,000		1,925,294
				2,905,777
Building Materials—0.1%
CRH America, Inc.
6.000%, 09/30/16		900,000		1,008,172
Chemicals—0.4%
Dow Chemical Co. (The)
4.250%, 11/15/20		2,750,000		2,916,819
9.400%, 05/15/39		650,000		976,894
E. I. du Pont de Nemours & Co.
5.600%, 12/15/36		1,000,000		1,089,156
6.000%, 07/15/18 (b)		1,000,000		1,163,860
Potash Corp. of Saskatchewan, Inc.
4.875%, 03/30/20		970,000		1,055,156
Praxair, Inc.
4.375%, 03/31/14		810,000		817,797
				8,019,682
Computers—0.4%
Apple, Inc.
2.400%, 05/03/23		2,072,000		1,856,746
Hewlett-Packard Co.
5.500%, 03/01/18 (b)		1,950,000		2,181,057
International Business Machines Corp.
4.000%, 06/20/42 (b)		3,200,000		2,829,380
8.375%, 11/01/19		425,000		558,704
				7,425,887
Cosmetics/Personal Care—0.2%
Procter & Gamble Co. (The)
2.300%, 02/06/22 (b)		3,600,000		3,368,681
6.450%, 01/15/26		200,000		247,380
				3,616,061
Diversified Financial Services—1.1%
Associates Corp. of North America
6.950%, 11/01/18		1,700,000		2,026,289
Bear Stearns Cos. LLC (The)
5.700%, 11/15/14		900,000		940,069
BlackRock, Inc.
3.500%, 12/10/14		1,500,000		1,542,423
General Electric Capital Corp.
5.300%, 02/11/21 (b)		1,915,000		2,142,135
5.400%, 02/15/17		2,000,000		2,235,864
5.875%, 01/14/38		2,050,000		2,331,770
6.750%, 03/15/32		1,250,000		1,544,297
7.500%, 08/21/35		100,000		128,181
HSBC Finance Corp.
5.000%, 06/30/15		1,800,000		1,900,204
5.500%, 01/19/16		900,000		974,961
Diversified Financial Services—(Continued)
Merrill Lynch & Co., Inc.
6.500%, 07/15/18 (b)		200,000		231,909
Nomura Holdings, Inc.
6.700%, 03/04/20		1,325,000		1,502,882
Toyota Motor Credit Corp.
0.875%, 07/17/15		3,950,000		3,973,622
				21,474,606
Electric—1.7%
Consolidated Edison Co. of New York, Inc.
5.850%, 04/01/18 (b)		855,000		986,649
Dominion Resources, Inc.
5.150%, 07/15/15		1,600,000		1,702,773
Duke Energy Carolinas LLC
5.300%, 02/15/40		2,000,000		2,171,163
Exelon Corp.
4.900%, 06/15/15		1,060,000		1,115,062
5.625%, 06/15/35		1,500,000		1,486,898
Florida Power & Light Co.
5.950%, 02/01/38		1,700,000		1,965,019
Georgia Power Co.
5.700%, 06/01/17 (b)		1,400,000		1,572,310
Hydro-Quebec
7.500%, 04/01/16		1,350,000		1,543,557
8.400%, 01/15/22		1,000,000		1,307,377
Northern States Power Co.
6.250%, 06/01/36 (b)		2,200,000		2,636,414
Ohio Power Co.
5.375%, 10/01/21 (b)		1,640,000		1,834,406
Oncor Electric Delivery Co. LLC
7.000%, 05/01/32		950,000		1,157,360
Pacific Gas & Electric Co.
5.400%, 01/15/40		3,320,000		3,539,384
PacifiCorp
2.950%, 02/01/22		2,800,000		2,700,552
PPL Energy Supply LLC
4.600%, 12/15/21 (b)		3,019,000		2,910,295
Progress Energy, Inc.
5.625%, 01/15/16		1,900,000		2,064,175
PSEG Power LLC
8.625%, 04/15/31		1,000,000		1,346,232
Southern California Edison Co.
5.000%, 01/15/16		1,500,000		1,619,659
				33,659,285
Electronics—0.2%
Honeywell International, Inc.
5.000%, 02/15/19 (b)		2,000,000		2,250,441
Koninklijke Philips NV
5.750%, 03/11/18		900,000		1,029,735
				3,280,176
Environmental Control—0.1%
Waste Management, Inc.
7.000%, 07/15/28		1,265,000		1,523,126

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Food—0.6%
ConAgra Foods, Inc.
5.819%, 06/15/17		1,000,000	$	1,115,263
General Mills, Inc.
5.650%, 02/15/19		1,700,000		1,952,584
Mondelez International, Inc.
4.125%, 02/09/16		2,200,000		2,339,750
5.375%, 02/10/20		1,800,000		2,030,804
Safeway, Inc.
7.250%, 02/01/31 (b)		813,000		833,346
Sysco Corp.
2.600%, 06/12/22 (b)		2,400,000		2,192,366
Unilever Capital Corp.
5.900%, 11/15/32		1,500,000		1,819,861
				12,283,974
Forest Products & Paper—0.2%
Georgia-Pacific LLC
8.000%, 01/15/24		1,800,000		2,320,044
International Paper Co.
7.950%, 06/15/18		820,000		1,001,971
				3,322,015
Gas—0.1%
Sempra Energy 6.150%, 06/15/18 (b)		900,000		1,034,090
Healthcare - Products—0.2%
Baxter International, Inc. 5.375%, 06/01/18 (b)		1,400,000		1,578,051
Medtronic, Inc. 3.000%, 03/15/15		2,300,000		2,366,594
				3,944,645
Healthcare - Services—0.4%
Aetna, Inc. 2.750%, 11/15/22		3,000,000		2,763,032
Laboratory Corp. of America Holdings 4.625%, 11/15/20		1,900,000		1,987,260
UnitedHealth Group, Inc. 5.375%, 03/15/16 (b)		1,700,000		1,855,337
WellPoint, Inc. 5.850%, 01/15/36		1,800,000		1,953,416
				8,559,045
Household Products/Wares—0.0%
Kimberly-Clark Corp. 6.125%, 08/01/17 (b)		500,000		580,610
Insurance—0.8%
Aflac, Inc. 3.625%, 06/15/23		2,975,000		2,840,989
Allstate Corp. (The)
6.900%, 05/15/38 (b)		150,000		180,861
7.450%, 05/16/19		1,700,000		2,117,056
Insurance—(Continued)
American International Group, Inc.
5.450%, 05/18/17		1,900,000		2,120,610
5.850%, 01/16/18		1,800,000		2,061,154
AXA S.A. 8.600%, 12/15/30		1,165,000		1,435,862
Berkshire Hathaway, Inc. 1.900%, 01/31/17		2,900,000		2,940,245
Chubb Corp. (The) 6.000%, 05/11/37		865,000		997,006
Hartford Financial Services Group, Inc. 6.100%, 10/01/41 (b)		780,000		882,967
Prudential Financial, Inc. 5.700%, 12/14/36		1,525,000		1,638,027
				17,214,777
Iron/Steel—0.1%
Vale Overseas, Ltd. 6.875%, 11/21/36		1,100,000		1,142,553
Machinery - Construction & Mining—0.1%
Caterpillar, Inc. 7.900%, 12/15/18 (b)		1,757,000		2,211,771
Machinery - Diversified—0.1%
Deere & Co. 2.600%, 06/08/22 (b)		1,950,000		1,821,760
6.950%, 04/25/14		850,000		867,440
				2,689,200
Media—1.3%
21st Century Fox America, Inc. 6.550%, 03/15/33		1,950,000		2,229,585
CBS Corp. 8.875%, 05/15/19		750,000		950,965
Comcast Corp.
4.650%, 07/15/42		3,670,000		3,399,271
5.650%, 06/15/35		1,500,000		1,607,674
DIRECTV Holdings LLC / DIRECTV Financing Co., Inc. 5.000%, 03/01/21		2,600,000		2,726,257
Discovery Communications LLC 6.350%, 06/01/40		1,800,000		1,999,385
Thomson Reuters Corp. 6.500%, 07/15/18		800,000		927,635
Time Warner Cable, Inc.
5.000%, 02/01/20 (b)		1,900,000		1,904,150
5.850%, 05/01/17		1,800,000		1,965,218
6.550%, 05/01/37		100,000		92,209
Time Warner Entertainment Co. L.P. 8.375%, 03/15/23		380,000		434,185
Time Warner, Inc.
6.100%, 07/15/40		925,000		1,002,546
7.700%, 05/01/32		685,000		873,792

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Media—(Continued)
Viacom, Inc.
4.375%, 03/15/43		3,500,000	$	2,932,493
6.250%, 04/30/16		770,000		859,738
Walt Disney Co. (The) 2.750%, 08/16/21		1,930,000		1,845,421
				25,750,524
Mining—0.6%
Alcoa, Inc.
5.720%, 02/23/19		523,000		555,983
5.870%, 02/23/22 (b)		101,000		104,375
Barrick North America Finance LLC 4.400%, 05/30/21		3,125,000		3,002,953
Freeport-McMoRan Copper & Gold, Inc. 3.550%, 03/01/22 (b)		3,700,000		3,484,292
Newmont Mining Corp. 6.250%, 10/01/39 (b)		1,800,000		1,573,136
Rio Tinto Alcan, Inc.
5.000%, 06/01/15		1,050,000		1,110,674
6.125%, 12/15/33		1,751,000		1,975,038
				11,806,451
Miscellaneous Manufacturing—0.3%
General Electric Co. 5.250%, 12/06/17		1,800,000		2,039,173
Tyco Electronics Group S.A. 6.550%, 10/01/17		1,600,000		1,818,960
Tyco International, Ltd. 6.875%, 01/15/21 (b)		1,275,000		1,476,145
				5,334,278
Multi-National—1.3%
Asian Development Bank 5.500%, 06/27/16		3,850,000		4,305,866
European Bank for Reconstruction & Development 1.000%, 06/15/18		3,564,000		3,471,371
European Investment Bank
1.125%, 04/15/15		1,900,000		1,919,824
1.625%, 06/15/17 (b)		1,975,000		2,007,358
4.000%, 02/16/21 (b)		1,700,000		1,829,495
4.875%, 02/15/36		3,700,000		4,060,112
5.125%, 05/30/17 (b)		1,750,000		1,983,274
Inter-American Development Bank
2.375%, 08/15/17		2,000,000		2,087,197
6.800%, 10/15/25		500,000		632,754
7.000%, 06/15/25		200,000		257,514
International Bank for Reconstruction & Development
2.375%, 05/26/15		1,420,000		1,460,794
7.625%, 01/19/23		1,400,000		1,886,705
8.875%, 03/01/26		535,000		783,585
				26,685,849
Office/Business Equipment—0.1%
Xerox Corp. 6.350%, 05/15/18 (b)		2,550,000		2,949,818
Oil & Gas—1.6%
Anadarko Petroleum Corp. 6.375%, 09/15/17		2,445,000		2,802,702
Apache Finance Canada Corp. 7.750%, 12/15/29		300,000		387,009
Canadian Natural Resources, Ltd. 6.250%, 03/15/38		1,800,000		2,019,375
Chevron Corp. 3.191%, 06/24/23		3,025,000		2,908,166
ConocoPhillips Canada Funding Co. I 5.950%, 10/15/36		1,550,000		1,800,969
ConocoPhillips Holding Co. 6.950%, 04/15/29 (b)		700,000		881,273
Devon Energy Corp. 6.300%, 01/15/19		850,000		985,962
Marathon Oil Corp. 6.600%, 10/01/37		2,000,000		2,380,450
Petrobras International Finance Co.
2.875%, 02/06/15 (b)		2,900,000		2,934,139
6.125%, 10/06/16		600,000		650,746
Petroleos Mexicanos 4.875%, 03/15/15 (b)		2,700,000		2,808,000
Shell International Finance B.V. 4.300%, 09/22/19		1,000,000		1,096,676
Statoil ASA 6.700%, 01/15/18		300,000		353,963
Suncor Energy, Inc. 6.100%, 06/01/18 (b)		2,500,000		2,890,187
Total Capital International S.A. 2.700%, 01/25/23		3,000,000		2,764,719
Transocean, Inc. 6.375%, 12/15/21		2,035,000		2,280,935
XTO Energy, Inc. 6.500%, 12/15/18		1,600,000		1,934,055
				31,879,326
Oil & Gas Services—0.2%
Weatherford International, Ltd.
4.500%, 04/15/22 (b)		2,300,000		2,317,738
9.625%, 03/01/19		1,500,000		1,919,417
				4,237,155
Pharmaceuticals—1.0%
Abbott Laboratories 5.125%, 04/01/19		1,073,000		1,200,771
AbbVie, Inc. 4.400%, 11/06/42		3,200,000		2,979,410
AstraZeneca plc 5.400%, 06/01/14		639,000		652,375
Bristol-Myers Squibb Co. 5.875%, 11/15/36		2,000,000		2,297,699

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Pharmaceuticals—(Continued)
Eli Lilly & Co. 4.200%, 03/06/14		900,000	$	905,917
Express Scripts Holding Co. 6.125%, 11/15/41		1,520,000		1,714,482
GlaxoSmithKline Capital, Inc. 6.375%, 05/15/38		2,100,000		2,556,245
Johnson & Johnson
5.950%, 08/15/37		910,000		1,086,419
6.950%, 09/01/29 (b)		250,000		328,461
Merck & Co., Inc. 6.550%, 09/15/37		1,000,000		1,238,557
Merck Sharp & Dohme Corp. 5.950%, 12/01/28		300,000		350,197
Novartis Capital Corp. 4.400%, 04/24/20		900,000		976,959
Sanofi 4.000%, 03/29/21		2,775,000		2,897,847
Wyeth LLC 5.500%, 02/15/16		1,700,000		1,863,785
				21,049,124
Pipelines—0.7%
El Paso Natural Gas Co. LLC 8.375%, 06/15/32		220,000		281,721
Energy Transfer Partners L.P. 4.650%, 06/01/21		1,950,000		2,004,466
Enterprise Products Operating LLC 6.300%, 09/15/17		1,900,000		2,194,918
Kinder Morgan Energy Partners L.P. 6.500%, 02/01/37		2,000,000		2,205,025
Plains All American Pipeline L.P. / PAA Finance Corp. 6.500%, 05/01/18		2,485,000		2,903,216
Tennessee Gas Pipeline Co. LLC
7.000%, 10/15/28		1,050,000		1,243,574
7.625%, 04/01/37		640,000		805,717
TransCanada PipeLines, Ltd. 6.200%, 10/15/37		1,800,000		2,058,478
				13,697,115
Real Estate—0.0%
Regency Centers L.P.
5.250%, 08/01/15		850,000		899,874
Real Estate Investment Trusts—0.5%
AvalonBay Communities, Inc.
6.100%, 03/15/20		860,000		984,363
Boston Properties L.P.
3.850%, 02/01/23		2,950,000		2,881,950
ERP Operating L.P.
5.750%, 06/15/17 (b)		900,000		1,005,199
HCP, Inc.
5.375%, 02/01/21		2,591,000		2,810,916
Kimco Realty Corp.
6.875%, 10/01/19		550,000		652,568
Real Estate Investment Trusts—(Continued)
Simon Property Group L.P.
5.250%, 12/01/16		2,000,000		2,202,985
				10,537,981
Retail—0.7%
Costco Wholesale Corp.
5.500%, 03/15/17 (b)		465,000		523,336
Home Depot, Inc. (The)
4.400%, 04/01/21 (b)		1,450,000		1,575,701
5.400%, 03/01/16		900,000		990,470
Lowe’s Cos., Inc.
6.875%, 02/15/28		1,000,000		1,233,459
McDonald’s Corp.
5.350%, 03/01/18		885,000		1,009,110
Target Corp.
6.350%, 11/01/32		1,000,000		1,191,249
Wal-Mart Stores, Inc.
2.550%, 04/11/23 (b)		4,000,000		3,654,106
5.250%, 09/01/35		935,000		1,011,584
5.625%, 04/15/41		1,900,000		2,153,972
Walgreen Co.
5.250%, 01/15/19		900,000		1,014,772
				14,357,759
Semiconductors—0.1%
Intel Corp.
2.700%, 12/15/22 (b)		2,000,000		1,847,664
Software—0.4%
Adobe Systems, Inc.
4.750%, 02/01/20		2,200,000		2,354,782
Microsoft Corp.
4.200%, 06/01/19		2,700,000		2,965,928
Oracle Corp.
5.250%, 01/15/16		2,000,000		2,185,364
				7,506,074
Telecommunications—1.7%
America Movil S.A.B. de C.V.
2.375%, 09/08/16		2,875,000		2,945,117
AT&T Mobility LLC
7.125%, 12/15/31		100,000		123,012
AT&T, Inc.
5.800%, 02/15/19		1,700,000		1,955,942
6.300%, 01/15/38		1,300,000		1,429,291
British Telecommunications plc
9.625%, 12/15/30		1,000,000		1,502,604
Cellco Partnership / Verizon Wireless Capital LLC
8.500%, 11/15/18		750,000		953,692
Cisco Systems, Inc.
5.500%, 01/15/40 (b)		2,000,000		2,130,803
Deutsche Telekom International Finance B.V.
5.750%, 03/23/16		460,000		505,162
8.750%, 06/15/30		1,000,000		1,396,802

See accompanying notes to financial statements.

MSF-13

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Telecommunications—(Continued)
Orange S.A.
2.750%, 09/14/16 (b)		2,857,000	$	2,961,566
Rogers Communications, Inc.
6.800%, 08/15/18		800,000		943,976
Telefonica Emisiones S.A.U.
6.221%, 07/03/17		1,400,000		1,576,930
Verizon Communications, Inc.
4.600%, 04/01/21 (b)		2,400,000		2,542,846
5.150%, 09/15/23		3,510,000		3,756,822
6.100%, 04/15/18		1,600,000		1,854,869
6.550%, 09/15/43		3,304,000		3,865,090
Verizon New York, Inc.
7.375%, 04/01/32		500,000		572,790
Vodafone Group plc
6.150%, 02/27/37		2,170,000		2,363,518
				33,380,832
Transportation—0.3%
CSX Corp.
6.150%, 05/01/37		1,600,000		1,804,922
7.900%, 05/01/17		500,000		592,731
Norfolk Southern Corp.
3.000%, 04/01/22		1,911,000		1,811,714
5.590%, 05/17/25		28,000		30,727
Union Pacific Corp.
6.625%, 02/01/29		1,200,000		1,448,146
United Parcel Service, Inc.
5.125%, 04/01/19		760,000		864,061
				6,552,301
Total Corporate Bonds & Notes (Cost $475,738,531)				485,263,496
Foreign Government—1.7%
Provincial—0.5%
Province of British Columbia
2.000%, 10/23/22 (b)		1,970,000		1,771,581
Province of Nova Scotia
5.125%, 01/26/17		900,000		1,006,261
9.250%, 03/01/20		250,000		329,789
Province of Ontario
2.450%, 06/29/22 (b)		4,000,000		3,699,080
4.400%, 04/14/20 (b)		2,100,000		2,304,439
Province of Quebec
7.500%, 07/15/23		350,000		449,328
				9,560,478
Sovereign—1.2%
Brazilian Government International Bonds
6.000%, 01/17/17		3,755,000		4,181,192
7.125%, 01/20/37		1,650,000		1,897,500
Colombia Government International Bond
8.125%, 05/21/24		1,500,000		1,925,625
Sovereign—(Continued)
Italy Government International Bond
4.500%, 01/21/15		1,475,000		1,527,004
Mexico Government International Bonds
6.750%, 09/27/34		1,050,000		1,237,425
8.000%, 09/24/22		2,200,000		2,882,000
Panama Government International Bond
5.200%, 01/30/20		1,370,000		1,498,095
Peruvian Government International Bond
8.750%, 11/21/33		1,450,000		2,077,125
Philippine Government International Bond
5.000%, 01/13/37		1,740,000		1,807,425
Republic of Korea
7.125%, 04/16/19		1,600,000		1,950,583
Turkey Government International Bonds
6.250%, 09/26/22		1,607,000		1,654,406
7.375%, 02/05/25		1,473,000		1,590,104
				24,228,484
Total Foreign Government (Cost $34,555,576)				33,788,962
Mortgage-Backed Securities—1.6%
Commercial Mortgage-Backed Securities—1.6%
Bear Stearns Commercial Mortgage Securities Trust
5.540%, 09/11/41		1,000,000		1,091,581
5.694%, 06/11/50 (a)		1,500,000		1,681,592
Citigroup / Deutsche Bank Commercial Mortgage Trust
5.218%, 07/15/44 (a)		2,000,000		2,118,607
Citigroup Commercial Mortgage Trust
4.733%, 10/15/41		987,948		1,005,154
5.383%, 04/15/40 (a)		737,362		743,126
5.431%, 10/15/49		1,500,000		1,641,209
5.778%, 03/15/49 (a)		1,800,000		1,953,433
Commercial Mortgage Pass-Through Certificates
5.800%, 12/10/49 (a)		2,400,000		2,709,418
Credit Suisse First Boston Mortgage Securities Corp.
4.691%, 10/15/39		301,662		306,432
GMAC Commercial Mortgage Securities, Inc.
4.697%, 05/10/43		1,500,000		1,553,817
GS Mortgage Securities Corp. II
4.751%, 07/10/39		1,974,148		2,051,042
GS Mortgage Securities Trust
3.377%, 05/10/45		2,750,000		2,733,921
4.243%, 08/10/46		966,000		996,781
JPMorgan Chase Commercial Mortgage Securities Trust
5.420%, 01/15/49		2,500,000		2,744,542
5.440%, 06/12/47		890,000		977,787
LB-UBS Commercial Mortgage Trust
5.156%, 02/15/31		2,500,000		2,669,249
Merrill Lynch Mortgage Trust
4.855%, 10/12/41 (a)		480,789		487,501

See accompanying notes to financial statements.

MSF-14

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Schedule of Investments as of December 31, 2013

Mortgage-Backed Securities—(Continued)

Security Description	Principal Amount*		Value
Commercial Mortgage-Backed Securities—(Continued)
Morgan Stanley Capital I Trust
4.989%, 08/13/42		1,000,000	$	1,046,567
5.648%, 06/11/42 (a)		2,000,000		2,250,321
5.910%, 06/11/49 (a)		1,430,000		1,597,961
WF-RBS Commercial Mortgage Trust
3.488%, 06/15/46		1,054,000		999,099
Total Mortgage-Backed Securities (Cost $31,914,016)				33,359,140
Municipals—0.6%
Los Angeles Community College District
6.750%, 08/01/49		2,210,000		2,770,522
Los Angeles, Unified School District, Build America Bonds
6.758%, 07/01/34		2,160,000		2,654,943
Municipal Electric Authority of Georgia
6.637%, 04/01/57		2,000,000		2,102,280
Oregon School Boards Association
5.680%, 06/30/28		1,900,000		2,095,453
State of California
7.300%, 10/01/39		2,000,000		2,514,200
State of Illinois
5.100%, 06/01/33		1,230,000		1,142,596
Total Municipals (Cost $12,079,151)				13,279,994
Asset-Backed Securities—0.3%
Asset-Backed - Automobile—0.2%
CarMax Auto Owner Trust
0.970%, 04/16/18		3,145,000		3,151,760
Honda Auto Receivables Owner Trust
0.770%, 05/15/17		355,000		355,273
				3,507,033
Asset-Backed - Credit Card—0.1%
Citibank Credit Card Issuance Trust
4.850%, 03/10/17		2,500,000		2,627,215
Asset-Backed - Home Equity—0.0%
Centex Home Equity Loan Trust
4.250%, 12/25/31		56,617		56,731
Total Asset-Backed Securities (Cost $6,411,950)				6,190,979
Short-Term Investments—18.5%
Discount Notes—0.8%
Federal Home Loan Bank
0.001%, 01/03/14 (c)		1,000,000		1,000,000
0.020%, 01/13/14 (c)		3,900,000		3,899,974
Discount Notes—(Continued)
Federal Home Loan Bank
0.091%, 03/12/14 (c)		2,800,000	$	2,799,510
0.101%, 04/30/14 (c)		6,300,000		6,297,917
0.127%, 01/06/14 (c)		1,400,000		1,399,976
				15,397,377
Mutual Fund—16.7%
State Street Navigator Securities Lending MET Portfolio (d)		335,477,699		335,477,699
U.S. Treasury—1.0%
U.S. Treasury Bills
0.041%, 05/15/14 (b) (c)		11,500,000		11,498,288
0.049%, 05/15/14 (b) (c)		2,600,000		2,599,536
0.051%, 05/15/14 (b) (c)		3,900,000		3,899,274
0.083%, 05/15/14 (b) (c)		300,000		299,908
0.098%, 05/15/14 (b) (c)		1,500,000		1,499,458
				19,796,464
Total Short-Term Investments (Cost $370,671,540)				370,671,540
Total Investments—116.9% (Cost $2,316,747,815) (e)				2,353,046,307
Other assets and liabilities (net)—(16.9)%				(340,146,681	)
Net Assets—100.0%			$	2,012,899,626

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) Variable or floating rate security. The stated rate represents the rate at December 31, 2013. Maturity date shown for callable securities reflects the earliest possible call date.

(b) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $366,389,713 and the collateral received consisted of cash in the amount of $335,477,699 and non-cash collateral with a value of $41,849,844. The cash collateral is invested in a money market fund managed by an affiliate of the custodian. The non-cash collateral received consists primarily of government securities and bank letters of credit, and is held for the benefit of the Portfolio at the Portfolio’s custodian. The Portfolio cannot repledge or resell this collateral. As such, this collateral is excluded from the Statement of Assets and Liabilities.

(c) The rate shown represents the discount rate at the time of purchase by the Portfolio.

(d) Represents investment of cash collateral received from securities lending transactions.

(e) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $2,342,762,664. The aggregate unrealized appreciation and depreciation of investments were $50,682,215 and $(40,398,572), respectively, resulting in net unrealized appreciation of $10,283,643 for federal income tax purposes.

(ARM)— Adjustable-Rate Mortgage

See accompanying notes to financial statements.

MSF-15

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2			Level 3		Total
Total U.S. Treasury & Government Agencies*	$	—	$	1,410,492,196		$	—	$	1,410,492,196
Total Corporate Bonds & Notes*		—		485,263,496			—		485,263,496
Total Foreign Government*		—		33,788,962			—		33,788,962
Total Mortgage-Backed Securities*		—		33,359,140			—		33,359,140
Total Municipals		—		13,279,994			—		13,279,994
Total Asset-Backed Securities*		—		6,190,979			—		6,190,979
Short-Term Investments
Discount Notes		—		15,397,377			—		15,397,377
Mutual Fund		335,477,699		—			—		335,477,699
U.S. Treasury		—		19,796,464			—		19,796,464
Total Short-Term Investments		335,477,699		35,193,841			—		370,671,540
Total Investments	$	335,477,699	$	2,017,568,608		$	—	$	2,353,046,307
Collateral for securities loaned (Liability)	$	—	$	(335,477,699	)	$	—	$	(335,477,699	)

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-16

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	2,353,046,307
Cash		127,260
Receivable for:
Investments sold		1,653,018
Fund shares sold		6,643,029
Principal paydowns		3,982
Interest		14,541,946
Prepaid expenses		4,978
Total Assets		2,376,020,520
Liabilities
Collateral for securities loaned		335,477,699
Payables for:
Investments purchased		25,927,318
Fund shares redeemed		834,883
Accrued expenses:
Management fees		411,072
Distribution and service fees		257,049
Deferred trustees’ fees		48,554
Other expenses		164,319
Total Liabilities		363,120,894
Net Assets	$	2,012,899,626
Net assets consist of:
Paid in surplus	$	1,970,186,289
Undistributed net investment income		61,017,865
Accumulated net realized loss		(54,603,020	)
Unrealized appreciation on investments		36,298,492
Net Assets	$	2,012,899,626
Net Assets
Class A	$	797,424,939
Class B		964,221,966
Class E		82,164,206
Class G		169,088,515
Capital Shares Outstanding*
Class A		72,963,547
Class B		89,941,138
Class E		7,559,514
Class G		15,805,839
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	10.93
Class B		10.72
Class E		10.87
Class G		10.70

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $2,316,747,815.

(b) Includes securities loaned at value of $366,389,713.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Interest	$	54,616,525
Securities lending income		381,953
Total investment income		54,998,478
Expenses
Management fees		4,703,130
Administration fees		33,899
Custodian and accounting fees		211,311
Distribution and service fees—Class B		2,365,942
Distribution and service fees—Class E		127,295
Distribution and service fees—Class G		485,658
Audit and tax services		80,300
Legal		27,754
Trustees’ fees and expenses		44,482
Shareholder reporting		169,940
Insurance		9,280
Miscellaneous		14,925
Total expenses		8,273,916
Less management fee waiver		(113,128	)
Net expenses		8,160,788
Net Investment Income		46,837,690
Net Realized and Unrealized Gain (Loss)
Net realized gain on investments		2,850,150
Net change in unrealized depreciation on investments		(95,736,003	)
Net realized and unrealized loss		(92,885,853	)
Net Decrease in Net Assets From Operations	$	(46,048,163	)

See accompanying notes to financial statements.

MSF-17

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	46,837,690		$	49,926,727
Net realized gain		2,850,150			8,752,872
Net change in unrealized appreciation (depreciation)		(95,736,003	)		7,863,014
Increase (decrease) in net assets from operations		(46,048,163	)		66,542,613
From Distributions to Shareholders
Net investment income
Class A		(23,062,199	)		(23,832,152	)
Class B		(31,382,216	)		(32,987,091	)
Class E		(2,913,429	)		(3,304,928	)
Class G		(5,184,441	)		(5,043,307	)
Total distributions		(62,542,285	)		(65,167,478	)
Increase in net assets from capital share transactions		304,136,062			66,082,932
Total increase in net assets		195,545,614			67,458,067
Net Assets
Beginning of period		1,817,354,012			1,749,895,945
End of period	$	2,012,899,626		$	1,817,354,012
Undistributed Net Investment Income
End of period	$	61,017,865		$	62,261,379

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		26,343,840		$	291,120,706			6,215,978		$	71,885,257
Reinvestments		2,048,153			23,062,199			2,112,779			23,832,152
Redemptions		(10,424,131	)		(115,648,870	)		(7,813,726	)		(89,971,243	)
Net increase		17,967,862		$	198,534,035			515,031		$	5,746,166
Class B
Sales		11,245,979		$	122,855,536			9,806,090		$	111,325,221
Reinvestments		2,834,888			31,382,216			2,974,490			32,987,091
Redemptions		(6,304,510	)		(68,745,878	)		(9,211,399	)		(104,120,645	)
Net increase		7,776,357		$	85,491,874			3,569,181		$	40,191,667
Class E
Sales		502,524		$	5,578,029			497,337		$	5,722,865
Reinvestments		259,896			2,913,429			294,295			3,304,928
Redemptions		(845,983	)		(9,375,183	)		(1,116,500	)		(12,774,851	)
Net decrease		(83,563	)	$	(883,725	)		(324,868	)	$	(3,747,058	)
Class G
Sales		4,996,877		$	54,265,414			3,841,573		$	43,481,589
Reinvestments		469,180			5,184,441			455,172			5,043,307
Redemptions		(3,533,045	)		(38,455,977	)		(2,181,267	)		(24,632,739	)
Net increase		1,933,012		$	20,993,878			2,115,478		$	23,892,157
Increase derived from capital shares transactions				$	304,136,062					$	66,082,932

See accompanying notes to financial statements.

MSF-18

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	11.59		$	11.58		$	11.17		$	10.94		$	11.10
Income (Loss) from Investment Operations
Net investment income (a)		0.29			0.34			0.38			0.40			0.47
Net realized and unrealized gain (loss) on investments		(0.55	)		0.10			0.43			0.25			0.07
Total from investment operations		(0.26	)		0.44			0.81			0.65			0.54
Less Distributions
Distributions from net investment income		(0.40	)		(0.43	)		(0.40	)		(0.42	)		(0.70	)
Total distributions		(0.40	)		(0.43	)		(0.40	)		(0.42	)		(0.70	)
Net Asset Value, End of Period	$	10.93		$	11.59		$	11.58		$	11.17		$	10.94
Total Return (%) (b)		(2.33	)		3.90			7.51			6.05			5.17
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.28			0.29			0.28			0.28			0.30
Net ratio of expenses to average net assets (%) (c)		0.28			0.28			0.28			0.27			0.29
Ratio of net investment income to average net assets (%)		2.65			2.92			3.36			3.63			4.34
Portfolio turnover rate (%)		18			24			23			21			17
Net assets, end of period (in millions)	$	797.4		$	637.3		$	630.8		$	662.7		$	553.6

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	11.37		$	11.37		$	10.97		$	10.76		$	10.92
Income (Loss) from Investment Operations
Net investment income (a)		0.26			0.30			0.34			0.37			0.43
Net realized and unrealized gain (loss) on investments		(0.54	)		0.10			0.44			0.23			0.08
Total from investment operations		(0.28	)		0.40			0.78			0.60			0.51
Less Distributions
Distributions from net investment income		(0.37	)		(0.40	)		(0.38	)		(0.39	)		(0.67	)
Total distributions		(0.37	)		(0.40	)		(0.38	)		(0.39	)		(0.67	)
Net Asset Value, End of Period	$	10.72		$	11.37		$	11.37		$	10.97		$	10.76
Total Return (%) (b)		(2.53	)		3.62			7.28			5.69			4.98
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.53			0.54			0.53			0.53			0.55
Net ratio of expenses to average net assets (%) (c)		0.53			0.53			0.53			0.52			0.54
Ratio of net investment income to average net assets (%)		2.40			2.67			3.12			3.38			4.06
Portfolio turnover rate (%)		18			24			23			21			17
Net assets, end of period (in millions)	$	964.2		$	934.5		$	893.8		$	806.2		$	637.0

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-19

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	11.52		$	11.52		$	11.11		$	10.89		$	11.04
Income (Loss) from Investment Operations
Net investment income (a)		0.28			0.32			0.36			0.39			0.45
Net realized and unrealized gain (loss) on investments		(0.55	)		0.09			0.44			0.23			0.08
Total from investment operations		(0.27	)		0.41			0.80			0.62			0.53
Less Distributions
Distributions from net investment income		(0.38	)		(0.41	)		(0.39	)		(0.40	)		(0.68	)
Total distributions		(0.38	)		(0.41	)		(0.39	)		(0.40	)		(0.68	)
Net Asset Value, End of Period	$	10.87		$	11.52		$	11.52		$	11.11		$	10.89
Total Return (%) (b)		(2.41	)		3.68			7.38			5.82			5.13
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.43			0.44			0.43			0.43			0.45
Net ratio of expenses to average net assets (%) (c)		0.43			0.43			0.43			0.42			0.44
Ratio of net investment income to average net assets (%)		2.50			2.77			3.21			3.49			4.18
Portfolio turnover rate (%)		18			24			23			21			17
Net assets, end of period (in millions)	$	82.2		$	88.1		$	91.8		$	110.8		$	122.3

	Class G
	Year Ended December 31,
	2013			2012			2011			2010			2009(d)
Net Asset Value, Beginning of Period	$	11.35		$	11.35		$	10.96		$	10.75		$	10.29
Income (Loss) from Investment Operations
Net investment income (a)		0.26			0.30			0.34			0.36			0.27
Net realized and unrealized gain (loss) on investments		(0.54	)		0.10			0.42			0.23			0.19
Total from investment operations		(0.28	)		0.40			0.76			0.59			0.46
Less Distributions
Distributions from net investment income		(0.37	)		(0.40	)		(0.37	)		(0.38	)		0.00
Total distributions		(0.37	)		(0.40	)		(0.37	)		(0.38	)		0.00
Net Asset Value, End of Period	$	10.70		$	11.35		$	11.35		$	10.96		$	10.75
Total Return (%) (b)		(2.57	)		3.58			7.15			5.65			4.47	(e)
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.58			0.59			0.58			0.58			0.60	(f)
Net ratio of expenses to average net assets (%) (c)		0.58			0.58			0.58			0.57			0.59	(f)
Ratio of net investment income to average net assets (%)		2.35			2.62			3.09			3.31			3.77	(f)
Portfolio turnover rate (%)		18			24			23			21			17
Net assets, end of period (in millions)	$	169.1		$	157.5		$	133.5		$	85.6		$	25.0

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 5 of the Notes to Financial Statements.

(d) Commencement of operations was April 28, 2009.

(e) Periods less than one year are not computed on an annualized basis.

(f) Computed on an annualized basis.

See accompanying notes to financial statements.

MSF-20

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is Barclays Aggregate Bond Index Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers four classes of shares: Class A, B, E, and G shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-21

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over

MSF-22

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to premium amortization of debt securities and paydown reclasses. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

Mortgage Related and Other Asset-Backed Securities - The Portfolio may invest in mortgage-related or other asset-backed securities. These securities may include mortgage pass-through securities, collateralized mortgage obligations (“CMOs”), commercial mortgage-backed securities, CMO residuals, stripped mortgage backed securities (“SMBS”), and other securities that directly or indirectly represent a participation in, or are secured by or payable from, mortgage loans on real property or other receivables. The value of some mortgage- or asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Early repayment of principal on some mortgage-related securities may expose the Portfolio to a lower rate of return upon reinvestment of principal. The value of these securities may fluctuate in response to the market’s perception of the creditworthiness of the issuers. Additionally, although mortgages and mortgage-related securities are generally supported by some form of government or private guarantee and/or insurance, there is no assurance that private guarantors or insurers will meet their obligations.

In one type of SMBS, one class receives all of the interest from the mortgage assets (the interest-only or “IO” class), while the other class will receive all of the principal (the principal-only or “PO” class). Because principal will not be received at the maturity of an IO, adjustments are made to the book value of the security until maturity. These adjustments are netted against payments received for the IOs and the net amount is included in interest income on the Statement of Operations of the Portfolio. Payments received for POs are treated as reductions to the cost and par value of the securities. Details of mortgage related and other asset-backed securities held by the Portfolio are included in the Portfolio’s Schedule of Investments.

MSF-23

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

The Portfolio may invest a significant portion of its assets in securities of issuers that hold mortgage and asset-backed securities and direct investments in securities backed by commercial and residential mortgage loans and other financial assets. The value and related income of these securities are sensitive to changes in economic conditions, including delinquencies and/or defaults, and may be negatively impacted by increased volatility of market prices and periods of illiquidity.

TBA Purchase & Forward Sale Commitments - The Portfolio may enter into TBA commitments to purchase or sell securities for a fixed price at a future date. TBA commitments are considered securities in themselves, and involve a risk of loss if the value of the security to be purchased or sold declines or increases prior to settlement date, which is in addition to the risk of decline in the value of the Portfolio’s other assets. TBA forward sales commitments are valued at the current market value of the underlying securities, according to the procedures described under “Investment Valuation and Fair Value Measurements”.

When-Issued and Delayed-Delivery Securities - The Portfolio may purchase securities on a when-issued or delayed-delivery basis. Settlement of such transactions normally occurs within a month or more after the purchase commitment is made. The Portfolio may purchase securities under such conditions only with the intention of actually acquiring them, but may enter into a separate agreement to sell the securities before the settlement date. Since the value of securities purchased may fluctuate prior to settlement, the Portfolio may be required to pay more at settlement than the security is worth. In addition, the purchaser is not entitled to any of the interest earned prior to settlement.

Upon making a commitment to purchase a security on a when-issued or delayed-delivery basis, the Portfolio will hold liquid assets in a segregated account with the Portfolio’s custodian, or set aside liquid assets in the Portfolio’s records, worth at least the equivalent of the amount due. The liquid assets will be monitored on a daily basis and adjusted as necessary to maintain the necessary value.

3. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

4. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, including mortgage dollar roll and TBA transactions but excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$507,846,310	$	127,196,803	$	294,594,908	$	47,056,834

5. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the annual rate of 0.250% of average daily net assets. Fees earned by MetLife Advisers with respect to the Portfolio for the year ended December 31, 2013 were $4,703,130.

MSF-24

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

MetLife Advisers has entered into an investment subadvisory agreement with MetLife Investment Management, LLC (“MIM”) with respect to the Portfolio. For providing subadvisory services to the Portfolio, MetLife Advisers has agreed to pay MIM an investment subadvisory fee for each class of the Portfolio as follows:

% per annum	Average Daily Net Assets
0.040%	On the first $500 million
0.030%	Of the next $500 million
0.015%	On amounts over $1 billion

Fees earned by MIM with respect to the Portfolio for the year ended December 31, 2013 were $482,188.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average Daily Net Assets
0.005%	Over $500 million and under $1 billion
0.010%	Of the next $1 billion
0.015%	On amounts over $2 billion

An identical expense agreement was in place for the period April 30, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 are shown as management fee waivers in the Statement of Operations.

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B, E, and G Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B, E, and G Shares. Under the Distribution and Service Plan, the Class B, E, and G Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B, E, and G Shares of the Portfolio. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares, 0.15% per year for Class E Shares, and 0.30% per year for Class G Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

6. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

7. Income Tax Information

The tax character of distributions paid for the years ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$62,542,285	$	65,167,478	$	—	$	—	$	62,542,285	$	65,167,478

MSF-25

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards			Other Accumulated Capital Losses			Total
$61,066,419	$	—	$	10,283,643	$	(23,168,582	)	$	(5,419,589	)	$	42,761,891

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, the Portfolio had post-enactment short-term accumulated capital losses of $1,389,119, post-enactment long-term accumulated capital losses of $4,030,470, and pre-enactment accumulated capital loss carryforwards and expiration dates were as follows:

Expiring 12/31/17	Expiring 12/31/16		Expiring 12/31/15		Expiring 12/31/14		Total
$9,934,932	$	6,670,752	$	4,015,637	$	2,547,261	$	23,168,582

MSF-26

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of Barclays Aggregate Bond Index Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Barclays Aggregate Bond Index Portfolio, one of the portfolios constituting Metropolitan Series Fund (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Barclays Aggregate Bond Index Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 27, 2014

MSF-27

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

MSF-28

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-29

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the Barclays Aggregate Bond Index Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-30

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the Barclays Aggregate Bond Index Portfolio’s performance, the Board considered that the Portfolio underperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio underperformed its benchmark, the Barclays Capital Aggregate Bond Index, for the one-, three-and five-year periods ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a

MSF-31

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the Barclays Aggregate Bond Index Portfolio, the Board considered that the Portfolio’s actual management fee and total expenses (exclusive of 12b-1 fees) were below the Expense Group median, the Expense Universe median and Sub-advised Expense Universe median. The Board noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also noted that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group and Sub-advised Expense Universe at the Portfolio’s current size. The Board noted that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the Barclays Aggregate Bond Index Portfolio, the Board noted that the Portfolio’s advisory fee does not contain breakpoints. The Board noted that the Portfolio’s management fees were below the asset-weighted average of comparable funds at all asset levels. The Board considered the effect of the Portfolio’s current size and potential growth on its performance and fees. The Board noted management’s discussion of the Portfolio’s advisory fee structure. The Board also noted that if the Portfolio’s assets increased over time, the Portfolio might realize other economies of scale if assets increased proportionally more than certain other fixed expenses.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-32

Metropolitan Series Fund

Barclays Aggregate Bond Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-33

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Managed by BlackRock Advisors, LLC

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, and E shares of the BlackRock Bond Income Portfolio returned -0.77%, -1.01%, and -0.91%, respectively. The Portfolio’s benchmark, the Barclays U.S. Aggregate Bond Index¹, returned -2.02%.

MARKET ENVIRONMENT / CONDITIONS

The first quarter of 2013 was characterized by Japan’s flooding of the global financial markets with liquidity, which served to buoy all assets, including the very expensive risk-free rates in the beginning of the year.

During the second quarter of the year, interest rates rose sharply when markets misinterpreted the Federal Reserve’s (the “Fed”) announcement that it might consider tapering (reducing) its bond-buying program in the fourth quarter of 2013 as a precursor to increasing interest rates toward year end. The uncertainty and resulting volatility also had an impact on credit markets, which witnessed spread widening across all sectors, including corporate credit and structured products.

During the third quarter, two events occurred that led to an uptick in risk sentiment within fixed income markets. First, Larry Summers withdrew from the race for the chairmanship of the Fed. Second, the Fed surprised markets by deciding to refrain from tapering its bond-buying program due to a tightening of financial conditions. However, volatility returned to the markets toward the end of September due to the threat of a U.S. government shut-down and prolonged political wrangling over the debt ceiling issue.

During the last quarter of the year, U.S. Treasury rates generally rose across the yield curve. In December, the 5- to 10- year part of the yield curve significantly underperformed 30-year rates. About half of the rise in rates occurred in the first half of the month, consistent with stronger economic data releases in the U.S., and anticipation that the Fed may start to taper its bond-buying program sooner rather than later.

In light of stronger U.S. economic data, consistent labor market improvement, and reduced political risk, the Fed announced that it would reduce the pace of bond purchases beginning in January 2014 by $10 billion per month, split evenly between agency mortgage-backed securities (MBS) and U.S. Treasuries. Simultaneously, the Fed decided to provide qualitative enhancements to its “forward guidance” on interest rate policy. Specifically, new language was added to the statement, and the Fed’s expected path for policy rates shown in the Summary Economic Projections indicated a 25-basis-point reduction in the median value of the federal funds rate at the end of 2016. We believe that this qualitative guidance leaves the front end of the U.S. Treasury curve more vulnerable to positive data surprises which would lead to an increase in yield in the front end of the U.S. Treasury curve.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The Portfolio maintained a neutral duration bias relative to its benchmark index for most of the period.

Throughout the one year period, the Portfolio was overweight relative to its benchmark index in non-government spread sectors and underweight in government-owned/government-related sectors which contributed to performance.

Corporate credit (mainly in the Industrials sector and high yield market) contributed significantly toward performance. Security selection and sector allocation within structured products (commercial mortgage-backed securities (CMBS), asset-backed securities (ABS), agency and non-agency residential MBS) also added to performance. Rounding out the contributors to performance was the Portfolio’s allocation to non-U.S. securities and currencies, particularly the euro and the Australian dollar.

On the negative side, detractors from Portfolio performance included an allocation to Treasury Inflation-Protected Securities (TIPS). Security selection in U.S. Treasuries, and an allocation to agency MBS, particularly 30-year pass-through securities, also detracted from performance.

At the end of the period, the Portfolio was overweight relative to the benchmark index in CMBS and ABS, with non-benchmark allocations to high yield bonds, non-agency residential MBS and TIPS. The Portfolio was underweight in investment grade credit, agency MBS, agency debentures and U.S. Treasuries. The Portfolio ended the period with a neutral duration versus the benchmark.

MSF-1

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Managed by BlackRock Advisors, LLC

Portfolio Manager Commentary*—(Continued)

The Portfolio held derivatives during the period as a part of its investment strategy. Derivatives are used by the portfolio management team as a means to hedge and/or take outright views on interest rates, credit risk and/or foreign exchange positions in the Portfolio. Specifically, the Portfolio used Treasury futures to express a neutral bias for most of the period. In addition, the Portfolio held a yield-curve-flattening bias in the short end and a steepening bias in the long end of the curve, expressed by a combination of long-dated Treasury securities and short-to-intermediate Treasury futures. The overall impact of duration and yield curve positioning on performance was neutral over the period.

Rick Rieder

Bob Miller

Portfolio Managers

BlackRock Advisors, LLC

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

BlackRock Bond Income Portfolio

A $10,000 INVESTMENT COMPARED TO THE BARCLAYS U.S. AGGREGATE BOND INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year
BlackRock Bond Income Portfolio
Class A		-0.77		6.17		4.45
Class B		-1.01		5.90		4.19
Class E		-0.91		6.01		4.30
Barclays U.S. Aggregate Bond Index		-2.02		4.44		4.55

¹ Barclays U.S. Aggregate Bond Index is a broad based benchmark that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, mortgage-backed securities, asset-backed securities, and commercial mortgage-backed securities.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Sectors

	% of Market Value of Total Long-Term Investments
U.S. Treasury & Government Agencies		46.1
Corporate Bonds & Notes		21.6
Asset-Backed Securities		18.4
Mortgage-Backed Securities		12.1
Foreign Government		1.0
Floating Rate Loans		0.4
Preferred Stocks		0.2
Municipals		0.1
Purchased Options		0.1

MSF-3

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

BlackRock Bond Income Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A	Actual		0.35	%	$	1,000.00	$	1,011.10	$	1.77
	Hypothetical*		0.35	%	$	1,000.00	$	1,023.44	$	1.79
Class B	Actual		0.60	%	$	1,000.00	$	1,009.90	$	3.04
	Hypothetical*		0.60	%	$	1,000.00	$	1,022.18	$	3.06
Class E	Actual		0.50	%	$	1,000.00	$	1,010.30	$	2.53
	Hypothetical*		0.50	%	$	1,000.00	$	1,022.69	$	2.55

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

MSF-4

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—51.7% of Net Assets

Security Description	Principal Amount*		Value
Agency Sponsored Mortgage-Backed—35.8%
Fannie Mae 15 Yr. Pool
2.500%, 09/01/27		54,810,085	$	54,308,022
3.000%, TBA (a)		32,400,000		33,064,453
3.500%, 07/01/28		3,777,412		3,960,444
3.500%, TBA (a)		15,700,000		16,418,153
4.000%, 01/01/25		45,159		48,339
4.000%, 02/01/25		8,190,005		8,684,501
4.000%, 09/01/25		1,504,373		1,594,581
4.000%, 10/01/25		4,292,285		4,551,092
4.000%, 01/01/26		1,272,870		1,349,641
4.000%, 04/01/26		798,965		851,623
4.000%, 07/01/26		3,693,688		3,916,219
4.000%, 08/01/26		1,622,330		1,720,180
4.500%, 12/01/20		2,772,457		2,954,355
4.500%, 02/01/25		1,680,792		1,789,140
4.500%, 04/01/25		287,058		305,588
4.500%, 07/01/25		1,169,870		1,245,517
4.500%, 06/01/26		24,773,964		26,366,533
4.500%, TBA (a)		12,900,000		13,725,902
5.000%, 09/01/35		16,256		17,710
5.500%, 11/01/32		298,896		329,259
Fannie Mae 20 Yr. Pool
5.000%, 05/01/23		7,560		8,205
Fannie Mae 30 Yr. Pool
3.000%, 01/01/43		5,220,726		4,961,976
3.000%, 02/01/43		15,400,543		14,639,974
3.000%, 03/01/43		31,403,262		29,850,449
3.000%, 04/01/43		21,671,304		20,602,761
3.000%, 05/01/43		29,900,533		28,426,992
3.000%, 06/01/43		3,700,666		3,518,998
3.000%, 08/01/43		11,555,000		10,960,615
3.000%, TBA (a)		2,400,000		2,278,313
3.500%, 06/01/42		694,920		691,676
3.500%, 07/01/42		543,070		540,366
3.500%, 02/01/43		1,921,048		1,912,081
3.500%, 03/01/43		496,091		493,473
3.500%, 04/01/43		9,799,752		9,739,714
3.500%, 05/01/43		1,271,808		1,265,104
3.500%, 06/01/43		1,384,149		1,377,290
3.500%, 07/01/43		9,321,030		9,275,080
3.500%, 08/01/43		37,526,496		37,343,921
3.500%, 11/01/43		2,926,562		2,912,949
3.500%, 12/01/43		299,719		298,232
4.000%, 05/01/42		1,161,265		1,200,854
4.000%, 02/01/43		3,219,951		3,324,897
4.000%, 08/01/43		3,994,202		4,120,655
4.000%, 09/01/43		1,407,711		1,452,183
4.000%, 10/01/43		10,720,252		11,043,491
4.000%, 11/01/43		2,219,874		2,286,680
4.000%, 12/01/43		28,154,193		29,039,601
4.000%, 01/01/44		22,395,223		23,101,952
4.000%, TBA (a)		24,800,000		25,528,500
4.500%, 11/01/39		659,505		703,058
4.500%, 08/01/41		290,033		307,448
4.500%, 09/01/41		1,814,501		1,923,410
4.500%, 06/01/42		12,647,954		13,435,302
Agency Sponsored Mortgage-Backed—(Continued)
Fannie Mae 30 Yr. Pool
4.500%, 08/01/42		2,455,525		2,605,167
4.500%, 08/01/43		502,197		532,637
4.500%, 09/01/43		32,553,918		34,539,611
4.500%, 10/01/43		5,018,899		5,325,880
4.500%, 12/01/43		4,300,000		4,561,962
5.000%, 11/01/32		25,256		27,538
5.000%, 03/01/33		20,108		21,827
5.000%, 04/01/33		144,534		157,561
5.000%, 07/01/33		240,844		262,237
5.000%, 08/01/33		32,489		35,288
5.000%, 09/01/33		4,077,645		4,442,234
5.000%, 11/01/33		973,988		1,061,062
5.000%, 12/01/33		398,872		434,489
5.000%, 02/01/34		157,150		171,159
5.000%, 03/01/34		120,244		130,811
5.000%, 04/01/34		43,192		46,992
5.000%, 06/01/34		69,929		76,047
5.000%, 07/01/34		7,847,241		8,526,506
5.000%, 10/01/34		3,294,844		3,589,706
5.000%, 12/01/34		114,543		124,645
5.000%, 04/01/35		13,207		14,362
5.000%, 07/01/35		9,830,921		10,705,390
5.000%, 10/01/35		6,052,027		6,591,679
5.000%, 12/01/35		1,849,045		2,008,912
5.000%, 08/01/36		1,792,007		1,946,414
5.000%, 07/01/37		890,983		970,453
5.000%, 11/01/40		10,483,161		11,411,092
5.000%, 04/01/41		141,351		154,212
5.000%, 07/01/41		977,181		1,066,304
5.000%, 08/01/41		1,235,637		1,348,968
5.000%, 01/01/42		388,128		423,287
5.500%, 11/01/32		3,571,215		3,939,740
5.500%, 12/01/32		587,410		647,380
5.500%, 01/01/33		2,676,755		2,952,692
5.500%, 12/01/33		725,424		799,333
5.500%, 08/01/37		6,151,889		6,770,782
5.500%, 04/01/41		1,047,353		1,159,209
5.500%, 06/01/41		9,728,488		10,602,827
5.500%, TBA (a)		5,000,000		5,499,804
6.000%, 02/01/34		621,137		696,954
6.000%, 08/01/34		484,998		544,390
6.000%, 04/01/35		7,374,611		8,275,077
6.000%, 06/01/36		1,325,219		1,478,423
6.000%, 02/01/38		1,757,101		1,950,026
6.000%, 03/01/38		703,548		782,715
6.000%, 05/01/38		2,063,886		2,292,543
6.000%, 10/01/38		2,696,561		2,985,818
6.000%, 12/01/38		810,865		901,418
6.000%, 04/01/40		8,549,808		9,460,092
6.000%, 09/01/40		872,959		965,707
6.000%, 06/01/41		1,774,267		1,963,959
6.000%, TBA (a)		4,400,000		4,876,094
6.500%, 05/01/40		13,540,191		15,042,676
Fannie Mae ARM Pool
3.011%, 03/01/41 (b)		994,404		1,049,397

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—(Continued)

Security Description	Principal Amount*		Value
Agency Sponsored Mortgage-Backed—(Continued)
Fannie Mae ARM Pool
3.131%, 03/01/41 (b)		1,205,018	$	1,264,963
3.222%, 12/01/40 (b)		2,209,723		2,314,227
3.355%, 06/01/41 (b)		4,568,649		4,786,846
3.496%, 09/01/41 (b)		3,416,143		3,589,190
4.978%, 08/01/38 (b)		1,432,580		1,531,832
Fannie Mae REMICS
5.000%, 04/25/35		375,135		403,385
Fannie Mae-ACES
3.329%, 10/25/23 (b)		4,390,000		4,289,061
Freddie Mac 15 Yr. Gold Pool
3.000%, TBA (a)		11,100,000		11,305,523
Freddie Mac 30 Yr. Gold Pool
2.500%, TBA (a)		19,100,000		18,923,176
3.000%, 03/01/43		4,628,083		4,390,016
3.000%, 04/01/43		27,205,485		25,806,044
3.500%, 04/01/42		3,161,480		3,144,556
3.500%, 08/01/42		2,769,310		2,755,256
3.500%, 09/01/42		1,734,344		1,723,727
3.500%, 11/01/42		3,408,194		3,386,349
3.500%, TBA (a)		85,900,000		85,228,906
4.000%, TBA (a)		46,900,000		48,017,538
4.500%, 09/01/43		3,371,513		3,576,791
4.500%, 11/01/43		7,166,559		7,602,319
4.500%, TBA (a)		26,400,000		27,842,718
5.000%, TBA (a)		29,100,000		31,382,531
5.500%, TBA (a)		2,300,000		2,510,594
Freddie Mac ARM Non-Gold Pool
3.029%, 02/01/41 (b)		1,911,898		2,020,100
Freddie Mac Multifamily Structured Pass-Through Certificates
0.903%, 10/25/22 (b) (c)		52,645,618		3,208,961
0.903%, 09/25/22 (b) (c)		41,771,770		2,495,989	��
1.512%, 06/25/22 (b) (c)		16,691,182		1,638,356
1.557%, 12/25/18 (b) (c)		24,860,172		1,638,236
1.743%, 03/25/22 (b) (c)		12,156,541		1,318,207
1.751%, 08/25/16 (b) (c)		12,016,562		374,676
1.783%, 05/25/19 (b) (c)		20,468,017		1,647,266
2.637%, 01/25/23		12,385,000		11,631,137
3.060%, 07/25/23 (b)		6,340,000		6,105,984
3.300%, 04/25/23 (b)		8,770,000		8,635,845
3.458%, 08/25/23 (b)		3,985,000		3,960,014
Ginnie Mae (CMO)
1.015%, 02/16/53 (b) (c)		27,964,765		2,053,844
Ginnie Mae I 15 Yr. Pool
7.500%, 12/15/14		9,254		9,378
8.500%, 01/15/17		4,464		4,552
8.500%, 03/15/17		1,172		1,177
8.500%, 11/15/21		3,036		3,050
9.000%, 10/15/16		1,691		1,699
Ginnie Mae I 30 Yr. Pool
3.500%, 02/15/42		495,878		501,518
3.500%, 04/15/42		674,433		682,102
3.500%, 05/15/42		594,313		601,073
3.500%, 08/15/42		917,027		926,557
3.500%, 11/15/42		694,129		701,893
3.500%, 12/15/42		1,967,460		1,989,457
Agency Sponsored Mortgage-Backed—(Continued)
Ginnie Mae I 30 Yr. Pool
3.500%, 01/15/43		793,070		801,935
3.500%, 02/15/43		1,276,505		1,290,809
3.500%, 03/15/43		653,711		660,471
3.500%, 04/15/43		2,479,480		2,507,371
3.500%, 05/15/43		4,682,678		4,735,429
3.500%, 06/15/43		1,176,078		1,189,353
3.500%, 07/15/43		3,957,552		4,002,280
4.000%, 12/15/41		183,615		191,084
4.000%, 05/15/42		156,565		162,913
4.000%, 09/15/42		20,528,122		21,401,049
4.500%, 02/15/42		35,071,510		37,656,439
4.500%, TBA (a)		17,300,000		18,458,289
5.000%, 12/15/38		1,001,193		1,088,720
5.000%, 07/15/39		2,582,746		2,802,546
5.000%, 12/15/40		3,484,913		3,786,014
5.000%, TBA (a)		26,700,000		28,939,254
5.500%, 04/15/33		72,702		80,487
5.500%, TBA (a)		12,500,000		13,728,515
6.500%, 04/15/33		55,834		62,316
8.000%, 11/15/29		6,441		6,579
8.500%, 05/15/17		589		592
8.500%, 05/15/22		1,374		1,464
Ginnie Mae II 30 Yr. Pool
3.000%, TBA (a)		37,600,000		36,328,063
3.500%, TBA (a)		58,500,000		59,014,162
4.000%, 11/20/43		78,046,258		81,338,817
4.500%, 05/20/41		34,679,678		37,226,414
4.500%, 06/20/41		3,369,009		3,616,422
4.500%, 07/20/41		2,077,215		2,229,762
5.000%, 10/20/33		2,328,922		2,554,501
5.000%, 10/20/39		1,048,206		1,147,875
				1,379,655,484
Federal Agencies—0.2%
Federal National Mortgage Association
5.125%, 01/02/14		7,095,000		7,095,894
U.S. Treasury—15.7%
U.S. Treasury Bonds
2.750%, 08/15/42		11,015,000		8,727,669
2.750%, 11/15/42		465,000		367,641
3.750%, 11/15/43		83,265,000		80,480,785
U.S. Treasury Inflation Indexed Bonds
0.750%, 02/15/42		14,352,369		11,537,956
U.S. Treasury Inflation Indexed Notes
0.125%, 01/15/23		7,412,094		7,000,375
0.375%, 07/15/23		49,921,054		48,146,510
U.S. Treasury Notes
0.250%, 05/31/15		29,515,000		29,528,843
0.250%, 11/30/15 (d)		16,660,000		16,626,813
0.500%, 12/15/16 (d)		118,365,000		117,884,201
1.000%, 11/30/19 (e)		91,390,000		85,870,866
1.250%, 11/30/18		37,927,800		37,115,917
1.500%, 12/31/18		33,600,000		33,222,000
1.625%, 11/15/22		6,432,200		5,806,064

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—(Continued)

Security Description	Principal Amount*		Value
U.S. Treasury—(Continued)
U.S. Treasury Notes
2.000%, 11/30/20		43,625,000	$	42,466,233
2.750%, 11/15/23		79,760,000		78,027,693
				602,809,566
Total U.S. Treasury & Government Agencies (Cost $2,020,929,340)				1,989,560,944
Corporate Bonds & Notes—24.2%
Agriculture—0.3%
Altria Group, Inc.
4.000%, 01/31/24 (f)		2,617,000		2,557,892
Philip Morris International, Inc.
1.875%, 01/15/19 (f)		5,706,000		5,576,206
4.875%, 11/15/43		1,871,000		1,853,469
				9,987,567
Airlines—0.2%
United Continental Holdings, Inc.
6.000%, 07/15/28		2,120,000		1,786,100
8.000%, 07/15/24 (f)		6,465,000		6,484,395
				8,270,495
Auto Manufacturers—0.1%
General Motors Co.
4.875%, 10/02/23 (144A) (f)		2,350,000		2,379,375
6.250%, 10/02/43 (144A)		1,410,000		1,464,637
Jaguar Land Rover Automotive plc
8.250%, 03/15/20 (GBP)		220,000		412,580
				4,256,592
Auto Parts & Equipment—0.0%
Servus Luxembourg Holding SCA
7.750%, 06/15/18 (EUR)		115,000		166,432
Banks—4.5%
ABN Amro Bank NV
6.375%, 04/27/21 (EUR)		880,000		1,398,849
Bank of America Corp.
2.600%, 01/15/19		4,726,000		4,746,861
3.300%, 01/11/23		16,510,000		15,622,868
3.700%, 09/01/15		12,180,000		12,731,888
4.100%, 07/24/23 (f)		13,875,000		13,933,872
Bank of New York Mellon Corp. (The)
2.100%, 01/15/19		7,550,000		7,483,560
Caixa Economica Federal
2.375%, 11/06/17 (144A)		4,670,000		4,337,263
Citigroup, Inc.
3.375%, 03/01/23		11,270,000		10,712,304
4.450%, 01/10/17		2,290,000		2,481,900
Commerzbank AG
6.375%, 03/22/19 (EUR)		2,300,000		3,499,963
Banks—(Continued)
Cooperatieve Centrale Raiffeisen-Boerenleenbank BA
5.750%, 12/01/43 (f)		1,338,000		1,418,395
Discover Bank
7.000%, 04/15/20 (f)		1,678,000		1,951,492
Goldman Sachs Group, Inc. (The)
1.838%, 11/29/23 (b)		7,855,000		7,976,548
3.625%, 02/07/16		3,045,000		3,195,667
3.625%, 01/22/23 (f)		9,055,000		8,768,437
5.750%, 01/24/22		2,466,000		2,775,947
HSBC Bank Brasil S.A. - Banco Multiplo
4.000%, 05/11/16 (144A)		13,340,000		13,556,775
JPMorgan Chase & Co.
3.200%, 01/25/23		1,740,000		1,649,565
3.250%, 09/23/22		3,110,000		2,980,378
4.750%, 03/01/15		6,090,000		6,371,486
Morgan Stanley
3.450%, 11/02/15		9,985,000		10,393,446
3.750%, 02/25/23 (f)		7,480,000		7,278,526
3.800%, 04/29/16		2,730,000		2,887,876
5.000%, 11/24/25		8,360,000		8,384,996
State Street Capital Trust IV
1.243%, 06/01/77 (b)		420,000		317,310
US Bancorp
1.950%, 11/15/18		7,250,000		7,211,118
Wells Fargo & Co.
1.500%, 07/01/15		3,045,000		3,087,819
2.150%, 01/15/19		2,688,000		2,679,581
5.375%, 11/02/43		2,540,000		2,600,975
				172,435,665
Beverages—0.0%
PepsiCo, Inc.
3.600%, 08/13/42		1,100,000		905,418
Biotechnology—0.4%
Amgen, Inc.
5.150%, 11/15/41		2,330,000		2,321,346
5.650%, 06/15/42		4,045,000		4,283,801
Life Technologies Corp.
6.000%, 03/01/20		6,995,000		8,037,402
				14,642,549
Building Materials—0.0%
Buzzi Unicem S.p.A.
6.250%, 09/28/18 (EUR)		140,000		216,441
Chemicals—0.6%
LYB International Finance BV
5.250%, 07/15/43		46,000		46,241
LyondellBasell Industries NV
5.000%, 04/15/19		19,662,000		21,837,030
Rain CII Carbon LLC / CII Carbon Corp
8.500%, 01/15/21 (EUR)		260,000		363,047
				22,246,318

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Coal—0.1%
CONSOL Energy, Inc.
8.250%, 04/01/20		743,000	$	804,297
Peabody Energy Corp.
6.000%, 11/15/18 (f)		497,000		529,305
6.250%, 11/15/21 (f)		2,913,000		2,942,130
				4,275,732
Commercial Services—0.3%
EC Finance plc
9.750%, 08/01/17 (EUR)		247,000		370,284
La Financiere Atalian S.A.
7.250%, 01/15/20 (EUR)		230,000		335,168
TMF Group Holding B.V.
9.875%, 12/01/19 (EUR)		250,000		372,051
United Rentals North America, Inc.
7.625%, 04/15/22		8,490,000		9,434,512
Verisure Holding AB
8.750%, 12/01/18 (EUR)		230,000		342,515
				10,854,530
Computers—0.1%
International Business Machines Corp.
3.375%, 08/01/23		5,595,000		5,451,231
Diversified Financial Services—0.6%
Discover Financial Services
3.850%, 11/21/22		2,178,000		2,065,114
Ford Motor Credit Co. LLC
4.375%, 08/06/23 (f)		1,902,000		1,912,193
5.000%, 05/15/18 (f)		11,145,000		12,414,516
Lehman Brothers Holdings, Inc.
6.750%, 12/28/17 (g) (h)		4,775,000		477
Novus USA Trust
1.538%, 02/28/14 (144A) (b)		8,330,000		8,340,383
				24,732,683
Electric—1.4%
Cleveland Electric Illuminating Co. (The)
5.950%, 12/15/36		2,527,000		2,573,087
8.875%, 11/15/18		1,390,000		1,758,133
Dominion Gas Holdings LLC
4.800%, 11/01/43 (144A)		486,000		469,887
Dominion Resources, Inc.
1.950%, 08/15/16		6,100,000		6,200,937
Duke Energy Carolinas LLC
4.250%, 12/15/41		3,680,000		3,426,522
Duke Energy Florida, Inc.
6.400%, 06/15/38		1,300,000		1,602,835
Energy Future Intermediate Holding Co. LLC / EFIH Finance, Inc.
10.000%, 12/01/20		18,170,000		19,305,625
Georgia Power Co.
3.000%, 04/15/16		5,930,000		6,181,331
Jersey Central Power & Light Co.
7.350%, 02/01/19		2,335,000		2,757,416
Electric—(Continued)
MidAmerican Energy Holdings Co.
6.500%, 09/15/37		4,650,000		5,401,161
PacifiCorp
4.100%, 02/01/42		2,700,000		2,439,064
Southern Co. (The)
1.950%, 09/01/16		2,603,000		2,656,408
				54,772,406
Electronics—0.3%
Rexel S.A.
5.125%, 06/15/20 (EUR)		2,047,000		2,958,549
Thermo Fisher Scientific, Inc.
2.400%, 02/01/19		6,712,000		6,649,518
5.300%, 02/01/44		511,000		516,710
Trionista Holdco GmbH
5.000%, 04/30/20 (EUR)		306,000		432,541
Trionista TopCo GmbH
6.875%, 04/30/21 (EUR)		131,000		190,129
				10,747,447
Engineering & Construction—0.1%
Odebrecht Offshore Drilling Finance, Ltd.
6.750%, 10/01/22 (144A)		3,222,596		3,298,327
Entertainment—0.0%
Gala Group Finance plc
8.875%, 09/01/18 (GBP)		210,000		374,533
GLP Capital L.P. / GLP Financing II, Inc.
4.375%, 11/01/18 (144A)		264,000		269,940
4.875%, 11/01/20 (144A)		415,000		415,000
				1,059,473
Food—0.2%
Bakkavor Finance 2 plc
8.750%, 06/15/20 (GBP)		180,000		324,898
WM Wrigley Jr. Co. 2.900%, 10/21/19 (144A)		6,381,000		6,328,248
				6,653,146
Forest Products & Paper—0.4%
International Paper Co. 4.750%, 02/15/22 (f)		15,469,000		16,218,024
Healthcare - Products—0.4%
Boston Scientific Corp. 2.650%, 10/01/18 (f)		8,781,000		8,840,737
Edwards Lifesciences Corp. 2.875%, 10/15/18		6,676,000		6,637,039
IDH Finance plc 6.000%, 12/01/18 (GBP)		209,000		349,555
Ontex IV S.A. 9.000%, 04/15/19 (EUR)		240,000		358,232
				16,185,563

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Healthcare - Services—0.8%
Coventry Health Care, Inc. 5.450%, 06/15/21		4,598,000	$	5,115,850
HCA, Inc. 7.250%, 09/15/20		8,300,000		9,047,000
Priory Group No. 3 plc 7.000%, 02/15/18 (GBP)		270,000		470,579
Tenet Healthcare Corp. 6.250%, 11/01/18 (f)		4,710,000		5,216,325
UnitedHealth Group, Inc. 3.375%, 11/15/21		1,560,000		1,540,751
WellPoint, Inc.
1.875%, 01/15/18		5,170,000		5,112,153
2.300%, 07/15/18		4,280,000		4,246,034
				30,748,692
Holding Companies - Diversified—0.0%
Odeon & UCI Finco plc 9.000%, 08/01/18 (GBP)		109,000		182,304
Home Furnishings—0.0%
DFS Furniture Holdings plc 7.625%, 08/15/18 (GBP)		215,000		380,261
Magnolia BC S.A. 9.000%, 08/01/20 (EUR)		100,000		144,531
				524,792
Household Products/Wares—0.4%
Reynolds Group Issuer, Inc. / Reynolds Group Issuer LLC / Reynolds Group Issuer Lu
6.875%, 02/15/21 (f)		8,495,000		9,153,362
7.875%, 08/15/19		5,195,000		5,740,475
				14,893,837
Insurance—1.5%
American International Group, Inc.
3.375%, 08/15/20 (f)		6,820,000		6,859,665
3.800%, 03/22/17		9,900,000		10,572,200
4.125%, 02/15/24		3,964,000		3,941,021
5.450%, 05/18/17		3,540,000		3,956,729
8.175%, 05/15/68 (b)		3,600,000		4,356,000
Manulife Financial Corp. 3.400%, 09/17/15		1,510,000		1,571,803
Muenchener Rueckversicherungs AG 6.000%, 05/26/41 (EUR) (b)		900,000		1,432,054
Prudential Financial, Inc.
4.500%, 11/15/20 (f)		2,500,000		2,681,980
4.750%, 09/17/15		4,010,000		4,273,224
5.375%, 06/21/20 (f)		3,000,000		3,390,339
5.875%, 09/15/42 (b) (f)		1,013,000		1,029,461
7.375%, 06/15/19		3,860,000		4,738,872
XL Group plc 6.500%, 04/15/17 (b)		7,400,000		7,279,750
Insurance—(Continued)
XLIT, Ltd.
2.300%, 12/15/18		1,913,000		1,878,927
5.250%, 12/15/43 (f)		871,000		876,834
				58,838,859
Internet—0.0%
Cerved Group S.p.A. 8.000%, 01/15/21 (EUR)		230,000		334,858
Leisure Time—0.0%
Carnival Corp. 3.950%, 10/15/20		1,087,000		1,087,839
Cirsa Funding Luxembourg S.A. 8.750%, 05/15/18 (EUR)		268,000		390,809
				1,478,648
Lodging—0.3%
Paris Las Vegas Holding LLC
8.000%, 10/01/20 (144A) (f)		4,526,000		4,707,040
11.000%, 10/01/21 (144A) (f)		5,018,000		5,143,450
				9,850,490
Media—2.2%
CBS Corp.
4.625%, 05/15/18 (f)		1,525,000		1,653,222
5.750%, 04/15/20		770,000		864,343
8.875%, 05/15/19		2,705,000		3,458,424
Comcast Cable Communications LLC 8.500%, 05/01/27		2,400,000		3,150,074
Comcast Corp.
4.650%, 07/15/42		5,987,000		5,571,526
5.875%, 02/15/18		2,684,000		3,078,532
COX Communications, Inc.
4.700%, 12/15/42 (144A)		2,559,000		2,149,115
8.375%, 03/01/39 (144A)		9,635,000		11,685,078
DIRECTV Holdings LLC / DIRECTV Financing Co., Inc.
3.800%, 03/15/22 (f)		2,555,000		2,454,425
5.000%, 03/01/21		5,360,000		5,630,728
5.150%, 03/15/42		4,620,000		4,149,231
NBCUniversal Enterprise, Inc. 5.250%, 12/19/49 (144A)		4,100,000		4,059,000
NBCUniversal Media LLC
4.375%, 04/01/21		1,990,000		2,106,260
4.450%, 01/15/43		3,594,000		3,219,591
5.150%, 04/30/20		6,628,000		7,408,421
Time Warner Cable, Inc. 8.250%, 04/01/19		14,647,000		17,159,034
8.750%, 02/14/19 (f)		6,070,000		7,240,551
Unitymedia Kabel BW GmbH
9.500%, 03/15/21 (EUR)		270,000		431,207
				85,468,762

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description		Principal Amount*		Value
Metal Fabricate/Hardware—0.0%
Eco-Bat Finance plc
7.750%, 02/15/17 (EUR)			230,000	$	330,649
	��
Mining—0.4%
BHP Billiton Finance USA, Ltd.
3.850%, 09/30/23			5,849,000		5,874,373
5.000%, 09/30/43			2,296,000		2,334,437
Novelis, Inc.
8.750%, 12/15/20 (f)			7,985,000		8,883,313
					17,092,123
Miscellaneous Manufacturing—0.0%
GCL Holdings SCA
9.375%, 04/15/18 (EUR)			220,000		326,866
Oil & Gas—3.3%
Apache Corp.
4.250%, 01/15/44 (f)			2,555,000		2,297,119
4.750%, 04/15/43			1,490,000		1,445,219
BP Capital Markets plc
2.750%, 05/10/23			5,810,000		5,305,088
Laredo Petroleum, Inc.
7.375%, 05/01/22 (f)			3,500,000		3,797,500
Linn Energy LLC / Linn Energy Finance Corp.
7.000%, 11/01/19 (144A) (f)			4,115,000		4,156,150
MEG Energy Corp.
6.500%, 03/15/21 (144A) (f)			8,548,000		8,996,770
Murphy Oil Corp.
2.500%, 12/01/17 (f)			6,472,000		6,511,356
3.700%, 12/01/22			3,406,000		3,147,161
Nexen, Inc.
5.875%, 03/10/35			280,000		299,031
Noble Energy, Inc.
4.150%, 12/15/21 (f)			3,040,000		3,125,877
5.250%, 11/15/43			4,025,000		4,021,712
6.000%, 03/01/41			3,290,000		3,517,918
8.250%, 03/01/19			3,001,000		3,730,081
Noble Holding International, Ltd.
5.250%, 03/15/42			1,295,000		1,242,529
Petrobras International Finance Co.
3.875%, 01/27/16			8,145,000		8,384,968
Range Resources Corp.
5.750%, 06/01/21 (f)			135,000		143,100
Shell International Finance BV
2.000%, 11/15/18 (f)			6,640,000		6,644,190
4.550%, 08/12/43			5,885,000		5,739,894
Statoil ASA
2.900%, 11/08/20			7,535,000		7,485,698
Total Capital International S.A.
3.700%, 01/15/24			5,940,000		5,873,318
Transocean, Inc.
2.500%, 10/15/17			9,875,000		9,979,616
5.050%, 12/15/16			5,690,000		6,285,578
6.000%, 03/15/18 (f)			14,428,000		16,180,223
6.500%, 11/15/20 (f)			4,265,000		4,870,374
6.800%, 03/15/38			2,495,000		2,776,967
					125,957,437
Oil & Gas Services—0.1%
Schlumberger Investment S.A.
3.650%, 12/01/23			2,451,000		2,429,659
Packaging & Containers—0.1%
Ardagh Glass Finance plc
8.750%, 02/01/20 (EUR)			133,000		193,946
Ardagh Packaging Finance plc
9.250%, 10/15/20 (EUR)			109,000		163,072
Rock Tenn Co.
4.000%, 03/01/23			1,791,000		1,710,568
					2,067,586
Pharmaceuticals—0.4%
AbbVie, Inc.
4.400%, 11/06/42			4,570,000		4,262,320
Actavis, Inc.
4.625%, 10/01/42 (f)			4,570,000		4,157,786
Bristol-Myers Squibb Co.
4.500%, 03/01/44			5,231,000		5,010,466
Teva Pharmaceutical Finance Co. B.V.
3.650%, 11/10/21			2,000,000		1,961,640
					15,392,212
Pipelines—1.1%
Energy Transfer Partners L.P.
4.150%, 10/01/20			10,165,000		10,313,216
Enterprise Products Operating LLC
4.450%, 02/15/43			2,945,000		2,601,365
Kinder Morgan Energy Partners L.P.
4.150%, 02/01/24 (f)			9,045,000		8,750,775
TransCanada PipeLines, Ltd.
3.750%, 10/16/23 (f)			2,865,000		2,792,395
Western Gas Partners L.P.
4.000%, 07/01/22			3,048,000		2,909,075
5.375%, 06/01/21			4,913,000		5,263,292
Williams Cos., Inc. (The)
3.700%, 01/15/23 (f)			9,335,000		8,147,663
7.875%, 09/01/21			2,186,000		2,520,701
					43,298,482
Real Estate—0.1%
Realogy Group LLC
7.875%, 02/15/19 (144A) (f)			4,118,000		4,519,505
Real Estate Investment Trusts—0.0%
Ventas Realty L.P. / Ventas Capital Corp.
2.700%, 04/01/20			1,454,000		1,390,316
Retail—0.3%
CVS Caremark Corp.
5.300%, 12/05/43			929,000		960,737
Enterprise Inns plc
6.500%, 12/06/18 (GBP)			296,000		508,542
House of Fraser Funding plc
8.875%, 08/15/18 (GBP)			278,000		502,937

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Retail—(Continued)
QVC, Inc.
7.500%, 10/01/19 (144A)		4,045,000	$	4,359,891
Unique Pub Finance Co. plc (The)
5.659%, 06/30/27 (GBP)		195,835		317,808
Wal-Mart Stores, Inc.
4.000%, 04/11/43		3,337,000		2,969,873
				9,619,788
Software—0.0%
First Data Corp.
7.375%, 06/15/19 (144A)		1,245,000		1,329,038
Oracle Corp.
3.625%, 07/15/23		302,000		299,574
				1,628,612
Storage/Warehousing—0.0%
Algeco Scotsman Global Finance plc
9.000%, 10/15/18 (EUR)		230,000		342,515
Telecommunications—3.1%
America Movil S.A.B. de C.V.
2.375%, 09/08/16		7,975,000		8,207,631
AT&T, Inc.
2.375%, 11/27/18 (f)		3,846,000		3,849,300
CC Holdings GS V LLC / Crown Castle GS III Corp.
3.849%, 04/15/23		4,386,000		4,105,748
Intelsat Jackson Holdings S.A.
7.250%, 04/01/19		4,886,000		5,276,880
Level 3 Financing, Inc.
8.125%, 07/01/19		5,270,000		5,770,650
MetroPCS Wireless, Inc.
7.875%, 09/01/18 (f)		270,000		289,913
Phones4u Finance plc
9.500%, 04/01/18 (GBP)		190,000		333,115
Sprint Communications, Inc.
9.000%, 11/15/18 (144A)		10,180,000		12,266,900
Sprint Corp.
7.875%, 09/15/23 (144A)		3,535,000		3,800,125
T-Mobile USA, Inc.
6.464%, 04/28/19		410,000		435,625
6.633%, 04/28/21 (f)		1,345,000		1,415,612
6.731%, 04/28/22		1,295,000		1,350,037
6.836%, 04/28/23 (f)		410,000		425,375
Telenet Finance V Luxembourg SCA
6.750%, 08/15/24 (EUR)		320,000		468,068
Verizon Communications, Inc.
3.650%, 09/14/18		15,505,000		16,413,035
3.850%, 11/01/42 (f)		19,771,000		16,149,032
4.500%, 09/15/20		3,340,000		3,575,690
5.150%, 09/15/23		7,259,000		7,793,930
6.550%, 09/15/43		21,422,000		25,062,862
Virgin Media Secured Finance plc
6.000%, 04/15/21 (GBP)		240,000		408,357
				117,397,885
Transportation—0.1%
Burlington Northern Santa Fe LLC
3.000%, 03/15/23		1,750,000		1,629,707
Gategroup Finance Luxembourg S.A.
6.750%, 03/01/19 (EUR)		230,000		335,237
				1,964,944
Total Corporate Bonds & Notes (Cost $929,630,007)				933,455,860
Asset-Backed Securities—20.6%
Asset-Backed - Automobile—6.7%
AmeriCredit Automobile Receivables Trust
1.520%, 01/08/19		1,595,000		1,589,421
1.660%, 09/10/18		1,400,000		1,404,847
1.690%, 11/08/18		2,687,000		2,682,736
2.290%, 11/08/19		845,000		845,024
2.420%, 05/08/18		3,450,000		3,511,441
2.640%, 10/10/17		3,470,000		3,568,340
2.720%, 09/09/19		860,000		870,101
3.310%, 10/08/19		2,010,000		2,038,192
3.440%, 10/08/17		5,300,000		5,486,671
AUTO ABS SRL
2.800%, 04/27/25 (EUR)		4,179,023		5,793,877
Capital Auto Receivables Asset Trust
1.740%, 10/22/18		6,080,000		6,004,286
Chesapeake Funding LLC
1.768%, 11/07/23 (144A) (b)		3,230,000		3,242,549
2.168%, 11/07/23 (144A) (b)		2,075,000		2,083,036
Chrysler Capital Auto Receivables Trust
0.560%, 12/15/16 (144A)		5,250,000		5,249,993
0.850%, 05/15/18 (144A)		4,595,000		4,594,569
1.270%, 03/15/19 (144A)		3,175,000		3,175,048
1.780%, 06/17/19 (144A)		1,455,000		1,454,819
2.240%, 09/16/19 (144A)		1,515,000		1,514,555
2.890%, 10/15/20 (144A)		1,485,000		1,484,518
Credit Acceptance Auto Loan Trust
1.210%, 10/15/20 (144A)		2,740,000		2,741,899
1.500%, 04/15/21 (144A)		2,870,000		2,869,317
1.520%, 03/16/20 (144A)		4,950,000		4,963,905
1.830%, 04/15/21 (144A)		2,350,000		2,333,888
2.200%, 09/16/19 (144A)		10,500,000		10,573,468
DT Auto Owner Trust
2.260%, 10/16/17 (144A)		872,843		873,451
2.720%, 04/17/17 (144A)		200,000		201,617
3.380%, 10/16/17 (144A)		1,920,000		1,930,312
3.500%, 04/17/17 (144A)		620,000		621,296
4.030%, 02/15/17 (144A)		868,345		869,396
4.940%, 07/16/18 (144A)		4,500,000		4,641,813
Hyundai Auto Receivables Trust
2.610%, 05/15/18		5,570,000		5,717,527
Prestige Auto Receivables Trust
1.090%, 02/15/18 (144A)		7,668,384		7,688,329
1.330%, 05/15/19 (144A)		6,000,000		5,990,676
5.180%, 07/16/18 (144A)		3,900,000		4,017,554

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

Asset-Backed Securities—(Continued)

Security Description	Principal Amount*		Value
Asset-Backed - Automobile—(Continued)
Santander Drive Auto Receivables Trust
1.190%, 05/15/18		8,640,000	$	8,601,716
1.210%, 10/16/17 (144A)		10,680,000		10,690,146
1.330%, 05/15/17		4,230,000		4,242,030
1.480%, 05/15/17 (144A)		786,528		786,919
1.550%, 10/15/18		12,295,000		12,275,057
1.560%, 08/15/18		4,885,000		4,918,115
1.780%, 11/15/18 (144A)		19,900,000		19,846,449
1.890%, 10/15/19 (144A)		6,435,000		6,476,699
1.940%, 12/15/16		7,860,000		7,932,304
1.940%, 03/15/18		4,535,000		4,571,357
2.250%, 06/17/19		5,820,000		5,800,101
2.700%, 08/15/18		2,330,000		2,393,406
2.720%, 05/16/16		2,410,000		2,436,751
2.940%, 12/15/17		2,600,000		2,675,803
3.010%, 04/16/18		10,710,000		11,021,779
3.120%, 10/15/19 (144A)		2,490,000		2,553,766
3.200%, 02/15/18		16,830,000		17,297,066
3.250%, 01/15/20		4,140,000		4,253,130
3.780%, 11/15/17		3,250,000		3,360,230
3.780%, 10/15/19 (144A)		1,625,000		1,675,196
4.670%, 01/15/20 (144A)		9,110,000		9,353,674
				255,790,165
Asset-Backed - Credit Card—0.8%
CHLUPA Trust
3.326%, 08/15/20 (144A)		7,346,169		7,355,352
World Financial Network Credit Card Master Trust
2.150%, 04/17/23		13,085,000		12,733,733
2.230%, 08/15/22		10,290,000		10,197,760
				30,286,845
Asset-Backed - Home Equity—0.1%
GSAA Home Equity Trust
0.445%, 10/25/35 (b)		5,209,998		4,751,487
Option One Mortgage Loan Trust
1.290%, 11/25/32 (b)		204,571		184,658
				4,936,145
Asset-Backed - Other—7.8%
Alm Loan Funding
1.691%, 01/20/26 (144A) (b)		5,940,000		5,933,852
Apidos CDO
1.689%, 01/19/25 (144A) (b)		4,890,000		4,882,103
Battalion CLO, Ltd.
1.689%, 10/22/25 (144A) (b)		5,205,000		5,169,533
Benefit Street Partners CLO II, Ltd.
1.472%, 07/15/24 (144A) (b)		2,240,000		2,214,616
Carlyle Global Market Strategies, Ltd.
1.632%, 01/20/25 (144A) (b)		16,220,000		16,206,440
Cavalary CLO II
2.244%, 01/17/24 (144A) (b)		8,510,000		8,353,067
Cent CLO 19, Ltd.
1.567%, 10/29/25 (144A) (b)		5,695,000		5,643,648
Asset-Backed - Other—(Continued)
Chase Funding Trust
6.333%, 04/25/32		974,968		995,729
CT CDO IV, Ltd.
0.477%, 10/20/43 (144A) (b)		4,263,954		4,042,868
First Franklin Mortgage Loan Trust
0.375%, 12/25/36 (b)		15,028,032		7,686,358
Ford Credit Floorplan Master Owner Trust
1.667%, 01/15/16 (b)		2,450,000		2,451,027
2.090%, 09/15/16		4,405,000		4,430,945
2.267%, 01/15/16 (b)		4,460,000		4,462,226
2.860%, 01/15/19		1,125,000		1,153,919
3.500%, 01/15/19		1,980,000		2,053,484
GT Loan Financing I, Ltd.
1.472%, 10/28/24 (144A) (b)		5,670,000		5,615,517
HLSS Servicer Advance Receivables Backed Notes
1.183%, 08/15/44 (144A)		8,215,000		8,205,142
1.247%, 01/15/44 (144A)		6,660,000		6,658,002
1.287%, 09/15/44 (144A)		6,230,000		6,226,262
1.495%, 05/16/44 (144A)		1,175,000		1,170,652
1.495%, 01/16/46 (144A)		13,660,000		13,609,458
1.793%, 05/15/46 (144A)		17,550,000		17,170,920
1.979%, 08/15/46 (144A)		3,155,000		3,156,577
1.990%, 10/15/45 (144A)		3,745,000		3,769,717
2.480%, 10/15/45 (144A)		3,840,000		3,874,944
ING Investment Management Co.
1.686%, 01/18/26 (144A) (b)		6,925,000		6,925,000
1.774%, 10/15/22 (144A) (b)		3,395,000		3,395,295
Jamestown CLO I, Ltd.
1.668%, 11/05/24 (144A) (b)		500,000		494,752
JG Wentworth XX LLC
5.560%, 07/15/59 (144A)		11,591,309		12,931,659
JG Wentworth XXI LLC
4.070%, 01/15/48 (144A)		2,004,378		2,107,309
JG Wentworth XXII LLC
3.820%, 12/15/48 (144A)		4,095,204		4,259,180
KKR Financial CLO, Ltd.
1.394%, 07/15/25 (144A) (b)		4,895,000		4,800,218
Knollwood CDO, Ltd.
3.443%, 01/10/39 (144A) (b) (i)		734,438		7
Merrill Lynch First Franklin Mortgage Loan Trust
0.405%, 05/25/37 (b)		15,255,687		9,407,831
Nationstar Mortgage Advance Receivable Trust
1.080%, 06/20/44 (144A)		9,870,000		9,863,737
1.679%, 06/20/46 (144A)		14,045,000		14,023,654
Northwoods Capital Corp. / Northwoods Capital, Ltd.
1.666%, 01/18/24 (144A) (b)		5,070,000		5,061,219
2.496%, 01/18/24 (144A) (b)		4,820,000		4,827,466
Octagon Investment Partners XVI, Ltd.
1.392%, 07/17/25 (144A) (b)		5,600,000		5,513,620
OHA Loan Funding, Ltd.
1.680%, 08/23/24 (144A) (b)		5,670,000		5,621,499
OZLM Funding IV, Ltd.
1.739%, 07/22/25 (144A) (b)		9,625,000		9,448,651

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

Asset-Backed Securities—(Continued)

Security Description	Principal Amount*		Value
Asset-Backed - Other—(Continued)
OZLM Funding, Ltd.
1.716%, 10/30/23 (144A) (b)		8,930,000	$	8,907,961
PFS Financing Corp.
1.267%, 02/15/18 (144A) (b)		4,230,000		4,211,896
1.367%, 02/15/16 (144A) (b)		6,350,000		6,354,166
Race Point CLO, Ltd.
1.659%, 11/08/24 (144A) (b)		500,000		497,877
Sound Point CLO, Ltd.
1.653%, 01/21/26 (144A) (b)		2,185,000		2,185,000
SpringCastle America Funding LLC
3.750%, 04/03/21 (144A)		15,440,546		15,469,561
Vibrant CLO, Ltd.
1.724%, 07/17/24 (144A) (b)		16,240,000		16,165,280
2.644%, 07/17/24 (144A) (b)		3,060,000		3,071,331
				300,681,175
Asset-Backed - Student Loan—5.2%
Nelnet Student Loan Trust
0.348%, 08/23/27 (b)		1,190,000		1,161,668
1.888%, 11/25/24 (b)		6,095,000		6,332,614
Scholar Funding Trust
0.817%, 01/30/45 (144A) (b)		17,819,480		17,663,486
1.138%, 10/28/43 (144A) (b)		1,861,102		1,863,117
SLC Private Student Loan Trust 0.414%, 07/15/36 (b)		10,195,000		10,054,543
SLM Private Credit Student Loan Trust
0.423%, 03/15/23 (b)		9,688,302		9,476,215
0.443%, 06/15/21 (b)		6,157,410		6,084,691
0.793%, 12/16/30 (b)		5,222,132		5,090,597
SLM Private Education Loan Trust
0.767%, 08/15/22 (144A) (b)		2,598,973		2,595,005
0.817%, 07/15/22 (144A) (b)		8,088,512		8,084,467
1.017%, 02/15/22 (144A) (b)		8,879,974		8,904,420
1.267%, 08/15/23 (144A) (b)		2,026,098		2,037,560
1.567%, 08/15/25 (144A) (b)		2,756,021		2,782,493
1.567%, 10/15/31 (144A) (b)		3,740,000		3,748,097
1.770%, 05/17/27 (144A)		3,985,000		3,865,243
1.850%, 06/17/30 (144A)		23,220,000		22,392,787
2.090%, 06/15/45 (144A)		4,455,000		4,391,570
2.940%, 10/15/31 (144A)		7,000,000		7,073,773
2.950%, 02/15/46 (144A)		16,045,000		16,366,766
3.310%, 10/15/46 (144A)		12,475,000		12,900,585
3.480%, 10/15/30 (144A)		870,000		908,704
3.740%, 02/15/29 (144A)		1,685,000		1,757,442
3.830%, 01/17/45 (144A)		8,460,000		8,778,189
4.540%, 10/17/44 (144A)		5,040,000		5,413,963
SLM Student Loan Trust
0.819%, 06/26/28 (b)		9,620,000		9,620,231
0.993%, 12/15/25 (144A) (b)		9,185,000		9,108,094
1.938%, 07/25/23 (b)		11,355,000		11,870,120
				200,326,440
Total Asset-Backed Securities (Cost $785,973,661)				792,020,770
Mortgage-Backed Securities—13.6%
Security Description	Principal Amount*		Value
Collateralized Mortgage Obligations—1.2%
Banc of America Alternative Loan Trust 5.500%, 10/25/35		3,417,440	$	3,020,948
Countrywide Alternative Loan Trust
0.357%, 03/20/47 (b)		3,498,376		2,553,336
5.500%, 11/25/35		2,473,767		2,230,239
5.500%, 04/25/37		1,869,933		1,387,836
6.500%, 09/25/37		13,256,120		10,232,452
Countrywide Home Loan Mortgage Pass-Through Trust
0.365%, 04/25/46 (b)		1,305,300		997,436
6.000%, 04/25/36		1,455,942		1,253,039
6.250%, 09/25/36		1,930,407		1,663,754
Credit Suisse Mortgage Capital Certificates
2.533%, 03/27/37 (144A) (b)		1,855,123		1,810,118
2.556%, 08/27/46 (144A) (b)		4,471,072		4,120,920
2.560%, 05/27/36 (144A) (b)		3,943,891		3,621,742
Deutsche Alt-A Securities, Inc. Mortgage Loan Trust 0.315%, 12/25/36 (b)		5,944,589		4,675,568
GSR Mortgage Loan Trust 6.000%, 07/25/37		2,292,889		2,107,986
JP Morgan Mortgage Trust 6.500%, 08/25/36		812,051		707,878
Merrill Lynch Mortgage Investors Trust 2.893%, 05/25/36 (b)		3,748,883		3,087,363
Structured Adjustable Rate Mortgage Loan Trust 8.263%, 04/25/47 (b)		2,554,629		1,939,382
Wells Fargo Mortgage Backed Securities Trust 2.631%, 07/25/36 (b)		1,848,774		1,826,082
				47,236,079
Commercial Mortgage-Backed Securities—12.4%
Banc of America Commercial Mortgage Trust
5.482%, 01/15/49 (b)		630,000		657,792
5.649%, 06/10/49 (b)		13,988,225		15,289,152
Banc of America Merrill Lynch Commercial Mortgage Trust 5.649%, 06/10/49 (b)		194,540		194,349
Banc of America Merrill Lynch Commercial Mortgage, Inc. 4.621%, 07/10/43		5,225,000		5,313,595
Banc of America Re-REMIC Trust 5.010%, 12/20/41 (144A) (b)		6,453,009		6,578,004
BB-UBS Trust 0.596%, 11/05/36 (144A) (b) (c)		85,480,000		4,785,769
Bear Stearns Commercial Mortgage Securities Trust
5.189%, 12/11/38		8,262,218		9,031,133
5.317%, 02/11/44		5,710,143		6,253,040
5.449%, 12/11/40 (b)		780,000		832,851
5.650%, 06/11/50 (b)		5,666,829		6,269,241
CD Mortgage Trust 6.118%, 11/15/44 (b)		661,500		736,895

See accompanying notes to financial statements.

MSF-13

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

Mortgage-Backed Securities—(Continued)

Security Description	Principal Amount*		Value
Commercial Mortgage-Backed Securities—(Continued)
Citigroup Commercial Mortgage Trust
1.308%, 09/10/46 (b) (c)		17,928,432	$	1,331,598
4.131%, 11/10/46		31,000		31,388
4.960%, 05/15/43 (b)		6,750,000		6,825,236
6.132%, 12/10/49 (b)		3,560,000		3,945,811
Commercial Mortgage Pass-Through Certificates
1.055%, 08/10/46 (b) (c)		134,466,756		7,979,930
1.556%, 03/10/46 (b) (c)		66,863,609		5,144,285
1.612%, 03/10/46 (b) (c)		42,026,850		3,750,266
1.684%, 10/13/28 (144A) (b)		7,400,000		7,425,197
1.800%, 01/10/46 (b) (c)		118,901,981		11,404,959
2.231%, 05/15/45 (b) (c)		26,875,736		3,215,628
3.367%, 02/10/28 (144A)		5,610,000		5,333,096
3.400%, 10/05/30 (144A)		4,845,000		4,484,576
4.715%, 10/10/46 (b)		1,565,000		1,622,860
4.798%, 08/10/46 (144A) (b)		2,270,000		2,294,534
5.167%, 06/10/44 (b)		7,050,000		7,402,542
5.347%, 12/10/46		5,320,000		5,811,424
5.543%, 12/11/49 (144A) (b)		2,690,000		2,901,168
Credit Suisse Commercial Mortgage Trust 5.448%, 01/15/49 (b)		75,347		75,197
Credit Suisse First Boston Mortgage Securities Corp. 4.771%, 07/15/37		1,090,000		1,123,126
Credit Suisse Mortgage Capital Certificates 0.437%, 04/15/22 (144A) (b)		7,130,000		6,849,584
DBRR Trust
1.636%, 12/18/49 (144A) (b)		4,407,355		4,414,243
5.733%, 06/17/49 (144A) (b)		3,160,000		3,444,251
Del Coronado Trust 5.167%, 03/15/18 (144A) (b)		4,330,000		4,345,155
Extended Stay America Trust
2.675%, 12/05/31 (144A)		3,210,000		3,135,958
2.958%, 12/05/31 (144A)		4,640,000		4,502,633
FREMF Mortgage Trust
3.165%, 04/25/46 (144A) (b)		665,000		621,812
3.562%, 08/25/45 (144A) (b)		4,535,000		4,410,895
3.656%, 10/25/45 (144A) (b)		3,440,000		3,157,084
3.741%, 04/25/45 (144A) (b)		3,990,000		3,776,830
4.023%, 11/25/44 (144A) (b)		769,500		744,080
GE Capital Commercial Mortgage Corp. 4.578%, 06/10/48		2,088,654		2,107,483
Greenwich Capital Commercial Mortgage Trust
5.736%, 12/10/49		2,210,000		2,468,046
5.867%, 12/10/49 (b)		3,255,000		3,566,595
GS Mortgage Securities Corp. II
1.766%, 02/10/46 (b) (c)		108,614,253		11,601,740
3.249%, 11/08/29 (144A) (b) (c)		59,510,000		2,744,137
3.435%, 12/10/27 (144A) (b)		9,462,358		8,233,709
GS Mortgage Securities Corp. Trust
2.933%, 06/05/31 (144A)		2,515,000		2,512,530
3.551%, 04/10/34 (144A)		8,321,000		8,181,324
3.633%, 06/05/31 (144A)		965,000		967,843
Commercial Mortgage-Backed Securities—(Continued)
GS Mortgage Securities Trust
5.591%, 11/10/39		1,830,000		2,005,830
5.622%, 11/10/39		3,595,000		3,520,893
5.804%, 08/10/45 (b)		6,314,952		6,932,567
Hilton USA Trust
1.668%, 11/05/30 (144A) (b) (c)		64,000,000		1,066,496
4.407%, 11/05/30		2,790,000		2,792,277
5.222%, 11/05/30 (144A) (b)		7,860,000		7,904,535
JP Morgan Chase Commercial Mortgage Securities Corp.
1.945%, 12/15/47 (b) (c)		9,933,481		1,038,009
4.158%, 01/12/39 (144A)		1,283,999		1,287,733
JP Morgan Chase Commercial Mortgage Securities Trust
0.587%, 04/15/46 (b) (c)		4,900,000		218,290
1.043%, 08/15/46 (b) (c)		75,866,326		3,847,864
1.587%, 04/15/46 (b) (c)		27,858,171		2,658,951
2.013%, 06/15/45 (b) (c)		24,755,909		2,433,481
3.958%, 04/15/46 (b)		2,230,000		2,047,236
4.161%, 12/15/47 (b)		2,165,000		2,042,996
5.372%, 05/15/47		1,220,000		1,288,919
5.431%, 06/12/47 (b)		11,722,114		12,852,196
5.439%, 01/15/49		8,482,429		9,347,595
5.445%, 12/12/44 (b)		3,600,000		3,865,514
5.447%, 06/12/47		883,054		893,183
5.806%, 06/15/49 (b)		1,415,673		1,512,927
5.850%, 02/15/51 (b)		10,789,379		12,110,160
5.951%, 06/15/43 (144A)		8,060,000		9,189,641
LB Commercial Mortgage Trust 5.884%, 07/15/44 (b)		1,515,000		1,681,788
LB-UBS Commercial Mortgage Trust
5.205%, 04/15/30 (b)		3,610,000		3,737,440
5.347%, 11/15/38		7,141,255		7,840,805
5.866%, 09/15/45 (b)		8,557,202		9,490,434
6.164%, 09/15/45 (b)		2,580,000		2,948,927
Merrill Lynch Mortgage Trust
5.280%, 11/12/37 (b)		5,045,000		5,305,842
5.859%, 06/12/50 (b)		3,331,496		3,565,963
Morgan Stanley Bank of America Merrill Lynch Trust
1.256%, 11/15/46 (b) (c)		33,905,000		2,712,095
1.747%, 02/15/46 (b) (c)		25,023,222		2,456,254
4.896%, 11/15/46 (b)		3,960,000		3,869,340
Morgan Stanley Capital I Trust
2.669%, 03/15/45 (144A) (b) (c)		45,050,866		5,564,187
5.312%, 03/15/44		11,259,102		12,333,851
5.406%, 03/15/44		3,090,000		3,358,815
5.597%, 04/12/49 (b)		8,065,000		8,800,488
5.665%, 04/15/49 (b)		4,352,634		4,751,632
5.910%, 06/11/49 (b)		7,020,000		7,551,912
Morgan Stanley Capital I, Inc.
6.340%, 07/15/30 (144A) (b)		579,152		586,480
Morgan Stanley Re-REMIC Trust
Zero Coupon, 03/23/51 (144A) (j)		4,050,000		3,887,757
Zero Coupon, 07/17/56 (144A) (j)		4,468,528		4,397,032
1.000%, 03/27/51 (144A)		2,885,016		2,884,958

See accompanying notes to financial statements.

MSF-14

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

Mortgage-Backed Securities—(Continued)

Security Description	Principal Amount*		Value
Commercial Mortgage-Backed Securities—(Continued)
Morgan Stanley Re-REMIC Trust
1.000%, 03/27/51 (144) (144A)		3,140,000	$	3,077,200
2.000%, 07/27/49 (144A)		5,054,596		5,095,033
2.500%, 03/23/51 (144A)		2,145,151		2,172,609
Motel 6 Trust
2.743%, 10/05/25 (144A)		3,135,000		3,109,393
RBSCF Trust
5.925%, 02/16/51 (144A) (b)		9,220,327		10,073,189
S2 Hospitality LLC
4.500%, 04/15/25 (144A)		35,313		35,313
SCG Trust
1.567%, 11/15/26 (144A) (b)		5,285,000		5,291,088
2.117%, 11/15/26 (144A) (b)		3,290,000		3,290,046
STRIPs, Ltd.
1.500%, 12/25/44 (144A)		8,336,094		8,252,733
Wachovia Bank Commercial Mortgage Trust
5.925%, 02/15/51 (b)		4,072,000		4,078,580
Wells Fargo Resecuritization Trust
1.750%, 08/20/21 (144A)		4,723,596		4,695,254
WF-RBS Commercial Mortgage Trust
0.717%, 08/15/46 (b) (c)		45,242,300		1,910,130
1.521%, 03/15/48 (b) (c)		65,583,769		5,894,735
1.829%, 12/15/45 (144A) (b) (c)		42,888,198		4,604,477
3.037%, 03/15/45		6,910,000		6,548,863
				476,542,510
Total Mortgage-Backed Securities (Cost $532,389,717)				523,778,589
Foreign Government—1.1%
Sovereign—1.1%
Brazilian Government International Bond
7.125%, 01/20/37		1,520,000		1,740,400
Hellenic Republic Government Bond
2.000%, 02/24/23 (EUR) (b)		5,010,000		4,637,715
Italy Government International Bond
2.550%, 10/22/16 (EUR)		6,966,094		9,810,854
Mexico Government International Bond
4.000%, 10/02/23		9,610,000		9,513,900
Poland Government International Bond
5.000%, 03/23/22		3,500,000		3,740,625
South Africa Government International Bond
4.665%, 01/17/24 (f)		2,600,000		2,486,250
Spain Government Bonds
4.400%, 10/31/23 (144A) (EUR)		7,335,000		10,273,397
Total Foreign Government (Cost $42,272,930)				42,203,141
Floating Rate Loans (b)—0.4%
Security Description	Shares/ Principal/ Contracts/ Notional Amount*		Value
Lodging—0.4%
Hilton Fort Lauderdale
Mezzanine Term Loan, 7.360%, 02/22/16		8,060,000		8,060,000
Motel 6 Trust
Mezzanine Term Loan, 10.000%, 10/15/17 (i)		7,220,610		7,527,486
Total Floating Rate Loans (Cost $15,249,369)				15,587,486
Preferred Stocks—0.2%
Diversified Financial Services—0.2%
Citigroup Capital XIII, 7.875% (f)		272,339		7,421,238
Thrifts & Mortgage Finance—0.0%
Federal Home Loan Mortgage Corp. Series Z, 8.375%		70,000		627,900
Federal National Mortgage Association Series S, 8.250%		70,000		612,500
				1,240,400
Total Preferred Stocks (Cost $9,820,743)				8,661,638
Municipals—0.1%
New York City Municipal Water Finance Authority
5.375%, 06/15/43		2,360,000		2,489,210
5.500%, 06/15/43		2,825,000		3,009,275
Total Municipals (Cost $5,112,096)				5,498,485
Purchased Options—0.1%
Call Options—0.0%
10 Year Interest Rate Swap, Exercise Rate 4.50, Expires 02/26/14 (Counterparty - Barclays Bank plc) (AUD)		58,160,000		323,333
Put Options—0.1%
10 Year Interest Rate Swap, Exercise Rate 1.10, Expires 06/05/14 (Counterparty - Barclays Bank plc) (JPY)		4,039,000,000		277,326
10 Year Interest Rate Swap, Exercise Rate 1.10, Expires 06/06/14 (Counterparty - Barclays Bank plc) (JPY)		2,020,000,000		139,714
10 Year Interest Rate Swap, Exercise Rate 1.10, Expires 06/09/14 (Counterparty - Bank of America N.A.) (JPY)		4,201,000,000		292,834
AUD Currency, Strike Price USD 0.89, Expires 02/01/14 (Counterparty - Deutsche Bank AG) (AUD)		131,505,000		1,744,757

See accompanying notes to financial statements.

MSF-15

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

Purchased Options—(Continued)

Security Description	Shares/ Principal/ Contracts/ Notional Amount*		Value
Put Options—(Continued)
Eurodollar Midcurve 2 Year Futures @ 98.75, Expires 03/01/14		4,752,500	$	1,283,175
USD Currency, Strike Price TRY 1.98, Expires 01/21/14 (Counterparty - Morgan Stanley Capital Services)		9,860,000		256
USD Currency, Strike Price TRY 1.99, Expires 01/03/14 (Counterparty - Morgan Stanley Capital Services)		9,860,000		0
				3,738,062
Total Purchased Options (Cost $3,104,628)				4,061,395
Short-Term Investments—3.0%
Mutual Fund—2.9%
State Street Navigator Securities Lending MET Portfolio (k)		110,019,464		110,019,464
Repurchase Agreement—0.1%
Fixed Income Clearing Corp. Repurchase Agreement dated 12/31/13 at 0.000% to be repurchased at $4,351,000 on 01/02/14, collateralized by $4,030,000 U.S. Treasury Note at 3.625% due 02/15/20 with a value of $4,443,075.		4,351,000		4,351,000
Total Short-Term Investments (Cost $114,370,464)				114,370,464
Total Investments—115.0% (Cost $4,458,852,955) (l)				4,429,198,772
Other assets and liabilities (net)—(15.0)%				(577,450,149	)
Net Assets—100.0%			$	3,851,748,623

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) TBA (To Be Announced) Securities are purchased on a forward commitment basis with an approximate principal amount and no defined maturity date. The actual principal and maturity date will be determined upon settlement date.

(b) Variable or floating rate security. The stated rate represents the rate at December 31, 2013. Maturity date shown for callable securities reflects the earliest possible call date.

(c) Interest only security.

(d) All or a portion of the security was pledged as collateral against open reverse repurchase agreements. As of December 31, 2013, the value of securities pledged amounted to $71,403,403.

(e) All or a portion of the security was pledged as collateral against open futures contracts. As of December 31, 2013, the market value of securities pledged was $3,899,377.

(f) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $111,269,740 and the collateral received consisted of cash in the amount of $110,019,464 and non-cash collateral with a value of $5,276,950. The cash collateral is invested in a money market fund managed by an affiliate of the custodian. The non-cash collateral received consists primarily of government securities and bank letters of credit, and is held for the benefit of the Portfolio at the Portfolio’s custodian. The Portfolio cannot repledge or resell this collateral. As such, this collateral is excluded from the Statement of Assets and Liabilities.

(g) Non-income producing; Security is in default and/or issuer is in bankruptcy.

(h) Illiquid security. As of December 31, 2013, these securities represent 0.0% of net assets.

(i) Restricted securities are not registered under the Securities Act of 1933 and are subject to legal restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are subsequently registered. Disposal of these securities may involve time-consuming negotiations and prompt sale at an acceptable price may be difficult. As of December 31, 2013, the market value of restricted securities was $7,527,493, which is 0.2% of net assets. See details shown in the Restricted Securities table that follows.

(j) Principal only security.

(k) Represents investment of cash collateral received from securities lending transactions.

(l) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $4,467,186,661. The aggregate unrealized appreciation and depreciation of investments were $52,392,777 and $(90,380,666), respectively, resulting in net unrealized depreciation of $(37,987,889) for federal income tax purposes.

(144A)— Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. As of December 31, 2013, the market value of 144A securities was $850,697,266, which is 22.1% of net assets.

(ACES)— Alternative Credit Enhancement Securities.

(ARM)— Adjustable-Rate Mortgage

(AUD)— Australian Dollar

(CDO)— Collateralized Debt Obligation

(CLO)— Collateralized Loan Obligation

(CMO)— Collateralized Mortgage Obligation

(EUR)— Euro

(GBP)— British Pound

(JPY)— Japanese Yen

(REMIC)— Real Estate Mortgage Investment Conduit

See accompanying notes to financial statements.

MSF-16

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

Restricted Securities	Acquisition Date	Principal Amount		Cost		Value
Knollwood CDO, Ltd.	02/10/04	$	734,438	$	734,438	$	7
Motel 6 Trust Mezzanine Term Loan	07/11/12		7,220,610		7,220,610		7,527,486

Forward Foreign Currency Exchange Contracts

Contracts to Buy		Counterparty	Settlement Date		In Exchange for			Unrealized Appreciation/ (Depreciation)
AUD	17,288,000	Westpac Banking Corp.		03/19/14		USD	15,300,157	$	60,319
EUR	7,557,000	Barclays Bank plc		01/22/14		USD	10,272,291		123,777
INR	598,329,960	BNP Paribas S.A.		03/19/14		USD	9,435,000		66,643
INR	2,389,838,348	UBS AG		03/19/14		USD	38,020,000		(68,715	)
MXN	104,757,200	Deutsche Bank AG		03/19/14		USD	8,080,000		(104,899	)
MXN	311,701,433	Royal Bank of Canada		03/19/14		USD	23,790,000		(60,361	)
Contracts to Deliver
AUD	17,288,000	Bank of America N.A.		03/19/14		USD	15,332,624		(27,852	)
EUR	45,385,000	Barclays Bank plc		01/22/14		USD	61,286,724		(1,148,836	)
GBP	3,339,000	Barclays Bank plc		01/23/14		USD	5,389,096		(139,388	)
JPY	801,553,875	Barclays Bank plc		03/19/14		USD	7,825,000		210,888
TRY	10,602,658	BNP Paribas S.A.		01/06/14		USD	4,902,000		(27,767	)
TRY	8,220,703	Deutsche Bank AG		01/06/14		USD	3,805,000		(17,263	)
TRY	3,931,268	Deutsche Bank AG		01/06/14		USD	1,880,000		52,136
TRY	6,551,090	Morgan Stanley Capital Services		01/06/14		USD	3,130,000		84,033
Cross Currency Contracts to Buy
PLN	29,311,194	Citibank N.A.		03/19/14		EUR	6,975,000		61,897
Net Unrealized Depreciation								$	(935,388	)

Forward Sale Commitments

Security Description	Interest Rate	Maturity		Face Amount			Proceeds			Value
Fannie Mae 15 Yr. Pool	2.500%		TBA		(7,600,000	)	$	(7,534,688	)	$	(7,521,625	)
Fannie Mae 15 Yr. Pool	4.000%		TBA		(21,400,000	)		(22,721,617	)		(22,675,641	)
Fannie Mae 30 Yr. Pool	4.500%		TBA		(5,200,000	)		(5,476,250	)		(5,492,703	)
Fannie Mae 30 Yr. Pool	5.000%		TBA		(24,700,000	)		(26,648,984	)		(26,747,398	)
Fannie Mae 30 Yr. Pool	3.500%		TBA		(51,975,000	)		(51,650,156	)		(51,475,554	)
Freddie Mac 30 Yr. Gold Pool	3.000%		TBA		(18,900,000	)		(17,999,297	)		(17,901,844	)
GNMA I 30 Yr. Pool	3.500%		TBA		(20,300,000	)		(20,571,195	)		(20,459,387	)
GNMA I 30 Yr. Pool	4.000%		TBA		(20,800,000	)		(21,745,750	)		(21,613,313	)
GNMA II 30 Yr. Pool	5.000%		TBA		(1,200,000	)		(1,304,250	)		(1,300,266	)
GNMA II 30 Yr. Pool	4.500%		TBA		(40,100,000	)		(43,163,891	)		(42,872,538	)
GNMA II 30 Yr. Pool	4.000%		TBA		(43,800,000	)		(45,620,438	)		(45,540,025	)
Total							$	(264,436,516	)	$	(263,600,294	)

Futures Contracts

Futures Contracts—Long	Expiration Date		Number of Contracts		Notional Amount			Unrealized Appreciation/ (Depreciation)
U.S. Treasury Long Bond Futures		03/20/14		652		USD	85,052,990	$	(1,393,240	)
U.S. Treasury Note 2 Year Futures		03/31/14		965		USD	212,389,950		(270,888	)
U.S. Treasury Ultra Long Bond Futures		03/20/14		1,175		USD	162,068,351		(1,974,601	)

See accompanying notes to financial statements.

MSF-17

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

Futures Contracts—(Continued)

Futures Contracts—Short	Expiration Date		Number of Contracts			Notional Amount				Unrealized Appreciation/ (Depreciation)
90 Day Euro Dollar Futures		12/14/15		(248	)		USD	(61,410,640	)	$	108,141
Euro Bund Futures		03/06/14		(19	)		EUR	(2,682,323	)		52,405
U.S. Treasury Note 10 Year Futures		03/20/14		(2,177	)		USD	(272,306,518	)		4,433,471
U.S. Treasury Note 5 Year Futures		03/31/14		(688	)		USD	(82,393,400	)		306,400
Net Unrealized Appreciation										$	1,261,688

Written Options

Foreign Currency Written Options	Strike Price		Counterparty	Expiration Date		Notional Amount				Premiums Received			Market Value			Unrealized Appreciation
Call - USD vs TRY		TRY 2.10	Morgan Stanley Capital Services		01/03/14		USD	(9,860,000	)	$	(42,152	)	$	(251,223	)	$	(209,071	)
Call - USD vs TRY		TRY 2.15	Morgan Stanley Capital Services		01/21/14		USD	(9,860,000	)		(36,235	)		(171,495	)		(135,260	)
Put - AUD vs USD		USD 0.85	Deutsche Bank AG		02/07/14		AUD	(43,825,000	)		(138,573	)		(68,323	)		70,250
Put - AUD vs USD		USD 0.85	Deutsche Bank AG		02/07/14		AUD	(43,840,000	)		(156,802	)		(68,347	)		88,455
Put - AUD vs USD		USD 0.85	Citibank N.A.		02/07/14		AUD	(43,840,000	)		(166,718	)		(68,347	)		98,371
Total										$	(540,480	)	$	(627,735	)	$	(87,255	)

Interest Rate Swaptions	Exercise Rate	Counterparty	Floating Rate Index	Pay/ Receive Floating Rate	Expiration Date		Notional Amount				Premiums Received			Market Value			Unrealized Appreciation/ (Depreciation)
Put - OTC - 10 Year Interest Rate Swap	1.400%	Barclays Bank plc	6-Month JPY-LIBOR	Pay		06/06/14		JPY	(2,020,000,000	)	$	(49,574	)	$	(48,178	)	$	1,396
Put - OTC - 10 Year Interest Rate Swap	1.400%	Barclays Bank plc	6-Month JPY-LIBOR	Pay		06/05/14		JPY	(4,039,000,000	)		(87,352	)		(95,105	)		(7,753	)
Put - OTC - 10 Year Interest Rate Swap	1.400%	Bank of America N.A.	6-Month JPY-LIBOR	Pay		06/09/14		JPY	(4,201,000,000	)		(127,998	)		(101,445	)		26,553
Totals											$	(264,924	)	$	(244,728	)	$	20,196

Options on Exchange-Traded Futures Contracts	Exercise Price		Expiration Date		Number of Contracts	Premiums Received			Market Value			Unrealized Appreciation
Put - Eurodollar Midcurve 2 Year Futures	$	98.25		03/14/14	(1,901)	$	(138,868	)	$	(308,912	)	$	(170,044	)

Reverse Repurchase Agreements

Counterparty	Interest Rate			Settlement Date		Maturity Date		Principal Amount			Net Closing Amount
BNP Paribas S.A.		(0.38	%)		12/31/13		01/02/14		USD	16,639,175	$	16,639,175
Deutsche Bank AG		(0.46	%)		12/31/13		01/02/14		USD	54,793,750		54,793,750
Total											$	71,432,925

Securities pledged as collateral against open reverse repurchase agreements are noted in the Schedule of Investments.

Swap Agreements

OTC Interest Rate Swap Agreements

Pay/Receive Floating Rate	Floating Rate Index	Fixed Rate	Maturity Date	Counterparty	Notional Amount			Market Value			Upfront Premium Paid/(Received)		Unrealized Appreciation/ (Depreciation)
Receive	3M LIBOR	1.758%	06/25/22	JPMorgan Chase Bank N.A.		USD	18,000,000	$	1,473,653		$	—	$	1,473,653
Pay	6M EURIBOR	2.800%	11/10/41	Bank of America N.A.		EUR	8,300,000		144,967			—		144,967
Receive	6M EURIBOR	2.783%	11/10/41	Deutsche Bank AG		EUR	8,300,000		(105,034	)		—		(105,034	)

See accompanying notes to financial statements.

MSF-18

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

Swap Agreements—(Continued)

Pay/Receive Floating Rate	Floating Rate Index	Fixed Rate	Maturity Date	Counterparty	Notional Amount			Market Value			Upfront Premium Paid/(Received)		Unrealized Appreciation/ (Depreciation)
Pay	BRL CDI	11.430%	01/04/16	Barclays Bank plc		BRL	47,481,184	$	(33,416	)	$	—	$	(33,416	)
Pay	BRL CDI	11.410%	01/04/16	Credit Suisse International		BRL	13,863,816		(11,495	)		—		(11,495	)
Pay	MXN TIIE	6.360%	10/18/23	Deutsche Bank AG		MXN	50,510,000		(123,527	)		—		(123,527	)
Pay	MXN TIIE	6.830%	11/03/23	JPMorgan Chase Bank N.A.		MXN	99,545,000		19,962			—		19,962
Totals								$	1,365,110		$	—	$	1,365,110

Centrally Cleared Interest Rate Swap agreements

Pay/Receive Floating Rate	Floating Rate Index	Fixed Rate			Maturity Date		Notional Amount			Unrealized Appreciation/ (Depreciation)
Receive	3M LIBOR		0.648	%		11/26/16		USD	14,540,000	$	75,626
Receive	3M LIBOR		2.820	%		11/18/23		USD	6,575,000		137,742
Receive	6-Month JPY-LIBOR		0.789	%		11/28/23		JPY	2,141,850,000		245,476
Receive	6-Month JPY-LIBOR		0.815	%		11/25/23		JPY	1,963,365,000		25,431
Total										$	484,275

Centrally Cleared Credit Default Swap Agreements on Credit Indices—Buy Protection (a)

Reference Obligation	Fixed Deal (Pay) Rate		Maturity Date		Implied Credit Spread at December 31, 2013(b)	Notional Amount(c)			Unrealized Depreciation
Markit CDX North America High Yield Index, Series 21, Version 1		(5.000%)		12/20/18	3.063%		USD	39,585,000	$	(715,077)

OTC Credit Default Swaps on Corporate Issues—Sell Protection (d)

Reference Obligation	Fixed Deal Receive Rate		Maturity Date		Counterparty	Implied Credit Spread at December 31, 2013(b)		Notional Amount(c)			Market Value		Upfront Premium (Received)		Unrealized Appreciation
Goldman Sachs Group, Inc. (The) 5.950%, due 01/18/2018		1.000%		12/20/18	Deutsche Bank AG		0.884%		USD	13,800,000	$	76,392	$	(120,308)	$	196,700

OTC Credit Default Swaps on Credit Indices—Buy Protection (a)

Reference Obligation	Fixed Deal (Pay) Rate		Maturity Date		Counterparty	Implied Credit Spread at December 31, 2013(b)		Notional Amount(c)			Market Value		Upfront Premium Paid		Unrealized Depreciation
Markit CMBX North America AAA-Rated Index, AM Tranche, Version 6		(0.500%)		05/11/63	Credit Suisse International		N/A		USD	1,386,000	$	35,104	$	47,571	$	(12,467)
Markit CMBX North America AAA-Rated Index, AM Tranche, Version 6		(0.500%)		05/11/63	Morgan Stanley Capital Services		N/A		USD	4,085,000		103,462		152,577		(49,115)
Totals											$	138,566	$	200,148	$	(61,582)

See accompanying notes to financial statements.

MSF-19

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

OTC Credit Default Swaps on credit indices—Sell Protection (d)

Reference Obligation	Fixed Deal Receive Rate		Maturity Date			Counterparty	Implied Credit Spread at December 31, 2013(b)		Notional Amount(c)			Market Value		Upfront Premium Paid/(Received)		Unrealized Appreciation/ (Depreciation)
Markit CDX Emerging Markets Index, Series 20, Version 1		5.000%		12/20/18		Bank of America N.A.		2.734%		USD	2,810,000	$	285,192	$	288,025	$	(2,833)
Markit CDX Emerging Markets Index, Series 20, Version 1		5.000%		12/20/18		Barclays Bank plc		2.734%		USD	5,396,000		547,650		542,298		5,352
Markit CDX Emerging Markets Index, Series 20, Version 1		5.000%		12/20/18		Barclays Bank plc		2.734%		USD	4,947,000		502,081		497,174		4,907
Markit CDX Emerging Markets Index, Series 20, Version 1		5.000%		12/20/18	��	Barclays Bank plc		2.734%		USD	2,812,000		285,395		292,448		(7,053)
Markit CMBX North America AAA-Rated Index, AM Tranche, Version 2		0.500%		03/15/49		Deutsche Bank AG		N/A		USD	7,025,000		(173,430)		(1,031,895)		858,465
Markit CMBX North America AAA-Rated Index, AM Tranche, Version 4		0.500%		02/17/51		Deutsche Bank AG		N/A		USD	2,370,000		(162,464)		(359,977)		197,513
Totals												$	1,284,424	$	228,073	$	1,056,351

A security with market value of $649,727 has been received at the custodian bank as collateral for swap contracts.

(a) If the Portfolio is a buyer of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Portfolio will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.

(b) Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on corporate issues or indices as of period end serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for the credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. Wider credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement. A credit spread identified as “Defaulted” indicates a credit event has occurred for the referenced entity or obligation.

(c) The maximum potential amount of future undiscounted payments that the Portfolio could be required to make under a credit default swap contract would be the notional amount of the contract. These potential amounts would be partially offset by any recovery values of the referenced debt obligation or net amounts received from the settlement purchased protection credit default swap contracts entered into by the Portfolio for the same referenced debt obligation.

(d) If the Portfolio is a seller of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Portfolio will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.

(AUD)— Australian Dollar

(BRL)— Brazilian Real

(CDI)— Brazil Interbank Deposit Rate

(EUR)— Euro

(EURIBOR)— Euro InterBank Offered Rate

(GBP)— British Pound

(INR)— Indian Rupee

(JPY)— Japanese Yen

(LIBOR)— London InterBank Offered Rate

(MXN)— Mexican Peso

(PLN)— Polish Zloty

(TIIE)— Interbank Equilibrium Interest Rate

(TRY)— Turkish Lira

See accompanying notes to financial statements.

MSF-20

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1			Level 2			Level 3		Total
Total U.S. Treasury & Government Agencies*	$	—		$	1,989,560,944		$	—	$	1,989,560,944
Total Corporate Bonds & Notes*		—			933,455,860			—		933,455,860
Total Asset-Backed Securities*		—			792,020,770			—		792,020,770
Total Mortgage-Backed Securities*		—			523,778,589			—		523,778,589
Total Foreign Government*		—			42,203,141			—		42,203,141
Total Floating Rate Loans*		—			15,587,486			—		15,587,486
Total Preferred Stocks*		8,661,638			—			—		8,661,638
Total Municipals		—			5,498,485			—		5,498,485
Purchased Options
Call Options		—			323,333			—		323,333
Put Options		1,283,175			2,454,887			—		3,738,062
Total Purchased Options		1,283,175			2,778,220			—		4,061,395
Short-Term Investments
Mutual Fund		110,019,464			—			—		110,019,464
Repurchase Agreement		—			4,351,000			—		4,351,000
Total Short-Term Investments		110,019,464			4,351,000			—		114,370,464
Total Investments	$	119,964,277		$	4,309,234,495		$	—	$	4,429,198,772
Collateral for securities loaned (Liability)	$	—		$	(110,019,464	)	$	—	$	(110,019,464	)
Forward Sales Commitments	$	—		$	(263,600,294	)	$	—	$	(263,600,294	)
Forward Contracts
Forward Foreign Currency Exchange Contracts (Unrealized Appreciation)	$	—		$	659,693		$	—	$	659,693
Forward Foreign Currency Exchange Contracts (Unrealized Depreciation)		—			(1,595,081	)		—		(1,595,081	)
Total Forward Contracts	$	—		$	(935,388	)	$	—	$	(935,388	)
Futures Contracts
Futures Contracts (Unrealized Appreciation)	$	4,900,417		$	—		$	—	$	4,900,417
Futures Contracts (Unrealized Depreciation)		(3,638,729	)		—			—		(3,638,729	)
Total Futures Contracts	$	1,261,688		$	—		$	—	$	1,261,688
Written Options
Foreign Currency Written Options at Value	$	—		$	(627,735	)	$	—	$	(627,735	)
Interest Rate Swaptions at Value		—			(244,728	)		—		(244,728	)
Options on Exchange-Traded Futures Contracts at Value		(308,912	)		—			—		(308,912	)
Total Written Options	$	(308,912	)	$	(872,463	)	$	—	$	(1,181,375	)

See accompanying notes to financial statements.

MSF-21

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy—(Continued)

Description	Level 1		Level 2			Level 3		Total
Centrally Cleared Swap Contracts
Centrally Cleared Swap Contracts (Unrealized Appreciation)	$	—	$	484,275		$	—	$	484,275
Centrally Cleared Swap Contracts (Unrealized Depreciation)		—		(715,077	)		—		(715,077	)
Total Centrally Cleared Swap Contracts	$	—	$	(230,802	)	$	—	$	(230,802	)
OTC Swap Contracts
OTC Swap Contracts at Value (Assets)	$	—	$	3,473,858		$	—	$	3,473,858
OTC Swap Contracts at Value (Liabilities)		—		(609,366	)		—		(609,366	)
Total OTC Swap Contracts	$	—	$	2,864,492		$	—	$	2,864,492
Total Reverse Repurchase Agreements (Liability)	$	—	$	(71,432,925	)	$	—	$	(71,432,925	)

* See Schedule of Investments for additional detailed categorizations.

Following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:

Investments in Securities	Balance as of December 31, 2012		Realized Gain/(Loss)		Change in Unrealized Appreciation/ (Depreciation)		Purchases		Sales		Transfers in to Level 3		Transfers out of Level 3			Balance as of December 31, 2013		Change in Unrealized Appreciation/ (Depreciation) from investments still held at December 31, 2013
Asset-Backed Securities
Asset Backed-Other	$	19,235,740	$	—	$	—	$	—	$	—	$	—	$	(19,235,740	)	$	—	$	—

Asset-backed securities were transferred out of level 3 due to the initiation of a vendor or broker providing quotations based on market activity which has been determined to be a significant observable input.

See accompanying notes to financial statements.

MSF-22

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	4,429,198,772
Cash		569,850
Cash denominated in foreign currencies (c)		10,931,491
Cash collateral for swap contracts		3,135,000
OTC swap contracts at market value (d)		3,473,858
Unrealized appreciation on forward foreign currency exchange contracts		659,693
Receivable for:
Investments sold		101,347,953
Open swap contracts cash collateral		30,000
TBA securities sold (e)		786,639,644
Fund shares sold		2,842,538
Interest		21,332,414
Interest on swap contracts		113,353
Prepaid expenses		10,240
Total Assets		5,360,284,806
Liabilities
Written options at value (f)		1,181,375
Forward sales commitments, at value		263,600,294
Reverse repurchase agreements		71,432,925
OTC swap contracts at market value (g)		609,366
Cash collateral for swap contracts		1,690,000
Unrealized depreciation on forward foreign currency exchange contracts		1,595,081
Collateral for securities loaned		110,019,464
Payables for:
Investments purchased		47,335,782
TBA securities purchased		1,007,264,571
Fund shares redeemed		752,908
Variation margin on futures contracts		773,807
Variation margin on swap contracts		283,695
Interest on forward sales commitments		458,699
Interest on swap contracts		71,475
Accrued Expenses:
Management fees		1,070,519
Distribution and service fees		123,089
Deferred trustees’ fees		52,804
Other expenses		220,329
Total Liabilities		1,508,536,183
Net Assets	$	3,851,748,623
Net Assets Consist of:
Paid in surplus	$	3,783,933,129
Undistributed net investment income		135,358,735
Accumulated net realized loss		(41,155,413	)
Unrealized depreciation on investments, written options, futures contracts, swap contracts and foreign currency transactions		(26,387,828	)
Net Assets	$	3,851,748,623
Net Assets
Class A	$	3,212,953,476
Class B		488,138,959
Class E		150,656,188
Capital Shares Outstanding*
Class A		29,934,522
Class B		4,620,979
Class E		1,415,806
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	107.33
Class B		105.64
Class E		106.41

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $4,458,852,955.

(b) Includes securities loaned at value of $111,269,740.

(c) Identified cost of cash denominated in foreign currencies was $10,930,637.

(d) Net premium paid on swap contracts was $1,699,785.

(e) Includes $264,436,516 related to TBA sale commitments.

(f) Premiums received on written options were $944,272.

(g) Net premium received on swap contracts was $1,391,872.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends	$	487,889
Interest		130,692,648
Securities lending income		203,985
Total investment income		131,384,522
Expenses
Management fees		12,607,700
Administration fees		53,038
Custodian and accounting fees		474,802
Distribution and service fees—Class B		1,243,791
Distribution and service fees—Class E		244,470
Interest expense		3,561
Audit and tax services		105,087
Legal		27,754
Trustees’ fees and expenses		35,358
Shareholder reporting		201,746
Insurance		18,224
Miscellaneous		30,725
Total expenses		15,046,256
Net Investment Income		116,338,266
Net Realized and Unrealized Loss
Net realized gain (loss) on:
Investments		(87,326,636	)
Futures contracts		7,771,466
Written options		29,586,298
Swap contracts		45,357,955
Foreign currency transactions		3,247,576
Net realized loss		(1,363,341	)
Net change in unrealized appreciation (depreciation) on:
Investments		(138,377,495	)
Futures contracts		(2,826,675	)
Written options		3,606,593
Swap contracts		(3,835,325	)
Foreign currency transactions		(1,402,866	)
Net change in unrealized depreciation		(142,835,768	)
Net realized and unrealized loss		(144,199,109	)
Net Decrease in Net Assets From Operations	$	(27,860,843	)

See accompanying notes to financial statements.

MSF-23

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	116,338,266		$	112,846,361
Net realized gain (loss)		(1,363,341	)		113,624,069
Net change in unrealized appreciation (depreciation)		(142,835,768	)		63,027,702
Increase (decrease) in net assets from operations		(27,860,843	)		289,498,132
From Distributions to Shareholders
Net investment income
Class A		(118,542,001	)		(88,521,069	)
Class B		(18,814,715	)		(12,343,891	)
Class E		(6,389,864	)		(4,857,014	)
Net realized capital gains
Class A		(72,254,675	)		(21,332,126	)
Class B		(12,218,854	)		(3,261,236	)
Class E		(4,063,983	)		(1,236,117	)
Total distributions		(232,284,092	)		(131,551,453	)
Increase (decrease) in net assets from capital share transactions		(42,270,795	)		201,983,827
Total increase (decrease) in net assets		(302,415,730	)		359,930,506
Net Assets
Beginning of period		4,154,164,353			3,794,233,847
End of period	$	3,851,748,623		$	4,154,164,353
Undistributed net investment income
End of period	$	135,358,735		$	136,865,987

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		3,864,722		$	423,292,236			3,042,642		$	341,933,943
Reinvestments		1,737,516			190,796,676			1,004,051			109,853,195
Redemptions		(5,807,267	)		(663,471,380	)		(2,070,522	)		(232,524,133	)
Net increase (decrease)		(205,029	)	$	(49,382,468	)		1,976,171		$	219,263,005
Class B
Sales		566,927		$	61,547,056			600,267		$	66,695,948
Reinvestments		286,658			31,033,569			144,532			15,605,127
Redemptions		(667,478	)		(71,881,722	)		(674,930	)		(74,821,954	)
Net increase		186,107		$	20,698,903			69,869		$	7,479,121
Class E
Sales		99,801		$	10,863,633			103,239		$	11,511,651
Reinvestments		95,925			10,453,847			56,096			6,093,131
Redemptions		(321,377	)		(34,904,710	)		(380,256	)		(42,363,081	)
Net decrease		(125,651	)	$	(13,587,230	)		(220,921	)	$	(24,758,299	)
Increase (decrease) derived from capital shares transactions				$	(42,270,795	)				$	201,983,827

See accompanying notes to financial statements.

MSF-24

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	115.27		$	110.90		$	108.32		$	104.15		$	102.51
Income (Loss) from Investment Operations
Net investment income (a)		3.36			3.21			3.69			4.08			4.38
Net realized and unrealized gain (loss) on investments		(4.07	)		4.95			3.22			4.39			4.68
Total from investment operations		(0.71	)		8.16			6.91			8.47			9.06
Less Distributions
Distributions from net investment income		(4.49	)		(3.05	)		(4.33	)		(4.30	)		(7.42	)
Distributions from net realized capital gains		(2.74	)		(0.74	)		0.00			0.00			0.00
Total distributions		(7.23	)		(3.79	)		(4.33	)		(4.30	)		(7.42	)
Net Asset Value, End of Period	$	107.33		$	115.27		$	110.90		$	108.32		$	104.15
Total Return (%) (b)		(0.77	)		7.55			6.56			8.34			9.47
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.35			0.36			0.37			0.40			0.43
Net ratio of expenses to average net assets (%) (c)		0.35			0.36			0.36			0.38			0.42
Ratio of net investment income to average net assets (%)		3.07			2.85			3.44			3.82			4.32
Portfolio turnover rate (%)		801	(d)		1,002	(d)		1,483			2,064			1,476
Net assets, end of period (in millions)	$	3,213.0		$	3,474.3		$	3,123.2		$	1,522.5		$	1,181.4

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	113.56		$	109.31		$	106.83		$	102.78		$	101.23
Income (Loss) from Investment Operations
Net investment income (a)		3.05			2.89			3.48			3.77			4.16
Net realized and unrealized gain (loss) on investments		(4.01	)		4.88			3.06			4.32			4.55
Total from investment operations		(0.96	)		7.77			6.54			8.09			8.71
Less Distributions
Distributions from net investment income		(4.22	)		(2.78	)		(4.06	)		(4.04	)		(7.16	)
Distributions from net realized capital gains		(2.74	)		(0.74	)		0.00			0.00			0.00
Total distributions		(6.96	)		(3.52	)		(4.06	)		(4.04	)		(7.16	)
Net Asset Value, End of Period	$	105.64		$	113.56		$	109.31		$	106.83		$	102.78
Total Return (%) (b)		(1.01	)		7.28			6.30			8.07			9.18
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.60			0.61			0.62			0.65			0.68
Net ratio of expenses to average net assets (%) (c)		0.60			0.61			0.61			0.63			0.67
Ratio of net investment income to average net assets (%)		2.82			2.60			3.25			3.57			4.14
Portfolio turnover rate (%)		801	(d)		1,002	(d)		1,483			2,064			1,476
Net assets, end of period (in millions)	$	488.1		$	503.6		$	477.1		$	453.5		$	356.6

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-25

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	114.32		$	110.02		$	107.49		$	103.38		$	101.79
Income (Loss) from Investment Operations
Net investment income (a)		3.18			3.02			3.63			3.91			4.36
Net realized and unrealized gain (loss) on investments		(4.04	)		4.91			3.07			4.34			4.49
Total from investment operations		(0.86	)		7.93			6.70			8.25			8.85
Less Distributions
Distributions from net investment income		(4.31	)		(2.89	)		(4.17	)		(4.14	)		(7.26	)
Distributions from net realized capital gains		(2.74	)		(0.74	)		0.00			0.00			0.00
Total distributions		(7.05	)		(3.63	)		(4.17	)		(4.14	)		(7.26	)
Net Asset Value, End of Period	$	106.41		$	114.32		$	110.02		$	107.49		$	103.38
Total Return (%) (b)		(0.91	)		7.38			6.41			8.18			9.30
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.50			0.51			0.52			0.55			0.58
Net ratio of expenses to average net assets (%) (c)		0.50			0.51			0.51			0.53			0.57
Ratio of net investment income to average net assets (%)		2.92			2.70			3.36			3.67			4.31
Portfolio turnover rate (%)		801	(d)		1,002	(d)		1,483			2,064			1,476
Net assets, end of period (in millions)	$	150.7		$	176.2		$	193.9		$	226.6		$	236.7

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of the management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

(d) Includes mortgage dollar roll and TBA transactions; excluding these transactions the portfolio turnover rate would have been 267% and 390% for 2013 and 2012, respectively.

See accompanying notes to financial statements.

MSF-26

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is BlackRock Bond Income Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers three classes of shares: Class A, B, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-27

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Swap contracts (other than centrally cleared swaps) are marked-to-market daily based on quotations and prices supplied by market makers, broker-dealers and other pricing services. Such quotations and prices are derived utilizing significant observable data, including the underlying reference securities or indices. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Centrally cleared swaps listed or traded on a multilateral or trade facility platform, such as a registered exchange, are valued at the daily settlement price determined by the respective exchange or an independent pricing service when the exchange price is not available. For centrally cleared credit default swaps the clearing facility requires its members to provide actionable price levels across complete term structures. These levels along with external third party prices are used to produce daily settlement prices. These securities are categorized as Level 2 of the fair value hierarchy. Centrally cleared interest rate swaps are valued using a pricing model that references the underlying rates including the overnight index swap rate and London Interbank Offered Rate (“LIBOR”) forward rate to produce the daily settlement price. These securities are categorized as Level 2 of the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

MSF-28

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus.

Book-tax differences are primarily due to foreign currency transactions, convertible preferred stock adjustments, premium amortization, distribution re-designations, paydown gain/loss reclasses, dollar roll transactions, and swap contract transactions. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement (“MRA”), with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to

MSF-29

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

At December 31, 2013, the Portfolio had investments in repurchase agreements with a gross value of $4,351,000, which is included as part of investments at value on the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at December 31, 2013.

Reverse Repurchase Agreements - The Portfolio may enter into reverse repurchase agreements with qualified institutions. In a reverse repurchase agreement, the Portfolio transfers securities in exchange for cash to a financial institution or counterparty, concurrently with an agreement by the Portfolio to re-acquire the same securities at an agreed upon price and date. During the reverse repurchase agreement period, the Portfolio continues to receive principal and interest payments on these securities. The Portfolio will establish a segregated account with its custodian in which it will maintain liquid assets equal in value to its obligations in respect of reverse repurchase agreements. Reverse repurchase agreements involve the risk that the market value of the securities transferred by the Portfolio may decline below the agreed-upon reacquisition price of the securities. In the event of default or failure by a party to perform an obligation in connection with any reverse repurchase transaction, the Master Repurchase Agreement entitles the non-defaulting party with a right to set-off claims and apply property held by it in respect of any reverse repurchase transaction against obligations owed to it. Cash received in exchange for securities transferred under reverse repurchase agreements plus accrued interest payments to be made by the Portfolio to counterparties are reflected as liabilities on the Statement of Assets and Liabilities.

For the year ended December 31, 2013, the Portfolio had an outstanding reverse repurchase agreement balance of 79 days. The average amount of borrowings was $124,625,869 and the weighted average interest rate was (0.233%) during the 79 day period.

The following table is a summary of open reverse repurchase agreements by counterparty which are subject to offset under a MRA on a net basis as of December 31, 2013:

Counterparty	Reverse Repurchase Agreements		Collateral Pledged			Net Amount1
BNP Paribas S.A	$	16,639,175	($	16,626,813	)	$	12,362
Deutsche Bank AG		54,793,750		(54,776,590	)		17,160
	$	71,432,925	($	71,403,403	)	$	29,522

¹  Net amount represents the net amount payable to the counterparty in the event of default.

Secured Borrowing Transactions - The Portfolio may enter into transactions consisting of a transfer of a security by the Portfolio to a financial institution or counterparty, with a simultaneous agreement to reacquire the same, or substantially the same security, at an agreed-upon price and future settlement date. Such transactions are treated as secured borrowings, and not as purchases and sales. The Portfolio receives cash from the transfer of the security to use for other investment purposes. During the year ended December 31, 2013, the Portfolio entered into secured borrowing transactions involving U.S. Treasury. During the term of the borrowing, the Portfolio is not entitled to receive principal and interest payments, if any, made on the security transferred to the counterparty during the term of the agreement. The difference between the transfer price and the reacquisition price, known as the “price drop”, is included in net investment income with the cost of the secured borrowing transaction being recorded as interest expense over the term of the borrowing. The agreed upon proceeds for securities to be reacquired by the Portfolio are reflected as a liability on the Statement of Assets and Liabilities.

For the year ended December 31, 2013, the Portfolio’s average amount of borrowings was $306,989,765 and the weighted average interest rate was (0.0014%). At December 31, 2013, the Portfolio had no outstanding borrowings. For the year ended December 31, 2013, the Portfolio had an outstanding secured borrowing transaction balance for 205 days.

Mortgage Dollar Rolls - The Portfolio may enter into mortgage “dollar rolls” in which a Portfolio sells to-be-announced (“TBA”) mortgage-backed securities for delivery in the current month and simultaneously contracts to repurchase substantially similar (same type, coupon, and maturity) securities on a specified future date. For the duration of the transaction, or roll period, the Portfolio foregoes principal (including prepayments of principal) and interest paid on the securities sold. Dollar rolls are accounted for as purchase and sale transactions; gain or loss is recognized at the commencement of the term of the dollar roll and each time the mortgage-backed security is rolled.

MSF-30

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Treasury and mortgage dollar roll transactions involve the risk that the market value of the securities that the Portfolio is required to repurchase or reacquire may be less than the agreed-upon repurchase price of those securities and that the investment performance of securities purchased with proceeds from these transactions does not exceed the income, capital appreciation, and gain or loss that would have been realized on the securities transferred or sold, as applicable, as part of the treasury or mortgage dollar roll.

Mortgage Related and Other Asset-Backed Securities - The Portfolio may invest in mortgage-related or other asset-backed securities. These securities may include mortgage pass-through securities, collateralized mortgage obligations (“CMOs”), commercial mortgage-backed securities, CMO residuals, stripped mortgage backed securities (“SMBS”), and other securities that directly or indirectly represent a participation in, or are secured by or payable from, mortgage loans on real property or other receivables. The value of some mortgage- or asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Early repayment of principal on some mortgage-related securities may expose the Portfolio to a lower rate of return upon reinvestment of principal. The value of these securities may fluctuate in response to the market’s perception of the creditworthiness of the issuers. Additionally, although mortgages and mortgage-related securities are generally supported by some form of government or private guarantee and/or insurance, there is no assurance that private guarantors or insurers will meet their obligations.

In one type of SMBS, one class receives all of the interest from the mortgage assets (the interest-only or “IO” class), while the other class will receive all of the principal (the principal-only or “PO” class). Because principal will not be received at the maturity of an IO, adjustments are made to the book value of the security until maturity. These adjustments are netted against payments received for the IOs and the net amount is included in interest income on the Statement of Operations of the Portfolio. Payments received for POs are treated as reductions to the cost and par value of the securities. Details of mortgage related and other asset-backed securities held by the Portfolio are included in the Portfolio’s Schedule of Investments.

The Portfolio may invest a significant portion of its assets in securities of issuers that hold mortgage and asset-backed securities and direct investments in securities backed by commercial and residential mortgage loans and other financial assets. The value and related income of these securities are sensitive to changes in economic conditions, including delinquencies and/or defaults, and may be negatively impacted by increased volatility of market prices and periods of illiquidity.

TBA Purchase & Forward Sale Commitments - The Portfolio may enter into TBA commitments to purchase or sell securities for a fixed price at a future date. TBA commitments are considered securities in themselves, and involve a risk of loss if the value of the security to be purchased or sold declines or increases prior to settlement date, which is in addition to the risk of decline in the value of the Portfolio’s other assets. TBA forward sales commitments are valued at the current market value of the underlying securities, according to the procedures described under “Investment Valuation and Fair Value Measurements”.

When-Issued and Delayed-Delivery Securities - The Portfolio may purchase securities on a when-issued or delayed-delivery basis. Settlement of such transactions normally occurs within a month or more after the purchase commitment is made. The Portfolio may purchase securities under such conditions only with the intention of actually acquiring them, but may enter into a separate agreement to sell the securities before the settlement date. Since the value of securities purchased may fluctuate prior to settlement, the Portfolio may be required to pay more at settlement than the security is worth. In addition, the purchaser is not entitled to any of the interest earned prior to settlement.

Upon making a commitment to purchase a security on a when-issued or delayed-delivery basis, the Portfolio will hold liquid assets in a segregated account with the Portfolio’s custodian, or set aside liquid assets in the Portfolio’s records, worth at least the equivalent of the amount due. The liquid assets will be monitored on a daily basis and adjusted as necessary to maintain the necessary value.

High Yield Debt Securities - The Portfolio may invest in high yield debt securities, or “junk bonds,” which are securities that are rated below “investment grade” or, if not rated, are of equivalent quality. A portfolio with high yield debt securities generally will be exposed to greater market risk and credit risk than a portfolio that invests only in investment grade debt securities because issuers of high yield debt securities are generally less secure financially, are more likely to default on their obligations, and their securities are more sensitive to interest rate changes and downturns in the economy. In addition, the secondary market for lower-rated debt securities may not be as liquid as that for more highly rated debt securities. As a result, the Portfolio’s Subadviser may find it more difficult to value lower-rated debt securities or sell them and may have to sell them at prices significantly lower than the values assigned to them by the Portfolio.

3. Investments in Derivative Instruments

Forward Foreign Currency Exchange Contracts - The Portfolio may enter into forward foreign currency exchange contracts to obtain investment exposure, enhance return or hedge or protect its portfolio holdings against the risk of future movements in certain foreign currency exchange rates. When entering into these contracts, the Portfolio agrees to receive or deliver a fixed quantity of foreign currency for an agreed-upon price on an agreed-upon future date. These contracts are valued daily and the Portfolio’s net equity therein, representing unrealized gain or loss on the contracts as measured by the difference between the forward foreign exchange rates at the dates of entry into the contracts and the forward foreign exchange rates at the valuation date, is included in the Statement

MSF-31

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

of Assets and Liabilities. When a contract is closed, the Portfolio recognizes a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

Realized and unrealized gains and losses on forward foreign currency exchange contracts are included in the Statement of Operations. These contracts involve market and/or credit risk in excess of the amount recognized in the Statement of Assets and Liabilities. The use of forward foreign currency exchange contracts does not eliminate fluctuations in the underlying prices of the securities of the Portfolio, but it does establish a rate of exchange that can be achieved in the future. Although forward foreign currency exchange contracts may limit the risk of loss due to a decline in the value of the currency holdings, they also limit any potential gain that might result should the value of the currency increase. In addition, the Portfolio could be exposed to losses if the counterparties to the contracts are unable to meet the terms of the contracts. The Portfolio’s maximum potential loss from such contracts is the aggregate face value in U.S. dollars at the time the contract was opened.

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

Options Contracts - An option contract purchased by the Portfolio gives the Portfolio the right, but not the obligation, to buy (call) or sell (put) an underlying instrument at a fixed exercise price during a specified period. Call options written by the Portfolio give the holder the right to buy the underlying instrument from the Portfolio at a fixed exercise price; put options written by the Portfolio give the holder the right to sell the underlying instrument to the Portfolio at a fixed exercise price.

The Portfolio may use options to hedge against changes in values of securities the Portfolio owns or expects to purchase, to maintain exposure to the broad equity markets or to enhance return. Writing puts or buying calls tends to increase the Portfolio’s exposure to the underlying instrument and writing calls or buying puts tends to decrease the Portfolio’s exposure to the underlying instrument, and can be used to hedge other Portfolio investments. For options used to hedge the Portfolio’s investments, the potential risk to the Portfolio is that the change in value of options contracts may not correspond perfectly to the change in value of the hedged instruments. The Portfolio also bears the risk of an unfavorable change in the value of the underlying instrument or the risk that the Portfolio may not be able to enter into a closing transaction due to an illiquid market. The Portfolio’s maximum risk of loss from counterparty credit risk, as opposed to investment and other types of risk, in respect of purchased options is typically the premium initially paid for the option plus any unrealized gains.

The main risk associated with purchasing an option is that the option expires without being exercised. In this case, the option is worthless when it expires and the premium paid for the option is considered a realized loss. The risk associated with writing a call option is that the Portfolio may forgo the opportunity for a profit if the market value of the underlying instrument increases and the option is exercised, requiring the Portfolio to sell the underlying instrument at a price below its market value. When the Portfolio writes a call option on a security it does not own, its exposure on such an option is theoretically unlimited. The risk in writing a put option is that the Portfolio may incur a loss if the market value of the underlying instrument decreases and the option is exercised, requiring the Portfolio to purchase the underlying instrument at a price above its market value. In addition, the Portfolio risks not being able to enter into a closing transaction for the written option as the result of an illiquid market for the option.

Purchases of put and call options are recorded as investments, the value of which are marked-to-market daily. When a purchased option expires without being exercised, the Portfolio will realize a loss equal to the premium paid. When the Portfolio enters into a closing sale transaction, the Portfolio will realize a gain or loss depending on whether the sales proceeds from the closing sale transaction are greater or less than the premium initially paid for the option. When the Portfolio exercises a put option, it will realize a gain or loss from the sale of the underlying instrument and the proceeds from such sale will be decreased by the premium originally paid for the put option. When the Portfolio exercises a call option, the cost of the security which the Portfolio purchases upon exercise will be increased by the premium originally paid for the call option.

MSF-32

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

The premium received for a written option is recorded as an asset and an equivalent liability. The liability is subsequently marked to market to reflect the current value of the option written. When a written option expires without being exercised or the Portfolio enters into a closing purchase transaction, the Portfolio realizes a gain (or loss if the cost of the closing purchase transaction exceeds the premium received when the option was sold) without regard to any unrealized gain or loss on the underlying instrument and the liability related to such option is eliminated. When a written call option is exercised, the Portfolio realizes a gain or loss, as adjusted for the premium received, from the sale of the underlying instrument. When a written put option is exercised, the premium received is offset against the amount paid for the purchase of the underlying instrument.

The purpose of inflation-capped options is to protect the buyer from inflation, above a specified rate, eroding the value of investments in inflation-linked products with a given notional exposure. Inflation-capped options are used to give downside protection to investments in inflation-linked products by establishing a floor on the value of such products.

Written Options

The Portfolio transactions in written options during the year December 31, 2013:

Call Options	Local Notional Amount			Number of Contracts			Premium Received
Options outstanding December 31, 2012		247,810,000			—		$	4,286,245
Options written		627,126,000			4,571			20,816,007
Options bought back		0			(4,571	)		(1,942,786	)
Options expired		(855,216,000	)		—			(23,081,079	)
Options outstanding December 31, 2013		19,720,000			—		$	78,387
Put Options	Local Notional Amount			Number of Contracts			Premium Received
Options outstanding December 31, 2012		33,500,000			—		$	622,653
Options written		10,890,190,000			12,692			12,784,635
Options bought back		(33,500,000	)		(10,791	)		(4,108,231	)
Options expired		(498,685,000	)		—			(8,433,172	)
Options outstanding December 31, 2013		10,391,505,000			1,901		$	865,885

Swap Agreements - The Portfolio may enter into swap agreements in which the Portfolio and a counterparty agree to either make periodic net payments on a specified notional amount or net payment upon termination. Swap agreements are either privately negotiated in the over-the-counter market (“OTC swaps”) or executed in a multilateral or other trade facility platform, such as a registered commodities exchange (“centrally-cleared swaps”). The Portfolio may enter into swap agreements for the purposes of managing exposure to interest rate, credit or market risk, or for other purposes. In connection with these agreements, securities or cash may be paid or received, as applicable, by the Portfolio as collateral or margin in accordance with the terms of the respective swap agreements to provide assets of value and recourse in the event of default or bankruptcy/insolvency. Securities posted by the Portfolio as collateral for swap contracts are identified in the Schedule of Investments and restricted cash, if any, is reflected on the Statement of Assets and Liabilities.

Centrally-Cleared Swaps: Certain clearinghouses currently offer clearing for limited types of derivatives transactions, principally credit derivatives. In a cleared derivative transaction, a Portfolio typically enters into the transaction with a financial institution counterparty, and performance of the transaction is effectively guaranteed by a central clearinghouse, thereby reducing or eliminating the Portfolio’s exposure to the credit risk of the original counterparty. The Portfolio typically will be required to post specified levels of margin with the clearinghouse or at the instruction of the clearinghouse; the margin required by a clearinghouse may be greater than the margin the Portfolio would be required to post in an uncleared derivative transaction. Only a limited number of derivative transactions are currently eligible for clearing.

Swap agreements are marked-to-market daily. The fair value of an OTC swap is reflected on the Statement of Assets and Liabilities. The changes in value, if any, are reflected as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. Daily changes in valuation of centrally cleared swaps, if any, are recorded as a receivable or payable for variation margin on the Statement of Assets and Liabilities and as a component of unrealized appreciation/depreciation on the Statement of Operations. Upfront payments paid or received upon entering into the swap agreement compensate for differences between the stated terms of the swap agreement and prevailing market conditions (such as credit spreads, currency exchange rates, interest rates, and other relevant factors). Upon termination or maturity of the swap, upfront premiums are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap is recorded as realized gain or loss on the Statement of Operations. Net periodic payments received or paid by the Portfolio are included as part of realized gains or losses on the Statement of Operations.

MSF-33

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Swap transactions involve, to varying degrees, elements of interest rate, credit, and market risk in excess of the amounts recognized in the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform, or that there may be unfavorable changes in market conditions or interest rates. In addition, entering into swap agreements involves documentation risk resulting from the possibility that the parties to a swap agreement may disagree as to the meaning of contractual terms in the agreement. The Portfolio may enter into swap transactions with counterparties in accordance with guidelines established by the Board. These guidelines provide for a minimum credit rating for each counterparty and various credit enhancement techniques (for example, collateralization of amounts due from counterparties) to limit exposure to counterparties that have lower credit ratings. A Portfolio’s maximum risk of loss from counterparty credit risk is the discounted value of the net cash flows to be received from the counterparty over the contract’s remaining life, to the extent that amount is positive, or the fair value of the contract. The risk may be mitigated by having a master netting arrangement between the Portfolio and the counterparty and by the posting of collateral by the counterparty to cover the Portfolio’s exposure to the counterparty. Counterparty risk related to centrally-cleared swaps is mitigated due to the protection against defaults provided by the exchange on which these contracts trade.

Credit Default Swaps: The Portfolio is subject to credit risk in the normal course of pursuing its investment objectives. The Portfolio may enter into credit default swaps to manage its exposure to the market or certain sectors of the market, to reduce its risk exposure to defaults of corporate and/or sovereign issuers, or to create exposure to corporate and/or sovereign issuers to which they are not otherwise exposed. Credit default swaps involve one party making a stream of payments (referred to as the buyer of protection) to another party (the seller of protection) in exchange for the right to receive a specified return if a credit event occurs for the referenced entity, obligation or index. A credit event is defined under the terms of each swap agreement and may include, but is not limited to, underlying entity default, bankruptcy, write-down, principal shortfall or interest shortfall. As the seller of protection, if an underlying credit event occurs, the Portfolio will either pay the buyer an amount equal to the notional amount of the swap and take delivery of the referenced obligation (or underlying securities comprising the referenced index), or pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation (or underlying securities comprising the referenced index). In return, the Portfolio would receive from the counterparty an upfront or periodic stream of payments throughout the life of the credit default swap agreement provided that no credit event has occurred. As the seller of protection, the Portfolio would effectively add leverage to its portfolio because, in addition to its total net assets, the Portfolio would be subject to investment exposure on the notional amount of the credit default swap.

The Portfolio may also purchase credit default swap contracts in order to hedge against the risk of default of debt securities held in its portfolio. This would involve the risk that the investment may be worthless when it expires and would only generate income in the event of an actual default by the issuer of the underlying obligation (as opposed to a credit downgrade or other indication of financial instability). It would also involve credit risk, whereby the seller may fail to satisfy its payment obligations to the Portfolio in the event of a default. As the buyer of protection, if an underlying credit event occurs, the Portfolio will either receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation (or underlying securities comprising the referenced index), or receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation (or underlying securities comprising the referenced index). If no credit event occurs and the Portfolio is a buyer of protection, the Portfolio will typically recover nothing under the credit default swap agreement, but it will have had to pay the required upfront payment or stream of continuing payments under the credit default swap agreement. Recovery values are at times established through the credit event auction process in which market participants are ensured that a transparent price has been set for the defaulted obligation.

Credit default swap agreements on credit indices involve one party making a stream of payments to another party in exchange for the right to receive a specified return in the event of a write-down, principal shortfall, interest shortfall or default of all or part of the referenced entities comprising the credit index. A credit index is a basket of credit instruments or exposures designed to be representative of some part of the credit market as a whole. An index credit default swap references all the names in the index, and if there is a credit event involving an entity in the index, the credit event is settled based on that entity’s weight in the index. A Portfolio may use credit default swaps on credit indices as a hedge for credit default swaps or bonds held in the portfolio, which is less expensive than it would be to buy many individual credit default swaps to achieve similar effect. Credit default swaps on indices are benchmarks for protecting investors owning bonds against default, and may be used to speculate on changes in credit quality.

Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on a credit index or corporate or sovereign issuer, serve as some indication of the status of the payment/performance risk and the likelihood or risk of default for the credit derivative. The implied credit spread of a particular referenced entity or index also reflects the cost of buying/selling protection and may reflect upfront payments required to be made to enter into the agreement. Wider credit spreads generally represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the particular swap agreement. When no implied credit spread is available for a credit default swap, the current unrealized appreciation/depreciation on the position may be used as an indicator of the current status of the payment/performance risk.

MSF-34

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

The maximum potential amount of future payments (undiscounted) that the Portfolio as a seller of protection could be required to make under a credit default swap agreement would be an amount equal to the notional amount of the agreement. Notional amounts of all credit default swap agreements outstanding as of December 31, 2013, for which the Portfolio is the seller of protection, are disclosed in the Schedule of Investments. These potential amounts would be partially offset by any recovery values of the respective referenced obligations, upfront payments received upon entering into the agreement or net amounts received from the settlement of buy protection credit default swap agreements entered into by the Portfolio for the same referenced entity or entities.

Interest Rate Swaps: The Portfolio may enter into interest rate swaps to manage its exposure to interest rates or to protect against currency fluctuations, to adjust the interest rate sensitivity (duration), to preserve a return or spread on a particular investment, or otherwise as a substitute for a direct investment in debt securities. The Portfolio is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Portfolio holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Portfolio may enter into interest rate swap agreements. Interest rate swaps are agreements in which one party pays a stream of interest payments, either fixed or floating rate, for another party’s stream of interest payments, either fixed or floating, on the same notional amount for a specified period of time. Other forms of interest rate swap agreements may include: (1) interest rate caps, under which, in return for a premium, one party agrees to make payments to the other to the extent that interest rates exceed a specified rate, or “cap”; (2) interest rate floors, under which, in return for a premium, one party agrees to make payments to the other to the extent that interest rates fall below a specified rate, or “floor”; and (3) interest rate collars, under which a party sells a cap and purchases a floor or vice versa in an attempt to protect itself against interest rate movements exceeding given minimum or maximum levels. The Portfolio’s maximum risk of loss from counterparty credit risk, as opposed to investment and other types of risk, in respect of interest rate swaps is typically the discounted net value of the cash flows to be received from the counterparty over the contract’s remaining life, to the extent that amount is positive.

At December 31, 2013, the Portfolio had the following derivatives, categorized by risk exposure:

	Asset Derivatives			Liability Derivatives
Risk Exposure	Statement of Assets & Liabilities Location	Fair Value		Statement of Assets & Liabilities Location	Fair Value
Interest Rate	Investments at market value (a)(d)	$	2,316,382	OTC swap contracts at market value (b)	$	273,472
	OTC swap contracts at market value (b)		1,638,582	Unrealized depreciation on futures contracts* (c)		3,638,729
	Unrealized appreciation on centrally cleared swap contracts (c)**		484,275	Written options at value (e)		553,640
	Unrealized appreciation on futures contracts* (c)		4,900,417	Unrealized depreciation on centrally cleared swap contracts (c)**		715,077
Credit	OTC swap contracts at market value (b)		1,835,276	OTC swap contracts at market value (b)		335,894
Foreign Exchange	Investments at market value (a)		1,745,013	Unrealized depreciation on forward foreign currency exchange contracts		1,595,081
	Unrealized appreciation on forward foreign currency exchange contracts		659,693	Written options at value		627,735
Total		$	13,579,638		$	7,739,628

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only the current day’s variation margin is reported within the Statement of Assets and Liabilities.

** Represents the unrealized appreciation/depreciation of centrally cleared swap contracts as reported in the Schedule of Investments. Only the variation margin is reported within the Statement of Assets and Liabilities.

(a) Includes purchased options which are part of investments as shown in the Statement of Assets and Liabilities and net realized gain (loss) on investments and net change in unrealized appreciation (depreciation) on investments as shown in the Statement of Operations.

(b) Excludes interest receivable on swap contracts of $113,353 and interest payable on swap contracts of $71,475.

(c) Financial instrument not subject to a master netting agreement.

(d) Includes an exchange traded purchased option with a value of $1,283,175 that is not subject to a master netting agreement.

(e) Includes an exchange traded written option with a value of $308,912 that is not subject to a master netting agreement.

The Portfolio is required to disclose the impact of offsetting assets and liabilities represented in the Statement of Assets and Liabilities to enable users of the financial statements to evaluate the effect or potential effect of netting arrangements on its financial position for recognized assets and liabilities.

MSF-35

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

The following table presents the Portfolio’s derivative assets by counterparty net of amounts available for offset under a master netting agreement (“MNA”), or similar agreement, and net of the related collateral received by the Portfolio as of December 31, 2013.

Counterparty	Derivative Assets subject to a MNA by Counterparty		Financial Instruments available for offset			Collateral Received†			Net Amount*
Bank of America N.A.	$	722,993	$	(129,297	)	$	(200,000	)	$	393,696
Barclays Bank plc		2,410,164		(1,464,923	)		(649,270	)		295,971
BNP Paribas S.A.		66,643		(27,767	)		—			38,876
Citibank N.A.		61,897		(61,897	)		—			—
Credit Suisse International		35,104		(11,495	)		—			23,609
Deutsche Bank AG		1,873,285		(823,287	)		—			1,049,998
JPMorgan Chase Bank N.A.		1,493,615		—			(1,160,000	)		333,615
Morgan Stanley Capital Services		187,751		(187,751	)		—			—
Westpac Banking Corp.		60,319		—			—			60,319
	$	6,911,771	$	(2,706,417	)	$	(2,009,270	)	$	2,196,084

The following table presents the Portfolio’s derivative liabilities by counterparty net of amounts available for offset under a master netting agreement, or similar agreement, and net of the related collateral pledged by the Portfolio as of December 31, 2013.

Counterparty	Derivative Liabilities subject to a MNA by Counterparty		Financial Instruments available for offset			Collateral Pledged†			Net Amount**
Bank of America N.A.	$	129,297	$	(129,297	)	$	—		$	—
Barclays Bank plc		1,464,923		(1,464,923	)		—			—
BNP Paribas S.A.		27,767		(27,767	)		—			—
Citibank N.A.		68,347		(61,897	)		—			6,450
Credit Suisse International		11,495		(11,495	)		—			—
Deutsche Bank AG		823,287		(823,287	)		—			—
Morgan Stanley Capital Services		422,718		(187,751	)		(234,967	)		—
Royal Bank of Canada		60,361		—			—			60,361
UBS AG		68,715		—			—			68,715
	$	3,076,910	$	(2,706,417	)	$	(234,967	)	$	135,526

* Net amount represents the net amount receivable from the counterparty in the event of default.

** Net amount represents the net amount payable due to the counterparty in the event of default.

† In some instances, the actual collateral received and/or pledged may be more than the amount shown here due to overcollateralization.

Transactions in derivative instruments during the year ended December 31, 2013 were as follows:

Statement of Operations Location—Net Realized Gain (Loss)	Interest Rate			Credit			Foreign Exchange			Total
Investments (a)	$	3,363,262		$	—		$	(18,118,795	)	$	(14,755,533	)
Forward foreign currency transactions		—			—			870,421			870,421
Futures contracts		7,771,466			—			—			7,771,466
Swap contracts		35,776,598			9,581,357			—			45,357,955
Written options		(1,927,954	)		—			31,514,252			29,586,298
	$	44,983,372		$	9,581,357		$	14,265,878		$	68,830,607
Statement of Operations Location—Net Change in Unrealized Appreciation (Depreciation)	Interest Rate			Credit			Foreign Exchange			Total
Investments (a)	$	570,110		$	—		$	(6,590,653	)	$	(6,020,543	)
Forward foreign currency transactions		—			—			(1,423,026	)		(1,423,026	)
Futures contracts		(2,826,675	)		—			—			(2,826,675	)
Swap contracts		1,863,685			(5,699,010	)		—			(3,835,325	)
Written options		(356,009	)		—			3,962,602			3,606,593
	$	(748,889	)	$	(5,699,010	)	$	(4,051,077	)	$	(10,498,976	)

MSF-36

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

For the year ended December 31, 2013, the average amount or number per contract outstanding for each derivative type was as follows:

Derivative Description	Average Notional Par or Face Amount‡
Investments (a)	$	566,113,339
Forward foreign currency transactions		585,898,907
Futures contracts long		980,473,104
Futures contracts short		(514,417,712	)
Swap contracts		906,588,736
Written options		(336,178,348	)

‡ Averages are based on activity levels during 2013.

(a) Includes purchased options which are part of investments as shown in the Statement of Assets and Liabilities and net realized gain (loss) on investments and net change in unrealized appreciation (depreciation) on investments as shown in the Statement of Operations.

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Collateral requirements may differ by type of derivative or investment, as applicable. Collateral or margin requirements are set by the broker or exchange clearing house for exchange traded derivatives (e.g., futures contracts and exchange traded options) while collateral terms are contract specific for over-the-counter traded derivatives (e.g., forward foreign currency exchange contracts, swap agreements and over-the-counter options).

For derivatives traded under an International Swaps and Derivatives Association, Inc. Master Agreement (“ISDA Master Agreement”) or similar master agreement, the collateral requirements are netted across all transactions traded under such agreement and one amount is posted from one party to the other to collateralize such obligations. The ISDA Master Agreement gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a certain deterioration in the credit quality of the other party. The ISDA Master Agreement gives the Portfolio the right, upon an event of default by the applicable counterparty or a termination of the agreement, to close out all transactions traded under such agreement and to net amounts owed under each transaction to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could result in a reduction of the Portfolio’s credit risk to such counterparty equal to any amounts payable by the Portfolio under the applicable transactions, if any. However, absent an event of default by the counterparty or a termination of the agreement, the ISDA Master Agreement does not result in an offset of reported amounts of assets and liabilities in the Statement of Assets and Liabilities across transactions between the Portfolio and the applicable counterparty. The enforceability of the right to offset may vary by jurisdiction. Cash collateral that has been pledged to cover obligations of the Portfolio under derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities. Securities pledged as collateral, if any, for the same purpose are noted in the Schedule of Investments.

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

MSF-37

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Master Securities Forward Transaction Agreements (“Master Forward Agreements”) govern the considerations and factors surrounding the settlement of certain forward settling transactions, such as To-Be-Announced securities, delayed-delivery or secured borrowings transactions by and between the Portfolio and select counterparties. The Master Forward Agreements maintain provisions for, among other things, initiation and confirmation, payment and transfer, events of default, termination, and maintenance of collateral.

Customer Account Agreements and related addendums govern cleared derivatives transactions such as futures, options on futures, and cleared OTC derivatives. Cleared derivative transactions require posting of initial margin as determined by each relevant clearing agency which is segregated at a broker account registered with the Commodities Futures Trading Commission (CFTC), or the applicable regulator. In the U.S., counterparty risk is significantly reduced as creditors of the futures broker do not have claim to Portfolio assets in the segregated account. Additionally, portability of exposure in the event of default further reduces risk to the Portfolio. Variation margin, or changes in market value, are exchanged daily, but may not be netted between futures and cleared OTC derivatives.

Foreign Investment Risk: The investments by the Portfolio in foreign securities may involve risks not present in domestic investments. Because securities may be denominated in foreign currencies, may require settlement in foreign currencies and may pay interest or dividends in foreign currencies, changes in the relationship of these foreign currencies to the U.S. dollar can significantly affect the value of the investments and earnings of the Portfolio. Foreign investments may also subject the Portfolio to foreign government exchange restrictions, expropriation, taxation or other political, social or economic developments, all of which could affect the market and/or credit risk of the investments. In addition to the risks described above, risks may arise from forward foreign currency contracts with respect to the potential inability of counterparties to meet the terms of their contracts.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, including mortgage dollar roll and TBA transactions but excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases				Sales
U.S. Government		Non U.S. Government		U.S. Government		Non U.S. Government
$	31,796,471,458	$	2,223,357,094	$	32,427,502,983	$	2,076,724,373

Purchases and sales of mortgage dollar rolls and TBA transactions for the year ended December 31, 2013 were as follows:

Purchases		Sales
$	23,253,080,130	$	23,535,040,479

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$12,607,700		0.400	%	Of the first $1 billion
		0.350	%	Of the next $1 billion
		0.300	%	Of the next $1 billion
		0.250	%	On amounts in excess of $3 billion

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. BlackRock Advisors, LLC is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

MSF-38

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average Daily Net Assets
0.030%	Of the first $1 billion
0.025%	Of the next $1 billion

Any reductions in total advisory fees paid by the Portfolio due to these waivers may be reduced or eliminated by changes in the advisory fee structure at higher asset levels. MetLife Advisers will receive advisory fees equal to 0.325% of the Portfolio’s average daily net assets for amounts over $2 billion but less than $3 billion (0.025% over the contractual advisory fee rate) and 0.325% for amounts over $3 billion but less than $3.4 billion (0.075% over the contractual advisory fee rate). As a result, the dollar amount of the waiver will be reduced as assets grow beyond $2 billion up to $3.4 billion, but the advisory fee net of waivers will never exceed the contractual dollar amount that would otherwise be payable under the advisory fee.

An identical expense agreement was in place for the period April 30, 2012 through April 28, 2013.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B and E Shares. Under the Distribution and Service Plan, the Class B and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

8. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income				Long-Term Capital Gain				Total
2013		2012		2013		2012		2013		2012
$	201,565,998	$	131,551,453	$	30,718,094	$	—	$	232,284,092	$	131,551,453

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income		Undistributed Long-Term Capital Gain		Net Unrealized Depreciation			Loss Carryforwards		Other Accumulated Capital Losses			Total
$	135,054,402	$	—	$	(36,119,405	)	$	—	$	(31,066,700	)	$	67,868,297

MSF-39

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as shortterm losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, the Portfolio had post-enactment short-term accumulated capital losses of $31,066,700 and no pre-enactment accumulated capital loss carryforwards.

MSF-40

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of BlackRock Bond Income Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of BlackRock Bond Income Portfolio, one of the portfolios constituting Metropolitan Series Fund (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of BlackRock Bond Income Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 27, 2014

MSF-41

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

MSF-42

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-43

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the BlackRock Bond Income Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-44

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the BlackRock Bond Income Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the one- and three-year periods ended June 30, 2013 and underperformed the median of its Performance Universe and its Lipper Index for the five-year period ended June 30, 2013. The Board further considered that the Portfolio outperformed its benchmark, the Barclays Capital Aggregate Bond Index, for the one-, three- and five-year periods ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board

MSF-45

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the BlackRock Bond Income Portfolio, the Board considered that the Portfolio’s actual management fee and total expenses (exclusive of 12b-l fees) were below the Expense Group median, the Expense Universe median and Sub-advised Expense Universe median. The Board noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also noted that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group and Sub-advised Expense Universe at the Portfolio’s current size.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the BlackRock Bond Income Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

MSF-46

Metropolitan Series Fund

BlackRock Bond Income Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-47

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Managed by BlackRock Advisors, LLC

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, and E shares of the BlackRock Capital Appreciation Portfolio returned 34.22%, 33.90%, and 34.04%, respectively. The Portfolio’s benchmark, the Russell 1000 Growth Index¹, returned 33.48%.

MARKET ENVIRONMENT / CONDITIONS

U.S. stocks had another impressive year, hitting all-time highs in May, continuing to build on the momentum, and capping off 2013 with strong year-end gains. The broad-market S&P 500 Index posted its strongest annual return since 1995. Market strength was buoyed late in the year by news that Congress was making progress on a budget agreement, as well as a series of better-than-expected economic data that included upward revisions to third-quarter gross domestic product (“GDP”) growth. Accordingly, cyclical sectors led, with notable outperformance coming from Information Technology (“IT”) and Industrials, while defensive sectors lagged. Concern that economic strength and political stability would strengthen the case of the more hawkish voices at the Federal Reserve (the “Fed”) was confirmed by the announcement that starting in January 2014, the Fed’s monthly bond purchases would be “tapered” from $85 to $75 billion.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The Portfolio outperformed the Russell 1000 Growth Index during the 12-month period. An underweight position in Consumer Staples was the primary contributor to relative performance, as the sector lagged the benchmark index for the period. Within the sector, the largest contributor to performance was a lack of exposure to tobacco companies.

Within Telecom, a position in SoftBank Corporation drove the Portfolio’s strong results as the stock advanced more than 38%. Part of this stock’s strong performance was attributable to news of a $1 billion stake being taken in the company by a well-known investor. In addition, there was continued investor appreciation for the value of private Chinese e-commerce giant Alibaba Group (“Alibaba”), in which SoftBank owns a 37% stake. Alibaba appears to be headed for an initial public offering (IPO) in 2014, and BlackRock’s value estimate of its core e-commerce business is not yet priced into SoftBank’s stock. In addition, the Portfolio’s underweight in the sector contributed to results, as Telecom was the weakest-performing sector in the benchmark index over the year.

An overweight to the Consumer Discretionary sector also contributed to performance. Within the sector, media company Viacom and Macau casino operator Melco Crown Entertainment (“Melco Crown”) were the main drivers of outperformance. Viacom shares advanced as the company reported strong earnings, while also doubling its stock repurchase program to $20 billion. The position in Viacom was sold in the fourth quarter. Shares of Melco Crown surged amid expanding growth in the mass market in China, where the company is picking up share. In addition, Amazon.com contributed to the strong performance in the sector, as its stock rose more than 40%.

Stock selection within the IT sector added to performance and provided some of the year’s biggest winners. Not holding poor-performing International Business Machines Corp. (“IBM”) was the leading positive contributor. The structural shift towards new technology architectures is impacting legacy technology vendors such as IBM and the company missed its earnings forecast for the first time since 2005. Yahoo! Inc. was another top contributor in the segment, with shares gaining more than 36% during the year. Similar to SoftBank, Yahoo! benefited from excitement around Alibaba, in which it owns a 24% stake. In addition, Yahoo! was able to raise convertible debt capital at a 0.0% coupon, and company management consequently announced a $5 billion boost to its share buyback program. Finally, a position in data analytics software maker, Splunk, Inc., proved additive as did a significant underweight in Apple, Inc., which declined significantly over the period.

Positioning within the Health Care sector was the largest detractor from performance, with pharmacy benefit manager Catamaran Corp. and drug maker Allergan, Inc., accounting for the majority of the disappointment. Catamaran stock first lost ground in May 2013 following a modest revenue miss and uncertainty over its contract renewal with key customer Cigna (an agreement that was later signed). Shares subsequently rallied, hitting a 52-week high, but declined again in the third quarter amid uncertainty over the impact of some larger employers unexpectedly shifting their employees to private health insurance exchanges. The position in Catamaran was sold in the fourth quarter. Shares of Allergan, Inc., fell in the first half of the reporting period as concerns about a delay in the commercialization of the company’s new eye drug overshadowed an otherwise positive first-quarter earnings report.

In addition, the Energy sector also detracted from performance, as many of the Portfolio’s holdings traded lower due to the decline in commodity prices.

A more than 30% run-up in U.S. stocks for 2013 has naturally given rise to worries about stretched valuations and the sustainability of the bull market rally. Though pockets of overvaluation may exist, we take a longer-term view of the investments we make, in particular focusing on businesses for which the magnitude and/or duration of future growth prospects are underestimated by the market. On that score, we continue to find reasonable valuations for great companies with strong earnings potential, large addressable markets and dominant market positions that we believe can thrive irrespective of macroeconomic ebbs and flows. Best-in-class business models continue to take share globally, and selective opportunities in both the Superior Growth and Durable Growth areas remain. Coupled with the impressive innovation and strong execution by our holdings’ management teams, we remain optimistic about the long-term outlooks for the Portfolio’s holdings.

At period end, the Portfolio maintained a diversified mix of Durable and Superior Growth holdings, supplemented by a small group of Periodic Growth names. The Portfolio’s largest overweight relative to

MSF-1

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Managed by BlackRock Advisors, LLC

Portfolio Manager Commentary*—(Continued)

the Russell 1000 Growth Index remained Consumer Discretionary, while the most notable underweight was Consumer Staples. The Consumer Discretionary overweight reflects our favorable view of companies that continue to take share in the expanding growth of consumer wealth globally, as well as those poised to benefit from the rise in e-commerce.

Lawrence Kemp

Portfolio Manager

BlackRock Advisors, LLC

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

A $10,000 INVESTMENT COMPARED TO THE RUSSELL 1000 GROWTH INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year
BlackRock Capital Appreciation Portfolio
Class A		34.22		18.03		7.67
Class B		33.90		17.74		7.40
Class E		34.04		17.86		7.51
Russell 1000 Growth Index		33.48		20.39		7.83

¹ The Russell 1000 Growth Index is an unmanaged measure of performance of the largest capitalized U.S. companies, within the Russell 1000 companies, that have higher price-to-book ratios and forecasted growth values.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
Google, Inc.—Class A		4.8
Visa, Inc.—Class A		3.9
SoftBank Corp.		3.8
Amazon.com, Inc.		3.8
Precision Castparts Corp.		3.3
Comcast Corp.—Class A		3.0
Yahoo!, Inc.		2.6
Liberty Global plc—Class A		2.6
Autodesk, Inc.		2.5
Eaton Corp. plc		2.4

Top Sectors

	% of Market Value of Total Long-Term Investments
Information Technology		29.3
Consumer Discretionary		28.7
Industrials		13.3
Health Care		12.9
Telecommunication Services		5.1
Energy		3.4
Financials		3.2
Consumer Staples		2.2
Materials		1.9

MSF-3

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

BlackRock Capital Appreciation Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.70	%	$	1,000.00	$	1,238.10	$	3.95
	Hypothetical*		0.70	%	$	1,000.00	$	1,021.68	$	3.57
Class B(a)	Actual		0.95	%	$	1,000.00	$	1,236.50	$	5.36
	Hypothetical*		0.95	%	$	1,000.00	$	1,020.42	$	4.84
Class E(a)	Actual		0.85	%	$	1,000.00	$	1,237.50	$	4.79
	Hypothetical*		0.85	%	$	1,000.00	$	1,020.92	$	4.33

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 6 of the Notes to Financial Statements.

MSF-4

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—100.3% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—5.2%
Precision Castparts Corp.		262,082	$	70,578,682
United Technologies Corp.		372,406		42,379,803
				112,958,485
Auto Components—0.9%
Delphi Automotive plc		324,721		19,525,474
Biotechnology—5.9%
Gilead Sciences, Inc. (a)		612,549		46,033,057
Regeneron Pharmaceuticals, Inc. (a)		124,301		34,212,607
United Therapeutics Corp. (a) (b)		409,317		46,285,567
				126,531,231
Chemicals—1.9%
Eastman Chemical Co.		94,222		7,603,715
Monsanto Co.		279,253		32,546,937
				40,150,652
Consumer Finance—0.9%
Discover Financial Services		345,487		19,329,998
Diversified Financial Services—2.3%
IntercontinentalExchange Group, Inc.		102,829		23,128,298
Moody’s Corp.		348,823		27,372,141
				50,500,439
Diversified Telecommunication Services—1.3%
Vivendi S.A.		1,097,209		29,025,685
Electrical Equipment —3.9%
Eaton Corp. plc		665,539		50,660,829
Roper Industries, Inc.		118,090		16,376,721
Solarcity Corp. (a)		315,198		17,909,550
				84,947,100
Energy Equipment & Services—1.1%
FMC Technologies, Inc. (a)		438,288		22,883,016
Food Products—0.9%
Mondelez International, Inc. - Class A		549,729		19,405,434
Health Care Equipment & Supplies—1.7%
Intuitive Surgical, Inc. (a)		97,423		37,418,226
Hotels, Restaurants & Leisure—4.1%
Melco Crown Entertainment, Ltd. (ADR) (a) (b)		475,567		18,651,738
Starbucks Corp.		459,607		36,028,592
Wynn Resorts, Ltd.		168,967		32,815,081
				87,495,411
Internet & Catalog Retail—7.6%
Amazon.com, Inc. (a)		203,756		81,255,855
Expedia, Inc.		465,434		32,422,133
Internet & Catalog Retail—(Continued)
priceline.com, Inc. (a)		42,548	$	49,457,795
				163,135,783
Internet Software & Services—17.7%
AOL, Inc. (a)		287,500		13,403,250
eBay, Inc. (a)		493,674		27,097,766
Facebook, Inc. - Class A (a)		271,038		14,814,937
Google, Inc. - Class A (a)		92,580		103,755,332
LinkedIn Corp. - Class A (a)		210,790		45,705,596
SINA Corp. (a)		438,410		36,936,043
Yahoo!, Inc. (a)		1,408,851		56,973,934
Yandex NV - Class A (a)		614,540		26,517,401
Yelp, Inc. (a)		554,021		38,199,748
Youku Tudou, Inc. (ADR) (a)		577,628		17,502,128
				380,906,135
IT Services—6.7%
Alliance Data Systems Corp. (a) (b)		123,501		32,472,118
MasterCard, Inc. - Class A		32,391		27,061,385
Visa, Inc. - Class A		381,362		84,921,690
				144,455,193
Media—11.9%
Comcast Corp. - Class A		1,258,041		65,374,100
Liberty Global plc - Class A (a)		619,434		55,123,432
Sirius XM Holdings, Inc. (a) (b)		10,282,256		35,885,073
Time Warner, Inc.		714,755		49,832,719
Walt Disney Co. (The)		660,303		50,447,149
				256,662,473
Oil, Gas & Consumable Fuels—2.4%
Cabot Oil & Gas Corp.		431,381		16,720,327
Concho Resources, Inc. (a)		137,813		14,883,804
Laredo Petroleum Holdings, Inc. (a)		698,617		19,344,705
				50,948,836
Personal Products—1.3%
Estee Lauder Cos., Inc. (The) - Class A		365,202		27,507,015
Pharmaceuticals—5.4%
AbbVie, Inc.		855,969		45,203,723
Allergan, Inc.		197,452		21,932,968
Valeant Pharmaceuticals International, Inc. (a)		409,372		48,060,273
				115,196,964
Professional Services—1.1%
Verisk Analytics, Inc. - Class A (a)		349,729		22,984,190
Road & Rail—2.9%
Canadian Pacific Railway, Ltd.		103,825		15,710,799
Union Pacific Corp.		283,308		47,595,744
				63,306,543

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Software—5.0%
Autodesk, Inc. (a)		1,072,206	$	53,964,128
Splunk, Inc. (a)		449,578		30,872,521
VMware, Inc. - Class A (a) (b)		259,202		23,253,012
				108,089,661
Specialty Retail—1.3%
CarMax, Inc. (a)		344,342		16,190,961
Lumber Liquidators Holdings, Inc. (a)		109,907		11,308,331
				27,499,292
Textiles, Apparel & Luxury Goods—3.0%
Michael Kors Holdings, Ltd. (a)		230,641		18,725,743
NIKE, Inc. - Class B		587,646		46,212,481
				64,938,224
Trading Companies & Distributors—0.1%
United Rentals, Inc. (a) (b)		30,905		2,409,045
Wireless Telecommunication Services—3.8%
SoftBank Corp.		928,300		81,377,199
Total Common Stocks (Cost $1,704,474,218)				2,159,587,704
Short-Term Investments—6.0%
Mutual Fund—6.0%
State Street Navigator Securities Lending MET Portfolio (c)		129,171,009		129,171,009

Security Description	Principal Amount*		Value
Repurchase Agreement—0.0%
Fixed Income Clearing Corp. Repurchase Agreement dated 12/31/13 at 0.000% to be repurchased at $602,000 on 01/02/14, collateralized by $625,000 U.S. Treasury Note at 0.625% due 08/31/17 with a value of $615,625.		602,000	$	602,000
Total Short-Term Investments (Cost $129,773,009)				129,773,009
Total Investments—106.3% (Cost $1,834,247,227) (d)				2,289,360,713
Other assets and liabilities (net)—(6.3)%				(135,184,877	)
Net Assets—100.0%			$	2,154,175,836

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) Non-income producing security.

(b) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $119,804,564 and the collateral received consisted of cash in the amount of $129,171,009. The cash collateral is invested in a money market fund managed by an affiliate of the custodian.

(c) Represents investment of cash collateral received from securities lending transactions.

(d) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $1,837,274,814. The aggregate unrealized appreciation and depreciation of investments were $454,655,034 and $(2,569,135), respectively, resulting in net unrealized appreciation of $452,085,899 for federal income tax purposes.

(ADR)— An American Depositary Receipt is a certificate issued by a custodian bank representing the right to receive securities of the foreign issuer described. Trading on exchanges not located in the United States or Canada significantly influences the value of ADRs.

Forward Foreign Currency Exchange Contracts

Contracts to Deliver		Counterparty	Settlement Date		In Exchange for		Unrealized Appreciation
JPY	6,150,457,031	Barclays Bank plc		02/28/14	$	59,068,866	$	650,605

(JPY)— Japanese Yen

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2			Level 3		Total
Common Stocks
Aerospace & Defense	$	112,958,485	$	—		$	—	$	112,958,485
Auto Components		19,525,474		—			—		19,525,474
Biotechnology		126,531,231		—			—		126,531,231
Chemicals		40,150,652		—			—		40,150,652
Consumer Finance		19,329,998		—			—		19,329,998
Diversified Financial Services		50,500,439		—			—		50,500,439
Diversified Telecommunication Services		—		29,025,685			—		29,025,685
Electrical Equipment		84,947,100		—			—		84,947,100
Energy Equipment & Services		22,883,016		—			—		22,883,016
Food Products		19,405,434		—			—		19,405,434
Health Care Equipment & Supplies		37,418,226		—			—		37,418,226
Hotels, Restaurants & Leisure		87,495,411		—			—		87,495,411
Internet & Catalog Retail		163,135,783		—			—		163,135,783
Internet Software & Services		380,906,135		—			—		380,906,135
IT Services		144,455,193		—			—		144,455,193
Media		256,662,473		—			—		256,662,473
Oil, Gas & Consumable Fuels		50,948,836		—			—		50,948,836
Personal Products		27,507,015		—			—		27,507,015
Pharmaceuticals		115,196,964		—			—		115,196,964
Professional Services		22,984,190		—			—		22,984,190
Road & Rail		63,306,543		—			—		63,306,543
Software		108,089,661		—			—		108,089,661
Specialty Retail		27,499,292		—			—		27,499,292
Textiles, Apparel & Luxury Goods		64,938,224		—			—		64,938,224
Trading Companies & Distributors		2,409,045		—			—		2,409,045
Wireless Telecommunication Services		—		81,377,199			—		81,377,199
Total Common Stocks		2,049,184,820		110,402,884			—		2,159,587,704
Short-Term Investments
Mutual Fund		129,171,009		—			—		129,171,009
Repurchase Agreement		—		602,000			—		602,000
Total Short-Term Investments		129,171,009		602,000			—		129,773,009
Total Investments	$	2,178,355,829	$	111,004,884		$	—	$	2,289,360,713
Collateral for Securities Loaned (Liability)	$	—	$	(129,171,009	)	$	—	$	(129,171,009	)
Forward Contracts
Forward Foreign Currency Exchange Contracts (Unrealized Appreciation)	$	—	$	650,605		$	—	$	650,605

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	2,289,360,713
Cash		169
Unrealized appreciation on forward foreign currency exchange contracts		650,605
Receivable for:
Investments sold		21,617,447
Fund shares sold		32,611
Dividends		1,295,998
Prepaid expenses		4,686
Total Assets		2,312,962,229
Liabilities
Due to bank cash denominated in foreign currencies (c)		7,643
Collateral for securities loaned		129,171,009
Payables for:
Investments purchased		25,856,016
Fund shares redeemed		2,322,709
Accrued Expenses:
Management fees		1,214,174
Distribution and service fees		45,439
Deferred trustees’ fees		57,243
Other expenses		112,160
Total Liabilities		158,786,393
Net Assets	$	2,154,175,836
Net assets consist of:
Paid in surplus	$	1,704,040,839
Undistributed net investment income		910,319
Accumulated net realized loss		(6,539,443	)
Unrealized appreciation on investments and foreign currency transactions		455,764,121
Net Assets	$	2,154,175,836
Net Assets
Class A	$	1,917,929,994
Class B		190,539,083
Class E		45,706,759
Capital Shares Outstanding*
Class A		50,673,642
Class B		5,126,388
Class E		1,218,635
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	37.85
Class B		37.17
Class E		37.51

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Includes securities loaned at value of $119,804,564.

(b) Identified cost of investments was $1,834,247,227

(c) Identified cost of cash denominated in foreign currencies due to custodian was $7,689.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	13,788,003
Interest		835
Securities lending income		610,174
Total investment income		14,399,012
Expenses
Management fees		12,538,309
Administration fees		32,768
Custodian and accounting fees		140,267
Distribution and service fees—Class B		438,248
Distribution and service fees—Class E		65,676
Audit and tax services		37,723
Legal		28,910
Trustees’ fees and expenses		35,357
Shareholder reporting		65,207
Insurance		8,781
Miscellaneous		15,125
Total expenses		13,406,371
Less management fee waiver		(174,998	)
Less broker commission recapture		(51,815	)
Net expenses		13,179,558
Net Investment Income		1,219,454
Net Realized and Unrealized Gain
Net realized gain (loss) on:
Investments		281,777,149
Net increase from payments by affiliates (b)		776,322
Futures contracts		188,096
Foreign currency transactions		(102,400	)
Net realized gain		282,639,167
Net change in unrealized appreciation on:
Investments		260,898,446
Foreign currency transactions		650,635
Net change in unrealized appreciation		261,549,081
Net realized and unrealized gain		544,188,248
Net Increase in Net Assets from Operations	$	545,407,702

(a) Net of foreign withholding taxes of $18,555.

(b) See Note 6 of the Notes to Financial Statements.

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	1,219,454		$	14,655,614
Net realized gain		282,639,167			14,846,433
Net change in unrealized appreciation		261,549,081			186,168,554
Increase in net assets from operations		545,407,702			215,670,601
From Distributions to Shareholders
Net investment income
Class A		(13,139,735	)		(4,424,259	)
Class B		(1,085,499	)		(117,264	)
Class E		(308,668	)		(72,969	)
Total distributions		(14,533,902	)		(4,614,492	)
Increase (decrease) in net assets from capital share transactions		6,097,339			(103,754,869	)
Total increase in net assets		536,971,139			107,301,240
Net Assets
Beginning of period		1,617,204,697			1,509,903,457
End of period	$	2,154,175,836		$	1,617,204,697
Undistributed net investment income
End of period	$	910,319		$	14,378,982

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		8,135,961		$	270,708,814			2,738,967		$	74,272,198
Reinvestments		445,868			13,139,735			157,111			4,424,259
Redemptions		(7,488,997	)		(243,962,049	)		(5,991,764	)		(166,746,053	)
Net increase (decrease)		1,092,832		$	39,886,500			(3,095,686	)	$	(88,049,596	)
Class B
Sales		277,663		$	8,605,449			558,880		$	15,033,213
Reinvestments		37,444			1,085,499			4,232			117,264
Redemptions		(1,093,181	)		(34,711,377	)		(929,388	)		(25,417,688	)
Net decrease		(778,074	)	$	(25,020,429	)		(366,276	)	$	(10,267,211	)
Class E
Sales		99,567		$	3,098,565			189,738		$	5,162,641
Reinvestments		10,560			308,668			2,612			72,969
Redemptions		(377,071	)		(12,175,965	)		(389,795	)		(10,673,672	)
Net decrease		(266,944	)	$	(8,768,732	)		(197,445	)	$	(5,438,062	)
Increase (decrease) derived from capital shares transactions				$	6,097,339					$	(103,754,869	)

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	28.45		$	24.96		$	27.45		$	22.96		$	16.91
Income (Loss) from Investment Operations
Net investment income (a)		0.03			0.26			0.11			0.05			0.08
Net realized and unrealized gain (loss) on investments		9.63			3.32			(2.55	)		4.49			6.10
Total from investment operations		9.66			3.58			(2.44	)		4.54			6.18
Less Distributions
Distributions from net investment income		(0.26	)		(0.09	)		(0.05	)		(0.05	)		(0.13	)
Total distributions		(0.26	)		(0.09	)		(0.05	)		(0.05	)		(0.13	)
Net Asset Value, End of Period	$	37.85		$	28.45		$	24.96		$	27.45		$	22.96
Total Return (%) (b)		34.22	(c)		14.37			(8.95	)		19.82			36.79
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.71			0.73			0.73			0.77			0.83
Net ratio of expenses to average net assets (%) (d)		0.70			0.72			0.72			0.75			0.82
Ratio of net investment income to average net assets (%)		0.10			0.93			0.41			0.23			0.42
Portfolio turnover rate (%)		160			59			83			72			84
Net assets, end of period (in millions)	$	1,917.9		$	1,410.4		$	1,314.6		$	649.7		$	633.2

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	27.94		$	24.52		$	26.99		$	22.59		$	16.61
Income (Loss) from Investment Operations
Net investment income (loss) (a)		(0.05	)		0.18			0.03			(0.01	)		0.03
Net realized and unrealized gain (loss) on investments		9.47			3.26			(2.50	)		4.42			6.01
Total from investment operations		9.42			3.44			(2.47	)		4.41			6.04
Less Distributions
Distributions from net investment income		(0.19	)		(0.02	)		0.00			(0.01	)		(0.06	)
Total distributions		(0.19	)		(0.02	)		0.00			(0.01	)		(0.06	)
Net Asset Value, End of Period	$	37.17		$	27.94		$	24.52		$	26.99		$	22.59
Total Return (%) (b)		33.90	(c)		14.07			(9.15	)		19.47			36.50
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.96			0.98			0.98			1.02			1.08
Net ratio of expenses to average net assets (%) (d)		0.95			0.97			0.97			1.00			1.07
Ratio of net investment income (loss) to average net assets (%)		(0.16	)		0.68			0.12			(0.03	)		0.18
Portfolio turnover rate (%)		160			59			83			72			84
Net assets, end of period (in millions)	$	190.5		$	165.0		$	153.7		$	145.4		$	111.9

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	28.19		$	24.73		$	27.21		$	22.77		$	16.75
Income (Loss) from Investment Operations
Net investment income (loss) (a)		(0.02	)		0.21			0.06			0.02			0.05
Net realized and unrealized gain (loss) on investments		9.56			3.30			(2.52	)		4.45			6.06
Total from investment operations		9.54			3.51			(2.46	)		4.47			6.11
Less Distributions
Distributions from net investment income		(0.22	)		(0.05	)		(0.02	)		(0.03	)		(0.09	)
Total distributions		(0.22	)		(0.05	)		(0.02	)		(0.03	)		(0.09	)
Net Asset Value, End of Period	$	37.51		$	28.19		$	24.73		$	27.21		$	22.77
Total Return (%) (b)		34.04	(c)		14.17			(9.06	)		19.62			36.62
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.86			0.88			0.88			0.92			0.98
Net ratio of expenses to average net assets (%) (d)		0.85			0.87			0.87			0.90			0.97
Ratio of net investment income (loss) to average net assets (%)		(0.06	)		0.78			0.21			0.07			0.28
Portfolio turnover rate (%)		160			59			83			72			84
Net assets, end of period (in millions)	$	45.7		$	41.9		$	41.6		$	51.9		$	48.8

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) In 2013 0.03%, 0.03% and 0.03% of the Portfolio’s total return for Class A, Class B and Class E, respectively, consists of a voluntary reimbursement by the subadvisor (See Note 6 of the Notes to Financial Statements). Excluding this item, total return would have been 34.19%, 33.87% and 34.01% for Class A, Class B and Class E, respectively.

(d) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is BlackRock Capital Appreciation Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers three classes of shares: Class A, B, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-12

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-13

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to broker commission recapture reclasses and foreign currency transactions. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

At December 31, 2013, the Portfolio had investments in repurchase agreements with a gross value of $602,000, which is included as part of investments at value on the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at December 31, 2013.

Directed Brokerage Agreement - The Trust has entered into a directed brokerage arrangement with State Street Global Markets (“SSGM”). Under this arrangement, the Portfolio directs certain trades to SSGM in return for a recapture credit. SSGM issues a cash

MSF-14

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

rebate to the Portfolio. Amounts paid to the Portfolio are shown separately as broker commission recapture on the Statement of Operations of the Portfolio. Additionally, these amounts have been excluded from the calculation of the net ratio of expenses to average net assets presented in the Financial Highlights for each share class.

3. Investments in Derivative Instruments

Forward Foreign Currency Exchange Contracts - The Portfolio may enter into forward foreign currency exchange contracts to obtain investment exposure, enhance return or hedge or protect its portfolio holdings against the risk of future movements in certain foreign currency exchange rates. When entering into these contracts, the Portfolio agrees to receive or deliver a fixed quantity of foreign currency for an agreed-upon price on an agreed-upon future date. These contracts are valued daily and the Portfolio’s net equity therein, representing unrealized gain or loss on the contracts as measured by the difference between the forward foreign exchange rates at the dates of entry into the contracts and the forward foreign exchange rates at the valuation date, is included in the Statement of Assets and Liabilities. When a contract is closed, the Portfolio recognizes a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

Realized and unrealized gains and losses on forward foreign currency exchange contracts are included in the Statement of Operations. These contracts involve market and/or credit risk in excess of the amount recognized in the Statement of Assets and Liabilities. The use of forward foreign currency exchange contracts does not eliminate fluctuations in the underlying prices of the securities of the Portfolio, but it does establish a rate of exchange that can be achieved in the future. Although forward foreign currency exchange contracts may limit the risk of loss due to a decline in the value of the currency holdings, they also limit any potential gain that might result should the value of the currency increase. In addition, the Portfolio could be exposed to losses if the counterparties to the contracts are unable to meet the terms of the contracts. The Portfolio’s maximum potential loss from such contracts is the aggregate face value in U.S. dollars at the time the contract was opened.

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

At December 31, 2013, the Portfolio had the following derivatives, categorized by risk exposure:

	Asset Derivatives
Risk Exposure	Statement of Assets & Liabilities Location	Fair Value
Foreign Exchange	Unrealized appreciation on forward foreign currency exchange contracts	$	650,605

The Portfolio is required to disclose the impact of offsetting assets and liabilities represented in the Statement of Assets and Liabilities to enable users of the financial statements to evaluate the effect or potential effect of netting arrangements on its financial position for recognized assets and liabilities.

The following table presents the Portfolio’s derivative assets by counterparty net of amounts available for offset under a master netting agreement (“MNA”), or similar agreement, and net of the related collateral received by the Portfolio as of December 31, 2013.

Counterparty	Derivative Assets subject to a MNA by Counterparty		Financial Instruments available for offset		Collateral Received†		Net Amount*
Barclays Bank plc	$	650,605	$	—	$	—	$	650,605

* Net amount represents the net amount receivable from the counterparty in the event of default.

† In some instances, the actual collateral received and/or pledged may be more than the amount shown here due to overcollateralization.

MSF-15

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Transactions in derivative instruments during the year ended December 31, 2013 were as follows:

Statement of Operations Location—Net Realized Gain (Loss)	Equity		Foreign Exchange		Total
Futures contracts	$	188,096	$	—	$	188,096
Statement of Operations Location—Net Change in Unrealized Appreciation (Depreciation)	Equity		Foreign Exchange		Total
Forward foreign currency transactions	$	—	$	650,605	$	650,605

For the year ended December 31, 2013, the average amount or number per contract outstanding for each derivative type was as follows:

Derivative Description	Average Notional Par or Face Amount‡
Forward Foreign currency transactions (a)	$	59,068,866
Futures contracts long (a)		67,180

‡ Averages are based on activity levels during 2013.

(a) Average notional amount reflects activity over a period outstanding (less than one month).

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Collateral requirements may differ by type of derivative or investment, as applicable. Collateral or margin requirements are set by the broker or exchange clearing house for exchange traded derivatives (e.g., futures contracts and exchange traded options) while collateral terms are contract specific for over-the-counter traded derivatives (e.g., forward foreign currency exchange contracts, swap agreements and over-the-counter options).

For derivatives traded under an International Swaps and Derivatives Association, Inc. Master Agreement (“ISDA Master Agreement”) or similar master agreement, the collateral requirements are netted across all transactions traded under such agreement and one amount is posted from one party to the other to collateralize such obligations. The ISDA Master Agreement gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a certain deterioration in the credit quality of the other party. The ISDA Master Agreement gives the Portfolio the right, upon an event of default by the applicable counterparty or a termination of the agreement, to close out all transactions traded under such agreement and to net amounts owed under each transaction to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could result in a reduction of the Portfolio’s credit risk to such counterparty equal to any amounts payable by the Portfolio under the applicable transactions, if any. However, absent an event of default by the counterparty or a termination of the agreement, the ISDA Master Agreement does not result in an offset of reported amounts of assets and liabilities in the Statement of Assets and Liabilities across transactions between the Portfolio and the applicable counterparty. The enforceability of the right to offset may vary by jurisdiction. Cash collateral that has been pledged to cover obligations of the Portfolio under

MSF-16

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities. Securities pledged as collateral, if any, for the same purpose are noted in the Schedule of Investments.

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

Master Securities Forward Transaction Agreements (“Master Forward Agreements”) govern the considerations and factors surrounding the settlement of certain forward settling transactions, such as To-Be-Announced securities, delayed-delivery or secured borrowings transactions by and between the Portfolio and select counterparties. The Master Forward Agreements maintain provisions for, among other things, initiation and confirmation, payment and transfer, events of default, termination, and maintenance of collateral.

Customer Account Agreements and related addendums govern cleared derivatives transactions such as futures, options on futures, and cleared OTC derivatives. Cleared derivative transactions require posting of initial margin as determined by each relevant clearing agency which is segregated at a broker account registered with the Commodities Futures Trading Commission (CFTC), or the applicable regulator. In the U.S., counterparty risk is significantly reduced as creditors of the futures broker do not have claim to Portfolio assets in the segregated account. Additionally, portability of exposure in the event of default further reduces risk to the Portfolio. Variation margin, or changes in market value, are exchanged daily, but may not be netted between futures and cleared OTC derivatives.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	2,892,299,634	$	0	$	2,869,481,817

The Portfolio engaged in security transactions with other accounts managed by BlackRock Advisors, LLC that amounted to $1,591,998 in purchases and $1,592,350 in sales of investments, which are included above.

During the year ended December 31, 2013, the Portfolio engaged in security transactions with other affiliated portfolios. These amounted to $78,463,509 in purchases of investments, which are included above.

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the following annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31,  2013	% per annum			Average daily net assets
$12,538,309		0.730	%	Of the first $1 billion
		0.650	%	On amounts in excess of $1 billion

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. BlackRock Advisors, LLC is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average daily net assets
0.025%	Over $	300 million and less than $1 billion

MSF-17

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

An identical expense agreement was in place for the period April 30, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 are shown as management fee waivers in the Statement of Operations.

Certain officers and trustees of the Trust may also be officers of the Adviser; however, such officers and trustees receive no compensation from the Trust.

During the year ended December 31, 2013, the Subadvisor voluntarily reimbursed the Portfolio for certain trading costs during a transition of the Portfolio. This reimbursement is reflected as net increase from payments by affiliates in the Statement of Operations.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B and E Shares. Under the Distribution and Service Plan, the Class B and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

8. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$14,533,902	$	4,614,492	$	—	$	—	$	14,533,902	$	4,614,492

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards			Total
$1,618,167	$	—	$	452,085,929	$	(3,511,856	)	$	450,192,240

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, there were no post-enactment accumulated capital losses and the pre-enactment accumulated capital loss carryforwards expiring on December 31, 2017 were $3,511,856.

During the year ended December 31, 2013, the Portfolio utilized capital loss carryforwards of $285,463,710.

MSF-18

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of BlackRock Capital Appreciation Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of BlackRock Capital Appreciation Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the BlackRock Capital Appreciation Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 26, 2014

MSF-19

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.

MSF-20

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-21

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the BlackRock Capital Appreciation Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-22

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the BlackRock Capital Appreciation Portfolio’s performance, the Board considered that the Portfolio underperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio underperformed its benchmark, the Russell 1000 Growth Index, for the one-, three- and five-year periods ended October 31, 2013. The Board also took into account management’s discussion of the Portfolio’s performance and the change in the Portfolio’s investment management team in January 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board

MSF-23

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the BlackRock Capital Appreciation Portfolio, the Board considered that the Portfolio’s total expenses (exclusive of 12b-1 fees) were below the Expense Universe median and the Sub-advised Expense Universe median but slightly above the Expense Group median. The Board also considered that the actual management fee was above the Expense Group median, the Expense Universe median and Sub-advised Expense Universe median. The Board noted that the Portfolio’s contractual management fees were above the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also noted that the Portfolio’s contractual sub-advisory fees were above the average of the Sub-advised Expense Group but below the average of the Sub-advised Expense Universe at the Portfolio’s current size. The Board noted that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the BlackRock Capital Appreciation Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-24

Metropolitan Series Fund

BlackRock Capital Appreciation Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-25

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Managed by BlackRock Advisors, LLC

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, and E shares of the BlackRock Large Cap Value Portfolio returned 32.05%, 31.74%, and 31.88%, respectively. The Portfolio’s benchmark, the Russell 1000 Value Index¹, returned 32.53%.

MARKET ENVIRONMENT / CONDITIONS

Most broad-based indices were up more than 30% in 2013, for the most part unscathed by ongoing political and economic uncertainty. Furthermore, accommodative monetary policy and the avoidance of major risks made 2013 a strong year for U.S. stocks and the Russell 1000 Value Index ended the year up by more than 30%.

U.S. stocks had an impressive start to the year, strongly outpacing most other developed markets and emerging market equities. The U.S. stock rally continued to gather momentum as investors latched onto the latest favorable data on the economy and corporate earnings.

While monetary policy was the main driving force behind the rally in risk assets, it was also the main culprit for the bouts of volatility during the year. In May, comments from the Federal Reserve (the “Fed”) suggesting a possible reduction of its bond-buying program before the end of 2013 roiled markets around the world. Equities plummeted and a dramatic increase in U.S. Treasury yields resulted in tumbling bond prices. Risk assets rebounded in late June, however, when the Fed’s tone turned more dovish, and improving economic indicators and better corporate earnings helped extend gains through most of the summer.

The Fed defied market expectations with its decision to delay tapering in the fall. Easing of earlier political tensions boosted investor sentiment, but higher volatility returned in late September when the U.S. Treasury Department warned that the national debt would soon breach its statutory maximum. The ensuing political brinksmanship led to a partial government shut-down, roiling global financial markets through the first half of October. The rally quickly resumed when politicians engineered a compromise to reopen the government and extend the debt ceiling, at least temporarily. By the end of 2013, concern that economic strength and political stability would lead to a hawkish Fed was confirmed by the December announcement of starting to taper bond purchases by $10 billion per month beginning in January 2014.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The Portfolio underperformed the Russell 1000 Value Index during the 12-month period. Negative performance in the Health Care, Information Technology (“IT”), and Energy sectors detracted from relative performance. In Health Care, weakness was most notable among for-profit health insurers in the Providers & Services industry, where UnitedHealth Group had the greatest negative impact. Positioning in the Pharmaceuticals industry was an additional source of weakness.

Within the IT sector, the Computers & Peripherals industry was the largest detractor. Positioning in Apple, Inc. was a notable detractor as the stock tumbled amid investors’ increasing concerns about weakening profit margins and the company’s ability to continue to innovate and drive demand for its products. An additional drag on performance came from underexposure to Hewlett-Packard Co., which performed well.

Oil, Gas & Consumable Fuel holdings were the greatest detractors in the Energy sector. In addition, volatility in crude oil prices and the narrowing of crack spreads (i.e., the difference between the price of crude oil and prices of the petroleum products derived from it) raised concerns about the sustainability of profit margins for oil refiners held by the Portfolio, including PBF Energy, Inc. Shares of Canadian Oil & Gas Refiner Suncor Energy, Inc., also detracted.

Conversely, an intentional underweight in expensive, defensive segments contributed meaningfully to performance relative to the benchmark index. An analysis of real estate investment trusts (“REITs”) and the Consumer Staples, Utilities, and Telecommunication Services (Telecom) sectors in early 2013 suggested that relative valuations in these sectors represented a premium to the rest of the market that was nearly as high as any seen in the last 35 years. This confirmed our view and during the year, we widened already existing underweights and remained mostly underweight throughout the year.

Elsewhere in the Portfolio, stock selection proved beneficial in the Industrials, Financials, Materials sectors and in select positions in the Consumer Discretionary sector. Within Industrials, United Continental (“UAL”) performed well as industry pricing data points remained positive and the Department of Justice approved the merger of American Airlines and U.S. Airways, which will likely lead to further consolidation of the U.S. airline industry. UAL also held an “investor day” during which it outlined aggressive cost-saving initiatives and a strong outlook for earnings growth. Our position in The Boeing Co. was also a top contributor.

In addition to not owning REITs, an overweight in U.S. money center banks such as Bank of America boosted returns in the Financials sector. Within Materials, an underweight in the Metals & Mining industry and positions in the Containers & Packaging industry drove returns. Within Consumer Discretionary, Twenty-First Century Fox was a significant contributor as shares soared following the completed spin-off transaction of the News Corp. publishing division, a catalyst we had anticipated would highlight the strong growth and capital allocation characteristics of the company.

On December 2, 2013, the Portfolio transitioned to a new portfolio management team led by Bart Geer with Carrie King assisting. This management transition naturally involved repositioning which was completed by December 16, 2013. Thus many of the previously mentioned holdings are no longer in the Portfolio.

MSF-1

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Managed by BlackRock Advisors, LLC

Portfolio Manager Commentary*—(Continued)

At period-end, the Portfolio held notable overweights relative to the Russell 1000 Value Index in the Health Care, Consumer Discretionary, and Financials sectors, while holding significant underweights in Industrials, Utilities, and Telecommunication Services.

Peter Stournaras

Portfolio Manager (January 1, 2013 – December 1, 2013)

Bart Geer

Carrie King

Portfolio Managers (December 2, 2013 – December 31, 2013)

BlackRock Advisors, LLC

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

A $10,000 INVESTMENT COMPARED TO THE RUSSELL 1000 VALUE INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year
BlackRock Large Cap Value Portfolio
Class A		32.05		13.41		6.12
Class B		31.74		13.14		5.85
Class E		31.88		13.25		5.96
Russell 1000 Value Index		32.53		16.67		7.58

¹ The Russell 1000 Value Index is an unmanaged measure of the largest capitalized U.S. domiciled companies with a less than average growth orientation. Companies in this Index generally have a low price-to-book and price-to-earnings ratio, higher dividend yields and lower forecasted growth values.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
JPMorgan Chase & Co.		4.2
Citigroup, Inc.		4.1
Exxon Mobil Corp.		3.5
Pfizer, Inc.		3.4
Marathon Oil Corp.		3.3
Medtronic, Inc.		3.0
Cisco Systems, Inc.		2.8
Wells Fargo & Co.		2.4
Viacom, Inc.—Class B		2.4
Microsoft Corp.		2.3

Top Sectors

	% of Market Value of Total Long-Term Investments
Financials		31.1
Health Care		17.1
Energy		16.6
Consumer Discretionary		10.6
Information Technology		10.1
Industrials		5.4
Consumer Staples		3.8
Utilities		3.0
Materials		2.3

MSF-3

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

BlackRock Large Cap Value Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.56	%	$	1,000.00	$	1,150.20	$	3.04
	Hypothetical*		0.56	%	$	1,000.00	$	1,022.38	$	2.85
Class B(a)	Actual		0.81	%	$	1,000.00	$	1,148.20	$	4.39
	Hypothetical*		0.81	%	$	1,000.00	$	1,021.12	$	4.13
Class E(a)	Actual		0.71	%	$	1,000.00	$	1,148.80	$	3.85
	Hypothetical*		0.71	%	$	1,000.00	$	1,021.63	$	3.62

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 6 of the Notes to Financial Statements.

MSF-4

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—99.3% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—3.9%
Boeing Co. (The)		76,700	$	10,468,783
Honeywell International, Inc.		228,300		20,859,771
Northrop Grumman Corp.		233,000		26,704,130
Raytheon Co.		226,775		20,568,492
				78,601,176
Airlines—0.4%
Delta Air Lines, Inc.		286,800		7,878,396
Auto Components—1.9%
Lear Corp. (a)		349,100		28,266,627
TRW Automotive Holdings Corp. (b)		120,348		8,952,688
				37,219,315
Automobiles—1.9%
Ford Motor Co.		340,600		5,255,458
General Motors Co. (b)		798,600		32,638,782
				37,894,240
Capital Markets—1.0%
Morgan Stanley		404,800		12,694,528
State Street Corp.		90,700		6,656,473
				19,351,001
Chemicals—2.0%
Akzo Nobel NV (ADR) (a)		545,500		14,112,085
Ashland, Inc.		103,600		10,053,344
Celanese Corp. - Series A		3,600		199,116
LyondellBasell Industries NV - Class A		185,000		14,851,800
				39,216,345
Commercial Banks—3.7%
Regions Financial Corp.		1,773,721		17,542,101
U.S. Bancorp		223,850		9,043,540
Wells Fargo & Co.		1,064,700		48,337,380
				74,923,021
Communications Equipment—3.6%
Cisco Systems, Inc.		2,506,300		56,266,435
Telefonaktiebolaget LM Ericsson (ADR)		1,231,200		15,069,888
				71,336,323
Computers & Peripherals—0.1%
Apple, Inc.		3,600		2,019,996
Consumer Finance—4.3%
Capital One Financial Corp.		579,300		44,380,173
Discover Financial Services		757,250		42,368,137
				86,748,310
Diversified Financial Services—9.6%
Citigroup, Inc.		1,573,851		82,013,375
JPMorgan Chase & Co.		1,449,837		84,786,468
Diversified Financial Services—(Continued)
NASDAQ OMX Group, Inc. (The)		662,775	$	26,378,445
				193,178,288
Electric Utilities—0.4%
Edison International		178,310		8,255,753
Electronic Equipment, Instruments & Components—0.4%
Corning, Inc.		434,400		7,741,008
Energy Equipment & Services—0.5%
Halliburton Co.		198,600		10,078,950
Food & Staples Retailing—2.5%
CVS Caremark Corp.		136,150		9,744,256
Kroger Co. (The)		929,300		36,735,229
Walgreen Co.		60,500		3,475,120
				49,954,605
Gas Utilities—0.7%
UGI Corp.		347,400		14,403,204
Health Care Equipment & Supplies—7.2%
Baxter International, Inc.		43,200		3,004,560
Hologic, Inc. (a) (b)		113,900		2,545,665
Medtronic, Inc.		1,032,500		59,255,175
St. Jude Medical, Inc.		658,467		40,792,031
Zimmer Holdings, Inc.		424,600		39,568,474
				145,165,905
Health Care Providers & Services—0.7%
Quest Diagnostics, Inc. (a)		254,800		13,641,992
Household Durables—1.5%
Garmin, Ltd. (a)		53,950		2,493,569
Newell Rubbermaid, Inc.		852,400		27,626,284
				30,119,853
Household Products—1.3%
Energizer Holdings, Inc.		241,700		26,161,608
Kimberly-Clark Corp.		3,800		396,948
				26,558,556
Independent Power Producers & Energy Traders—1.8%
AES Corp. (The)		2,497,800		36,243,078
Industrial Conglomerates—1.0%
General Electric Co.		694,600		19,469,638
Insurance—11.4%
ACE, Ltd.		263,000		27,228,390
Aflac, Inc.		412,900		27,581,720
Genworth Financial, Inc. - Class A (b)		1,710,600		26,565,618
Hartford Financial Services Group, Inc.		847,500		30,704,925
Lincoln National Corp.		593,500		30,636,470
PartnerRe, Ltd.		19,100		2,013,713

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Insurance—(Continued)
Prudential Financial, Inc.		422,500	$	38,962,950
Travelers Cos., Inc. (The)		274,400		24,844,176
XL Group plc		598,100		19,043,504
				227,581,466
IT Services—0.9%
Western Union Co. (The) (a)		1,103,500		19,035,375
Media—4.5%
Comcast Corp. - Special Class A		329,400		16,430,472
Time Warner, Inc.		375,700		26,193,804
Viacom, Inc. - Class B		550,700		48,098,138
				90,722,414
Metals & Mining—0.3%
Reliance Steel & Aluminum Co.		88,500		6,711,840
Multiline Retail—0.7%
Kohl’s Corp.		213,200		12,099,100
Macy’s, Inc.		37,200		1,986,480
				14,085,580
Office Electronics—0.7%
Xerox Corp.		1,076,500		13,101,005
Oil, Gas & Consumable Fuels—16.0%
Apache Corp.		218,900		18,812,266
Cobalt International Energy, Inc. (b)		910,300		14,974,435
Exxon Mobil Corp.		700,225		70,862,770
Gulfport Energy Corp. (b)		347,500		21,944,625
Marathon Oil Corp.		1,872,200		66,088,660
Marathon Petroleum Corp.		370,826		34,015,869
Phillips 66		76,800		5,923,584
Suncor Energy, Inc.		800,800		28,068,040
Total S.A. (ADR)		456,800		27,988,136
Valero Energy Corp.		631,700		31,837,680
				320,516,065
Paper & Forest Products—0.0%
International Paper Co.		12,900		632,487
Pharmaceuticals—9.1%
AstraZeneca plc (ADR) (a)		591,800		35,135,166
Eli Lilly & Co.		789,225		40,250,475
Hospira, Inc. (b)		158,800		6,555,264
Johnson & Johnson		165,775		15,183,332
Merck & Co., Inc.		56,265		2,816,063
Pfizer, Inc.		2,230,775		68,328,639
Teva Pharmaceutical Industries, Ltd. (ADR)		350,900		14,064,072
				182,333,011
Real Estate Management & Development—0.9%
CBRE Group, Inc. - Class A (b)		143,600		3,776,680
Real Estate Management & Development—(Continued)
Jones Lang LaSalle, Inc.		142,000		14,539,380
				18,316,060
Semiconductors & Semiconductor Equipment—0.6%
KLA-Tencor Corp.		22,200		1,431,012
Teradyne, Inc. (a) (b)		574,308		10,119,307
				11,550,319
Software—3.8%
Microsoft Corp.		1,243,100		46,529,233
Oracle Corp.		413,500		15,820,510
Symantec Corp.		609,100		14,362,578
				76,712,321
Total Common Stocks (Cost $1,808,374,376)				1,991,296,896
Convertible Preferred Stock—0.1%
Machinery—0.1%
Stanley Black & Decker, Inc. (Cost $1,379,332)		13,600		1,403,520
Short-Term Investments—5.3%
Mutual Fund—5.0%
State Street Navigator Securities Lending MET Portfolio (c)		99,975,719		99,975,719
Repurchase Agreement—0.3%
Fixed Income Clearing Corp. Repurchase Agreement dated 12/31/13 at 0.000% to be repurchased at $6,079,000 on 01/02/14, collateralized by $6,205,000 U.S. Treasury Bill at 0.000% due 06/19/14 with a value of $6,201,898.		6,079,000		6,079,000
Total Short-Term Investments (Cost $106,054,719)				106,054,719
Total Investments—104.7% (Cost $1,915,808,427) (d)				2,098,755,135
Other assets and liabilities (net)—(4.7)%				(94,191,451	)
Net Assets—100.0%			$	2,004,563,684

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $97,529,205 and the collateral received consisted of cash in the amount of $99,975,719. The cash collateral is invested in a money market fund managed by an affiliate of the custodian.

(b) Non-income producing security.

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Schedule of Investments as of December 31, 2013

(c) Represents investment of cash collateral received from securities lending transactions.

(d) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $1,926,016,791. The aggregate unrealized appreciation and depreciation of investments were $191,225,734 and $(18,487,390), respectively, resulting in net unrealized appreciation of $172,738,344 for federal income tax purposes.

(ADR)— An American Depositary Receipt is a certificate issued by a custodian bank representing the right to receive securities of the foreign issuer described. Trading on exchanges not located in the United States or Canada significantly influences the value of ADRs.

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2			Level 3		Total
Total Common Stocks*	$	1,991,296,896	$	—		$	—	$	1,991,296,896
Total Convertible Preferred Stock*		1,403,520		—			—		1,403,520
Short-Term Investments
Mutual Fund		99,975,719		—			—		99,975,719
Repurchase Agreement		—		6,079,000			—		6,079,000
Total Short-Term Investments		99,975,719		6,079,000			—		106,054,719
Total Investments	$	2,092,676,135	$	6,079,000		$	—	$	2,098,755,135
Collateral for Securities Loaned (Liability)	$	—	$	(99,975,719	)	$	—	$	(99,975,719	)

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	2,098,755,135
Cash		198,355
Receivable for:
Investments sold		20,365,398
Fund shares sold		281,850
Dividends		1,703,591
Prepaid expenses		5,196
Total Assets		2,121,309,525
Liabilities
Collateral for securities loaned		99,975,719
Payables for:
Investments purchased		14,761,244
Fund shares redeemed		1,303,628
Accrued expenses:
Management fees		509,195
Distribution and service fees		65,812
Deferred trustees’ fees		48,242
Other expenses		82,001
Total Liabilities		116,745,841
Net Assets	$	2,004,563,684
Net assets consist of:
Paid in surplus	$	1,344,578,405
Undistributed net investment income		24,435,426
Accumulated net realized gain		452,603,145
Unrealized appreciation on investments		182,946,708
Net Assets	$	2,004,563,684
Net Assets
Class A	$	1,666,090,780
Class B		278,606,205
Class E		59,866,699
Capital Shares Outstanding*
Class A		138,652,906
Class B		23,357,555
Class E		5,002,326
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	12.02
Class B		11.93
Class E		11.97

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $1,915,808,427.

(b) Includes securities loaned at value of $97,529,205.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	36,063,958
Interest		3,985
Securities lending income		336,508
Total investment income		36,404,451
Expenses
Management fees		11,794,670
Administration fees		34,079
Custodian and accounting fees		133,222
Distribution and service fees—Class B		645,390
Distribution and service fees—Class E		82,830
Audit and tax services		37,723
Legal		27,754
Trustees’ fees and expenses		44,794
Shareholder reporting		68,517
Insurance		9,645
Miscellaneous		13,594
Total expenses		12,892,218
Less management fee waiver		(1,098,940	)
Net expenses		11,793,278
Net Investment Income		24,611,173
Net Realized and Unrealized Gain
Net realized gain on:
Investments		466,982,923
Net increase from payments by affiliates (b)		934,692
Futures contracts		655,210
Foreign currency transactions		1,171
Net realized gain		468,573,996
Net change in unrealized appreciation on investments		24,861,022
Net realized and unrealized gain		493,435,018
Net Increase in Net Assets from Operations	$	518,046,191

(a) Net of foreign withholding taxes of $167,463.

(b) See Note 6 of the Notes to Financial Statements.

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	24,611,173		$	26,280,266
Net realized gain		468,573,996			98,658,393
Net change in unrealized appreciation		24,861,022			60,208,297
Increase in net assets from operations		518,046,191			185,146,956
From Distributions to Shareholders
Net investment income
Class A		(22,342,316	)		(15,946,608	)
Class B		(3,019,181	)		(3,183,756	)
Class E		(698,604	)		(743,261	)
Net realized capital gains
Class A		(86,380,800	)		(155,325,246	)
Class B		(13,883,657	)		(36,212,657	)
Class E		(2,986,287	)		(7,941,634	)
Total distributions		(129,310,845	)		(219,353,162	)
Increase (decrease) in net assets from capital share transactions		(75,741,307	)		524,069,312
Total increase in net assets		312,994,039			489,863,106
Net Assets
Beginning of period		1,691,569,645			1,201,706,539
End of period	$	2,004,563,684		$	1,691,569,645
Undistributed Net Investment Income
End of period	$	24,435,426		$	25,900,568

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		5,678,161		$	62,157,473			41,753,329		$	392,781,573
Reinvestments		10,905,026			108,723,116			18,337,457			171,271,854
Redemptions		(22,293,363	)		(243,089,360	)		(6,623,469	)		(69,237,623	)
Net increase (decrease)		(5,710,176	)	$	(72,208,771	)		53,467,317		$	494,815,804
Class B
Sales		1,990,621		$	21,535,137			2,184,800		$	21,522,198
Reinvestments		1,703,915			16,902,838			4,240,733			39,396,413
Redemptions		(3,924,903	)		(42,703,963	)		(3,481,801	)		(34,082,409	)
Net increase (decrease)		(230,367	)	$	(4,265,988	)		2,943,732		$	26,836,202
Class E
Sales		899,485		$	9,788,145			502,087		$	4,978,153
Reinvestments		370,713			3,684,891			931,856			8,684,895
Redemptions		(1,171,740	)		(12,739,584	)		(1,150,967	)		(11,245,742	)
Net increase		98,458		$	733,452			282,976		$	2,417,306
Increase (decrease) derived from capital shares transactions				$	(75,741,307	)				$	524,069,312

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	9.80		$	10.36		$	10.23		$	9.46		$	8.66
Income (Loss) from Investment Operations
Net investment income (a)		0.15			0.17			0.15			0.13			0.14
Net realized and unrealized gain on investments		2.84			1.21			0.10			0.74			0.80
Total from investment operations		2.99			1.38			0.25			0.87			0.94
Less Distributions
Distributions from net investment income		(0.16	)		(0.18	)		(0.12	)		(0.10	)		(0.14	)
Distributions from net realized capital gains		(0.61	)		(1.76	)		0.00			0.00			0.00
Total distributions		(0.77	)		(1.94	)		(0.12	)		(0.10	)		(0.14	)
Net Asset Value, End of Period	$	12.02		$	9.80		$	10.36		$	10.23		$	9.46
Total Return (%) (b)		32.05	(c)		14.28			2.35			9.22			11.21
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.65			0.66			0.66			0.65			0.67
Net ratio of expenses to average net assets (%) (d)		0.59			0.63			0.63			065			0.67
Ratio of net investment income to average net assets (%)		1.35			1.80			1.41			1.34			1.61
Portfolio turnover rate (%)		113			107			107			135			113
Net assets, end of period (in millions)	$	1,666.1		$	1,414.2		$	941.4		$	1,643.5		$	1,671.2

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	9.73		$	10.30		$	10.18		$	9.42		$	8.61
Income (Loss) from Investment Operations
Net investment income (a)		0.12			0.15			0.14			0.10			0.12
Net realized and unrealized gain on investments		2.82			1.20			0.08			0.74			0.80
Total from investment operations		2.94			1.35			0.22			0.84			0.92
Less Distributions
Distributions from net investment income		(0.13	)		(0.16	)		(0.10	)		(0.08	)		(0.11	)
Distributions from net realized capital gains		(0.61	)		(1.76	)		0.00			0.00			0.00
Total distributions		(0.74	)		(1.92	)		(0.10	)		(0.08	)		(0.11	)
Net Asset Value, End of Period	$	11.93		$	9.73		$	10.30		$	10.18		$	9.42
Total Return (%) (b)		31.74	(c)		13.97			2.05			8.92			11.05
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.90			0.91			0.91			0.90			0.92
Net ratio of expenses to average net assets (%) (d)		0.84			0.88			0.88			0.90			0.92
Ratio of net investment income to average net assets (%)		1.10			1.52			1.30			1.08			1.41
Portfolio turnover rate (%)		113			107			107			135			113
Net assets, end of period (in millions)	$	278.6		$	229.5		$	212.6		$	200.8		$	173.2

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	9.76		$	10.32		$	10.20		$	9.44		$	8.63
Income (Loss) from Investment Operations
Net investment income (a)		0.13			0.16			0.14			0.11			0.13
Net realized and unrealized gain on investments		2.83			1.21			0.09			0.74			0.80
Total from investment operations		2.96			1.37			0.23			0.85			0.93
Less Distributions
Distributions from net investment income		(0.14	)		(0.17	)		(0.11	)		(0.09	)		(0.12	)
Distributions from net realized capital gains		(0.61	)		(1.76	)		0.00			0.00			0.00
Total distributions		(0.75	)		(1.93	)		(0.11	)		(0.09	)		(0.12	)
Net Asset Value, End of Period	$	11.97		$	9.76		$	10.32		$	10.20		$	9.44
Total Return (%) (b)		31.88	(c)		14.14			2.13			9.00			11.18
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.80			0.81			0.81			0.80			0.82
Net ratio of expenses to average net assets (%) (d)		0.74			0.78			0.78			0.80			0.82
Ratio of net investment income to average net assets (%)		1.20			1.62			1.37			1.18			1.55
Portfolio turnover rate (%)		113			107			107			135			113
Net assets, end of period (in millions)	$	59.9		$	47.9		$	47.7		$	53.5		$	57.5

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) In 2013 0.11%, 0.11% and 0.11% of the Portfolio’s total return for Class A, Class B and Class E, respectively, consists of a voluntary reimbursement by the subadvisor (See Note 6 of the Notes to Financial Statements). Excluding this item, total return would have been 31.94%, 31.63% and 31.77% for Class A, Class B and Class E, respectively.

(d) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is BlackRock Large Cap Value Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers three classes of shares: Class A, B, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-12

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-13

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to foreign currency transactions. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

At December 31, 2013, the Portfolio had investments in repurchase agreements with a gross value of $6,079,000, which is included as part of investments at value on the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at December 31, 2013.

MSF-14

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

3. Investments in Derivative Instruments

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

During the year ended December 31, 2013, the Portfolio entered into equity index futures contracts which were subject to equity price risk. During the period May 8, 2013 through August 2, 2013, the Portfolio had bought and sold $103,454,293 in equity index futures contracts. At December 31, 2013, the Portfolio did not have any open futures contracts. For the year ended December 31, 2013, the Portfolio had realized gains in the amount of $655,210 which are shown under Net realized gain on futures contracts in the Statement of Operations.

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Collateral requirements may differ by type of derivative or investment, as applicable. Collateral or margin requirements are set by the broker or exchange clearing house for exchange traded derivatives (e.g., futures contracts and exchange traded options) while collateral terms are contract specific for over-the-counter traded derivatives (e.g., forward foreign currency exchange contracts, swap agreements and over-the-counter options).

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

Customer Account Agreements and related addendums govern cleared derivatives transactions such as futures, options on futures, and cleared OTC derivatives. Cleared derivative transactions require posting of initial margin as determined by each relevant clearing agency which is segregated at a broker account registered with the Commodities Futures Trading Commission (CFTC), or the

MSF-15

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

applicable regulator. In the U.S., counterparty risk is significantly reduced as creditors of the futures broker do not have claim to Portfolio assets in the segregated account. Additionally, portability of exposure in the event of default further reduces risk to the Portfolio. Variation margin, or changes in market value, are exchanged daily, but may not be netted between futures and cleared OTC derivatives.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	2,058,467,286	$	0	$	2,236,309,129

During the year ended December 31, 2013, the Portfolio engaged in security transactions with other affiliated portfolios. These amounted to $32,210,418 in purchases of investments, which are included above.

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the following annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$11,794,670		0.700	%	On the first $250 million
		0.650	%	Of the next $500 million
		0.600	%	On amounts in excess of $750 million

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. BlackRock Advisors, LLC (“BlackRock”) is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average Daily Net Assets
0.020%	Of the first $250 million
0.025%	On the next $500 million
0.050%	On amounts in excess of $1 billion

An identical expense agreement was in place for the period April 30, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 amounted to $616,222 and are included in the total amount shown as management fee waivers in the Statement of Operations.

Additionally, BlackRock has agreed to waive subadvisory fees for the period December 2, 2013 through April 30, 2014. MetLife Advisers has agreed to reduce its advisory fee for the Portfolio by the amount waived by BlackRock. Amounts waived for the year ended December 31, 2013 amounted to $482,718 and are included in the total amount shown as management fee waivers in the Statement of Operations.

Certain officers and trustees of the Trust may also be officers of the Adviser; however, such officers and trustees receive no compensation from the Trust.

During the year ended December 31, 2013, the Subadvisor voluntarily reimbursed the Portfolio for certain trading costs during a transition of the Portfolio. This reimbursement is reflected as net increase from payments by affiliates in the Statement of Operations.

MSF-16

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B and E Shares. Under the Distribution and Service Plan, the Class B and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

8. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$59,229,615	$	49,065,752	$	70,081,230	$	170,287,410	$	129,310,845	$	219,353,162

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Total
$168,822,312	$	318,472,864	$	172,738,344	$	—	$	660,033,520

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, the Portfolio had no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

MSF-17

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of BlackRock Large Cap Value Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of BlackRock Large Cap Value Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of BlackRock Large Cap Value Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 26, 2014

MSF-18

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.

MSF-19

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-20

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the BlackRock Large Cap Value Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-21

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the BlackRock Large Cap Value Portfolio’s performance, the Board considered that the Portfolio underperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio underperformed its benchmark, the Russell 1000 Value Index, for the one-, three- and five-year periods ended October 31, 2013. The Board also took into account management’s discussion of the Portfolio’s performance. The Board further noted the pending change in the Portfolio’s portfolio managers.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board

MSF-22

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the BlackRock Large Cap Value Portfolio, the Board considered that the Portfolio’s actual management fees and total expenses (exclusive of 12b-1 fees) were below the Expense Group median, the Expense Universe median, and the Sub-advised Expense Universe median. The Board further noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also noted that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group and Sub-advised Expense Universe at the Portfolio’s current size. The Board further noted that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the BlackRock Large Cap Value Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

MSF-23

Metropolitan Series Fund

BlackRock Large Cap Value Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-24

Metropolitan Series Fund

BlackRock Money Market Portfolio

Managed by BlackRock Advisors, LLC

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, and E shares of the BlackRock Money Market Portfolio returned 0.00%, 0.00%, and 0.00%; respectively. The Portfolio’s benchmark, the Bank of America/Merrill Lynch 3-month U.S. Treasury Index¹, returned 0.07%.

MARKET ENVIRONMENT / CONDITIONS

Modest economic growth and persistently high unemployment led the Federal Open Market Committee (the “Committee”) to maintain its target range for the federal funds rate at 0.00% to 0.25% throughout 2013. At its regularly scheduled meeting on December 18, the Committee took the long-expected step of modestly reducing by $10 billion the pace of its monthly asset purchases. Citing “the cumulative progress toward maximum employment and the improvement in the outlook for labor market conditions,” the Committee decided that beginning in January it would purchase long-term U.S. Treasury bonds at a pace of $40 billion per month rather than $45 billion, and that it would add to its holdings of agency mortgage-backed securities at a pace of $35 billion per month rather than $40 billion.

In late September, the U.S. Treasury warned that the national debt would breach its statutory maximum soon after October 17. As political brinksmanship over fiscal policy ensued in the first half of October, volatility in the short-term Treasury bill market escalated dramatically, with investors selling short-dated Treasury bills into thin markets characterized by wide bid/offer spreads. After a last-minute deal was reached, extending the nation’s borrowing authority into the first quarter of 2014, the Treasury bill market quickly normalized.

In Europe, sub-par growth and a weak inflation environment compelled policymakers to employ an increasingly accommodative monetary policy throughout 2013. Late in the first quarter of the year, a severe banking crisis led to drastic measures in Cyprus. To the surprise of many, European leaders and Cypriot officials agreed upon a plan to impose a levy on bank depositors as a condition for the country to preserve its membership in the euro currency bloc. While the reaction in financial markets was short-lived, critics contend the move sets a dangerous precedent at a decisive time for the region. Subsequent to these events, the currency bloc received a crucial vote of confidence in September with the decisive re-election of Chancellor Angela Merkel in Germany. This was seen as an endorsement by German voters of her strong support for the euro. Ongoing efforts on the part of the European Central Bank (the “ECB”) to resuscitate the eurozone economy with record-low interest rates met only limited success in lifting growth measures. At the same time, inflation measures drifted lower, falling to 0.7% in October, less than half the ECB’s target rate. These conditions prompted the ECB to unexpectedly cut its main rate to 0.25% from 0.50% in November. This unexpectedly swift reaction reinforced the widely held view that ECB president Mario Draghi would do “whatever it takes” to preserve the eurozone. London Interbank Offered Rates (“LIBOR”) notched lower over the 12 months, due in large part to central bank liquidity measures, coupled with decreasing supply in the money market space. All told, three-month LIBOR fell 0.06% to close at 0.25% as of December 31, 2013.

PORTFOLIO REVIEW / PERIOD END POSITIONING

To begin 2013, the Portfolio maintained a laddered structure with a bias toward a longer weighted average maturity (“WAM”). Duration was added through the purchase of commercial paper and certificates of deposit out to a maximum maturity of 365 days. Exposures to U.S. Treasury securities were also increased. Toward the latter half of the year, yields in the very front end of the curve began to move lower, causing investors to concentrate their investments in the 3- to 6-month sector. This shift in investor strategy caused the yield curve on credits maturing in 6 months or less to compress. To adjust for this environment, the Portfolio shifted its strategy to a more barbell structure by adding exposures to select, highly-rated credits in the 12-month space, while offsetting this with investments 30 days and shorter. Additionally, exposures to variable-rate bank obligations maturing in 12 months were increased to effectively manage WAM limits, while also being an effective way to lock in exposure at an attractive spread. Said investments reset off the daily Fed Funds Effective Rate, the 1-month LIBOR Index, or the 3-month LIBOR Index. The Portfolio continued to purchase U.S. Treasury securities based on valuation amidst the declining supply of eligible alternatives. However, total U.S. Treasury holdings decreased toward the end of the year and certain maturities were avoided due to increased concerns surrounding the U.S. debt ceiling limit.

The WAM of the Portfolio stood at 55 days on December 31, 2013.

BlackRock Liquidity Team

Portfolio Managers

BlackRock Advisors, LLC

¹ The Bank of America/Merrill Lynch 3-Month U.S. Treasury Bill Index is composed of a single 90-day Treasury Bill issue, or potentially a seasoned 6-month or 1-year Treasury Bill issue, that is replaced on a monthly basis.

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-1

Metropolitan Series Fund

BlackRock Money Market Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

BlackRock Money Market Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.22	%	$	1,000.00	$	1,000.00	$	1.11
	Hypothetical*		0.22	%	$	1,000.00	$	1,024.10	$	1.12
Class B(a)	Actual		0.22	%	$	1,000.00	$	1,000.00	$	1.11
	Hypothetical*		0.22	%	$	1,000.00	$	1,024.10	$	1.12
Class E(a)	Actual		0.22	%	$	1,000.00	$	1,000.00	$	1.11
	Hypothetical*		0.22	%	$	1,000.00	$	1,024.10	$	1.12

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 4 of the Notes to Financial Statements.

MSF-2

Metropolitan Series Fund

BlackRock Money Market Portfolio

Schedule of Investments as of December 31, 2013

Short-Term Investments—100.3% of Net Assets

Certificate of Deposit—33.5%

Security Description	Principal Amount*		Value
Foreign Banks Yankee Dollar—29.2%
Bank of Montreal (Chicago) 0.200%, 01/15/14		5,000,000	$	5,000,000
0.238%, 09/05/14 (a)		10,000,000		10,000,000
0.344%, 01/10/14 (a)		10,000,000		10,000,000
Bank of Nova Scotia (Houston) 0.280%, 08/08/14		5,000,000		5,000,000
BNP Paribas S.A. (NY) 0.298%, 05/09/15		7,000,000		7,000,000
0.329%, 02/03/14 (a)		8,000,000		8,000,000
0.700%, 02/14/14		5,000,000		5,002,586
Canadian Imperial Bank of Commerce (NY) 0.244%, 06/13/14 (a)		2,900,000		2,900,000
0.270%, 02/04/14 (a)		8,000,000		8,000,000
0.270%, 03/03/14 (a)		8,000,000		8,000,000
Credit Suisse (NY) 0.260%, 03/18/14		8,000,000		8,000,000
0.260%, 04/22/14		14,000,000		14,000,000
0.319%, 06/06/14 (a)		5,000,000		5,000,000
Deutsche Bank AG (NY) 0.260%, 04/30/14		10,000,000		10,000,000
0.290%, 02/28/14 (a)		10,000,000		10,000,000
Mitsubishi UFJ Trust & Banking Corp. (NY) 0.280%, 02/20/14		8,000,000		8,000,000
Mizuho Bank, Ltd. (NY) 0.230%, 03/14/14		10,000,000		10,000,000
National Australia Bank, Ltd. (NY) 0.239%, 08/08/14 (a)		8,000,000		8,000,562
0.239%, 08/13/14 (a)		5,000,000		5,000,000
Natixis (NY) 0.289%, 03/06/14 (a)		10,000,000		9,999,319
Nordea Bank Finland plc (NY) 0.250%, 01/30/14		5,000,000		4,999,980
0.250%, 02/03/14		5,000,000		5,000,000
Norinchukin Bank (NY) 0.100%, 01/06/14		55,000,000		55,000,000
Rabobank Nederland (NY) 0.278%, 09/16/14		29,000,000		29,000,000
0.390%, 01/17/14		15,000,000		15,000,000
0.405%, 01/08/14		14,000,000		14,000,000
Royal Bank of Canada (NY) 0.230%, 01/15/14 (a)		7,000,000		7,000,000
0.245%, 03/27/14 (a)		6,000,000		6,000,000
0.270%, 10/10/14 (a)		5,500,000		5,500,000
Societe Generale (NY) 0.336%, 09/19/14 (a)		8,000,000		8,000,000
Sumitomo Mitsui Banking Corp. (NY) 0.230%, 02/10/14		20,000,000		20,000,000
Sumitomo Mitsui Trust Bank, Ltd. (NY) 0.220%, 04/04/14		10,000,000		10,000,000
Svenska Handelsbanken (NY) 0.255%, 01/17/14		8,000,000		8,000,018
Toronto Dominion Bank (NY) 0.166%, 02/19/14 (a)		10,000,000		10,000,000
0.234%, 07/24/14 (a)		8,000,000		8,000,000
Foreign Banks Yankee Dollar—(Continued)
Toronto Dominion Bank (NY) 0.240%, 09/04/14		10,000,000		10,000,000
0.250%, 08/12/14		12,000,000		12,000,000
Westpac Banking Corp. (NY) 0.238%, 10/08/14 (a)		10,000,000		10,000,000
0.247%, 08/28/14 (a)		7,000,000		7,000,000
0.280%, 04/15/14 (a)		14,500,000		14,500,000
				415,902,465
Domestic Banks—2.6%
Wells Fargo Bank N.A. 0.190%, 03/12/14		10,000,000		10,000,000
0.220%, 02/10/14		10,000,000		10,000,000
0.235%, 11/26/14		12,000,000		12,000,000
0.250%, 09/09/14		5,000,000		5,000,698
				37,000,698
Foreign Banks Eurodollar—1.7%
National Australia Bank, Ltd. (London)
0.240%, 10/23/14		14,000,000		14,000,000
0.250%, 03/07/14		10,000,000		10,000,000
				24,000,000
Total Certificate of Deposit (Cost $476,903,163)				476,903,163
Financial Company Commercial Paper (b)—30.8%
Australia & New Zealand Banking Group, Ltd. 0.275%, 02/25/14		10,000,000		10,000,000
0.314%, 01/17/14		10,000,000		10,000,000
Bank of Tokyo Mitsubishi UFJ, Ltd. (NY) 0.203%, 01/27/14		31,975,000		31,970,381
BNP Paribas Finance, Inc. 0.315%, 03/18/14		6,000,000		5,996,073
0.325%, 06/10/14		5,000,000		4,992,889
0.335%, 06/06/14		8,000,000		7,988,560
BNZ International Funding, Ltd. 0.162%, 03/11/14		10,000,000		9,996,933
0.244%, 02/21/14		8,000,000		7,997,280
Collateralized Commercial Paper Co., LLC 0.305%, 03/11/14		10,000,000		9,994,250
Collateralized Commercial Paper II Co., LLC 0.305%, 03/11/14		11,000,000		10,993,675
Commonwealth Bank of Australia 0.204%, 02/24/14		5,000,000		5,000,000
0.208%, 03/03/14		6,000,000		5,999,949
0.237%, 05/15/14		10,000,000		10,000,000
0.238%, 11/20/14		3,000,000		3,000,000
0.239%, 05/02/14		8,000,000		8,000,000
0.264%, 03/28/14		7,000,000		7,001,037
DnB Bank ASA 0.233%, 01/28/14		10,000,000		9,998,275
0.259%, 02/06/14		7,000,000		6,998,215

See accompanying notes to financial statements.

MSF-3

Metropolitan Series Fund

BlackRock Money Market Portfolio

Schedule of Investments as of December 31, 2013

Short-Term Investments—(Continued)

Financial Company Commercial Paper (b)—(Continued)

Security Description	Principal Amount*		Value
DnB Bank ASA 0.264%, 01/22/14		10,000,000	$	9,998,483
0.264%, 01/27/14		10,000,000		9,998,122
Erste Abwicklungsanstalt 0.213%, 03/10/14		7,000,000		6,997,223
HSBC Bank plc 0.244%, 10/30/14		13,000,000		13,000,000
0.255%, 10/22/14		13,000,000		13,000,000
0.268%, 09/09/14		6,000,000		6,000,000
0.271%, 09/11/14		7,000,000		7,000,000
ING U.S. Funding, LLC 0.294%, 02/07/14		10,000,000		9,997,020
Lloyds Bank plc 0.030%, 01/02/14		20,000,000		19,999,983
Mizuho Funding, LLC 0.203%, 02/26/14		8,000,000		7,997,511
0.218%, 01/06/14		8,000,000		7,999,761
0.223%, 01/22/14		10,000,000		9,998,717
0.228%, 02/03/14		10,000,000		9,997,938
Nederlandse Waterschapsbank NV 0.217%, 08/13/14		10,000,000		10,000,000
0.237%, 02/18/14		6,000,000		6,000,000
0.248%, 11/03/14		8,000,000		8,000,000
0.276%, 07/30/14		2,000,000		2,000,233
0.278%, 07/28/14		2,000,000		2,000,231
Nordea Bank AB 0.244%, 08/12/14		15,000,000		14,977,700
0.254%, 01/09/14		10,250,000		10,249,431
0.259%, 01/10/14		4,000,000		3,999,745
Skandinaviska Enskilda Banken AB 0.279%, 04/09/14		14,000,000		13,989,520
0.279%, 05/07/14		11,000,000		10,989,413
Societe Generale North America, Inc. 0.254%, 03/06/14		10,000,000		9,995,764
Sumitomo Mitsui Banking Corp. 0.208%, 03/06/14		7,000,000		6,997,449
Svenska Handelsbanken, Inc. 0.208%, 05/08/14		20,000,000		19,985,536
0.254%, 02/04/14		7,000,000		6,998,347
Westpac Banking Corp. 0.235%, 10/30/14		15,000,000		15,000,000
Total Financial Company Commercial Paper (Cost $439,095,644)				439,095,644
Asset Backed Commercial Paper (b)—22.1%
Antalis U.S. Funding Corp. 0.264%, 02/07/14		5,700,000		5,698,477
Barton Capital, LLC 0.061%, 01/02/14		7,000,000		6,999,988
0.071%, 01/06/14		20,000,000		19,999,806
Bedford Row Funding Corp. 0.274%, 07/01/14		10,000,000		9,986,425
0.305%, 03/17/14		10,000,000		9,993,750
0.305%, 03/19/14		7,000,000		6,995,508
0.305%, 11/25/14		5,000,000		4,986,333
Cancara Asset Securitisation, LLC 0.041%, 01/02/14		20,000,000		19,999,978
Gemini Securitization, LLC 0.101%, 01/02/14		35,000,000		34,999,903
Jupiter Securitization Co., LLC 0.234%, 06/02/14		5,000,000		4,995,144
Kells Funding, LLC 0.238%, 10/15/14		5,000,000		4,999,601
Liberty Street Funding, LLC 0.010%, 01/02/14		30,000,000		29,999,992
0.152%, 02/03/14		10,775,000		10,773,518
LMA Americas, LLC 0.091%, 01/02/14		15,000,000		14,999,963
Matchpoint Master Trust 0.051%, 01/02/14		15,000,000		14,999,979
Mont Blanc Capital Corp. 0.254%, 02/10/14		12,000,000		11,996,667
Nieuw Amsterdam Receivables Corp. 0.172%, 01/09/14		5,000,000		4,999,811
0.172%, 01/21/14		5,000,000		4,999,528
0.172%, 03/03/14		12,000,000		11,996,543
Old Line Funding, LLC 0.234%, 06/09/14		3,000,000		2,996,953
0.244%, 03/17/14		10,000,000		9,995,000
Scaldis Capital, LLC 0.203%, 02/13/14		5,000,000		4,998,806
Starbird Funding Corp. 0.071%, 01/02/14		20,000,000		19,999,961
0.162%, 02/03/14		10,000,000		9,998,533
Victory Receivables Corp. 0.142%, 01/24/14		12,000,000		11,998,927
0.172%, 01/07/14		10,000,000		9,999,717
0.172%, 01/22/14		10,000,000		9,999,008
Total Asset Backed Commercial Paper (Cost $314,407,819)				314,407,819
Treasury Debt—8.2%
U.S. Treasury Bills 0.086%, 08/21/14 (b)		15,000,000		14,991,783
0.107%, 11/13/14 (b)		10,000,000		9,990,783
0.112%, 12/11/14 (b)		9,214,000		9,204,315
0.122%, 11/13/14 (b)		10,000,000		9,989,467
0.132%, 12/11/14 (b)		8,000,000		7,990,062
U.S. Treasury Notes 0.250%, 10/31/14		11,000,000		11,010,628
1.750%, 01/31/14		19,286,000		19,311,254
1.875%, 02/28/14		10,000,000		10,027,228
2.375%, 10/31/14		14,000,000		14,257,040
4.750%, 05/15/14		10,000,000		10,168,594
Total Treasury Debt (Cost $116,941,154)				116,941,154

See accompanying notes to financial statements.

MSF-4

Metropolitan Series Fund

BlackRock Money Market Portfolio

Schedule of Investments as of December 31, 2013

Short-Term Investments—(Continued)

Other Instrument—3.1%

Security Description	Principal Amount*		Value
Natixis 0.050%, 01/02/14		45,000,000	$	45,000,000
Total Other Instrument (Cost $45,000,000)				45,000,000
Government Agency Debt—1.0%
Fannie Mae 0.135%, 02/27/15 (a)		15,000,000		14,995,639
Total Government Agency Debt (Cost $14,995,639)				14,995,639
Other Note—0.8%
Svenska Handelsbanken AB 0.277%, 05/13/16 (144A) (a)		11,100,000		11,100,000
Total Other Note (Cost $11,100,000)				11,100,000
Government Agency Repurchase Agreement—0.8%
Security Description	Principal Amount*		Value
Deutsche Bank Securities, Inc. Repurchase Agreement dated 12/31/13 at 0.020% to be repurchased at $11,000,012 on 01/02/14 collateralized by $21,309,000 U.S. Government Agency Obligations with a rates ranging from of 0.000% - 3.150%, maturity dates ranging from 04/25/28 - 12/27/32 with a value of $11,220,130.		11,000,000		11,000,000
Total Government Agency Repurchase Agreement (Cost $11,000,000)				11,000,000
Total Short-Term Investments (Cost $1,429,443,419)				1,429,443,419
Total Investments—100.3% (Cost $1,429,443,419) (c)				1,429,443,419
Other assets and liabilities (net)—(0.3)%				(4,683,466	)
Net Assets—100.0%			$	1,424,759,953

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) Variable or floating rate security. The stated rate represents the rate at December 31, 2013. Maturity date shown for callable securities reflects the earliest possible call date.

(b) The rate shown represents the discount rate at the time of purchase by the Portfolio unless otherwise noted.

(c) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $1,429,443,419.

(144A)— Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. As of December 31, 2013, the market value of 144A securities was $11,100,000, which is 0.8% of net assets.

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

BlackRock Money Market Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2		Level 3		Total
Short-Term Investments
Certificate of Deposit*	$	—	$	476,903,163	$	—	$	476,903,163
Financial Company Commercial Paper		—		439,095,644		—		439,095,644
Asset Backed Commercial Paper		—		314,407,819		—		314,407,819
Treasury Debt		—		116,941,154		—		116,941,154
Other Instrument		—		45,000,000		—		45,000,000
Government Agency Debt		—		14,995,639		—		14,995,639
Other Note		—		11,100,000		—		11,100,000
Government Agency Repurchase Agreement		—		11,000,000		—		11,000,000
Total Short-Term Investments		—		1,429,443,419		—		1,429,443,419
Total Investments	$	—	$	1,429,443,419	$	—	$	1,429,443,419

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

BlackRock Money Market Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at amortized cost	$	1,429,443,419
Cash		75,755
Receivable for:
Fund shares sold		3,656,085
Interest		653,309
Prepaid expenses		4,020
Total Assets		1,433,832,588
Liabilities
Payables for:
Fund shares redeemed		8,691,712
Accrued expenses:
Management fees		254,792
Deferred trustees’ fees		52,947
Other expenses		73,184
Total Liabilities		9,072,635
Net Assets	$	1,424,759,953
Net assets consist of:
Paid in surplus	$	1,424,808,157
Undistributed net investment loss		(52,948	)
Accumulated net realized gain		4,744
Net Assets	$	1,424,759,953
Net Assets
Class A	$	536,372,732
Class B		651,279,134
Class E		237,108,087
Capital Shares Outstanding*
Class A		5,363,708
Class B		6,512,828
Class E		2,371,091
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	100.00
Class B		100.00
Class E		100.00

* The Portfolio is authorized to issue an unlimited number of shares.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Interest	$	3,532,956
Total investment income		3,532,956
Expenses
Management fees		5,067,088
Administration fees		22,043
Custodian and accounting fees		127,348
Distribution and service fees—Class B		1,717,923
Distribution and service fees—Class E		411,044
Audit and tax services		27,901
Legal		27,755
Trustees’ fees and expenses		35,356
Shareholder reporting		55,104
Insurance		7,649
Miscellaneous		15,136
Total expenses		7,514,347
Less distribution and service fee waivers		(2,128,967	)
Less management fee waiver		(1,852,424	)
Net expenses		3,532,956
Net Investment Income		—

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

BlackRock Money Market Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	—		$	—
Increase in net assets from operations		—			—
Decrease in net assets from capital share transactions		(208,038,907	)		(313,473,829	)
Total decrease in net assets		(208,038,907	)		(313,473,829	)
Net Assets
Beginning of period		1,632,798,860			1,946,272,689
End of period	$	1,424,759,953		$	1,632,798,860
Undistributed Net Investment Loss
End of period	$	(52,948	)	$	(48,204	)

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		3,898,725		$	389,872,252			2,924,409		$	292,440,214
Redemptions		(4,053,585	)		(405,358,526	)		(4,484,216	)		(448,421,558	)
Net decrease		(154,860	)	$	(15,486,274	)		(1,559,807	)	$	(155,981,344	)
Class B
Sales		4,421,002		$	442,100,037			4,362,373		$	436,236,871
Redemptions		(5,622,674	)		(562,267,377	)		(5,294,949	)		(529,494,843	)
Net decrease		(1,201,672	)	$	(120,167,340	)		(932,576	)	$	(93,257,972	)
Class E
Sales		1,476,172		$	147,617,026			1,694,630		$	169,462,443
Redemptions		(2,200,023	)		(220,002,319	)		(2,336,970	)		(233,696,956	)
Net decrease		(723,851	)	$	(72,385,293	)		(642,340	)	$	(64,234,513	)
Decrease derived from capital shares transactions				$	(208,038,907	)				$	(313,473,829	)

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

BlackRock Money Market Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013		2012		2011		2010			2009
Net Asset Value, Beginning of Period	$	100.00	$	100.00	$	100.00	$	100.00		$	100.00
Income (Loss) from Investment Operations
Net investment income (a)		0.00		0.00		0.00		0.01			0.42
Total from investment operations		0.00		0.00		0.00		0.01			0.42
Less Distributions
Distributions from net investment income		0.00		0.00		0.00		(0.01	)		(0.42	)
Total distributions		0.00		0.00		0.00		(0.01	)		(0.42	)
Net Asset Value, End of Period	$	100.00	$	100.00	$	100.00	$	100.00		$	100.00
Total Return (%) (b)		0.00		0.00		0.00		0.01			0.42
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.35		0.35		0.35		0.34			0.37
Net ratio of expenses to average net assets (%) (c)		0.23		0.28		0.26		0.30			0.36
Ratio of net investment income to average net assets (%)		0.00		0.00		0.00		0.01			0.45
Net assets, end of period (in millions)	$	536.4	$	551.9	$	707.8	$	712.9		$	1,023.8

	Class B
	Year Ended December 31,
	2013		2012		2011		2010		2009
Net Asset Value, Beginning of Period	$	100.00	$	100.00	$	100.00	$	100.00	$	100.00
Income (Loss) from Investment Operations
Net investment income (a)		0.00		0.00		0.00		0.00		0.25
Total from investment operations		0.00		0.00		0.00		0.00		0.25
Less Distributions
Distributions from net investment income		0.00		0.00		0.00		0.00		(0.25	)
Total distributions		0.00		0.00		0.00		0.00		(0.25	)
Net Asset Value, End of Period	$	100.00	$	100.00	$	100.00	$	100.00	$	100.00
Total Return (%) (b)		0.00		0.00		0.00		0.00		0.25
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.60		0.60		0.60		0.59		0.62
Net ratio of expenses to average net assets (%) (c)		0.23		0.28		0.26		0.31		0.54
Ratio of net investment income to average net assets (%)		0.00		0.00		0.00		0.00		0.26
Net assets, end of period (in millions)	$	651.3	$	771.5	$	864.7	$	793.6	$	992.9

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

BlackRock Money Market Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013		2012		2011		2010		2009
Net Asset Value, Beginning of Period	$	100.00	$	100.00	$	100.00	$	100.00	$	100.00
Income (Loss) from Investment Operations
Net investment income (a)		0.00		0.00		0.00		0.00		0.31
Total from investment operations		0.00		0.00		0.00		0.00		0.31
Less Distributions
Distributions from net investment income		0.00		0.00		0.00		0.00		(0.31	)
Total distributions		0.00		0.00		0.00		0.00		(0.31	)
Net Asset Value, End of Period	$	100.00	$	100.00	$	100.00	$	100.00	$	100.00
Total Return (%) (b)		0.00		0.00		0.00		0.00		0.30
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.50		0.50		0.50		0.51		0.52
Net ratio of expenses to average net assets (%) (c)		0.23		0.28		0.26		0.34		0.48
Ratio of net investment income to average net assets (%)		0.00		0.00		0.00		0.00		0.35
Net assets, end of period (in millions)	$	237.1	$	309.5	$	373.7	$	409.0	$	10.0

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of the management fee waivers and voluntary distribution & services fee waiver as detailed in Note 4 of the Notes to Financial Statements.

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

BlackRock Money Market Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is BlackRock Money Market Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers three classes of shares: Class A, B, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - As permitted by Rule 2a-7 under the 1940 Act, and subject to certain conditions therein, the Portfolio employs the amortized cost method of security valuation that the Board of Trustees of the Trust (the “Board” or “Trustees”) has determined approximates the fair market net asset value per share of the Portfolio. The Board monitors the deviations between the Portfolio’s net asset value per share, as determined by using available market quotations, and its amortized cost price per share. If the deviation exceeds 1/2 of 1%, the Board will consider what action, if any, should be initiated. This method of valuation is considered a Level 2 in the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes

MSF-11

Metropolitan Series Fund

BlackRock Money Market Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to ordinary loss netting and short-term capital gains reclasses from ordinary income. These adjustments have no impact on net assets or the results of operation.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

At December 31, 2013, the Portfolio had investments in repurchase agreements with a gross value of $11,000,000, which is included as part of investments at value on the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at December 31, 2013.

3. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels.

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

MSF-12

Metropolitan Series Fund

BlackRock Money Market Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

4. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$5,067,088		0.350	%	Of the first $1 billion
		0.300	%	Of amount in excess of $1 billion

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. BlackRock Advisors, LLC is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” as follows:

% per annum	Average Daily Net Assets
0.025%	Of the first $1 billion

For the period May 1, 2012 through April 28, 2013, an identical expense agreement was in place. Pursuant to the expense agreement, $250,000 was waived for the year ended December 31, 2013 and is included in the management fee waivers shown in the Statement of Operations.

In addition to the contractual fee waiver, MetLife Advisers and/or its affiliates have voluntarily agreed, if the yield on any share Class of the Portfolio turns negative on a given day, to waive their fees or reimburse certain Portfolio expenses to raise the yield of that share Class to 0.00% for that day. The waiver will first be applied to 12b-1 expenses. If the amount of the waiver exceeds the Class B or Class E 12b-1 expenses on a given day, MetLife Advisers and/or its affiliates would then waive fees or reimburse expenses pro rata across all share Classes. This voluntary waiver/expense reimbursement may be discontinued by MetLife Advisers and/or its affiliates at any time without notice. During year ended December 31, 2013, $2,128,967 of 12b-1 expenses were waived as shown on the Statement of Operations. Class B shares waived $1,717,923 and Class E shares waived $411,044. In addition, during the year ended December 31, 2013, $1,602,424 of management fees were voluntarily waived and are included in the management fee waivers shown in the Statement of Operations.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B and E Shares. Under the Distribution and Service Plan, the Class B and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

MSF-13

Metropolitan Series Fund

BlackRock Money Market Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

5. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

6. Income Tax Information

There were no distributions paid for the year ended December 31, 2013 and 2012.

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Other Accumulated Capital Losses		Total
$4,744	$	—	$	—	$	—	$	—	$	4,744

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, the Portfolio had no post-enactment accumulated capital losses or pre-enactment accumulated capital loss carryforwards.

MSF-14

Metropolitan Series Fund

BlackRock Money Market Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of BlackRock Money Market Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of BlackRock Money Market Portfolio, one of the portfolios constituting Metropolitan Series Fund (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of BlackRock Money Market Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 27, 2014

MSF-15

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

MSF-16

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-17

Metropolitan Series Fund

BlackRock Money Market Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the BlackRock Money Market Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-18

Metropolitan Series Fund

BlackRock Money Market Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the BlackRock Money Market Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe for the one- and five-year periods ended June 30, 2013 and underperformed the median of its Performance Universe for the three-year period ended June 30, 2013. The Board also considered that the Portfolio outperformed its Lipper Index for the five-year period ended June 30, 2013, performed equally to its Lipper Index for the one-year period ended June 30, 2013 and slightly underperformed its Lipper Index for the three-year period ended June 30, 2013. The Board further considered that the Portfolio underperformed its benchmark, the Merrill Lynch 3-Month Treasury Bills Index, for the one- and three-year periods ended October 31, 2013 and outperformed its benchmark for the five-year period ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper.

MSF-19

Metropolitan Series Fund

BlackRock Money Market Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the BlackRock Money Market Portfolio, the Board considered that the Portfolio’s actual management fees were above the Expense Group median, the Expense Universe median and the Sub-advised Expense Universe median. The Board also considered that the Portfolio’s total expenses (exclusive of 12b-1 fees) were above the Expense Group median and the Sub-advised Expense Universe median and equal to the Expense Universe median. The Board further noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also noted that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group and Sub-advised Expense Universe at the Portfolio’s current size. The Board further noted that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the BlackRock Money Market Portfolio, the Board noted that the Portfolio’s advisory fee contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-20

Metropolitan Series Fund

BlackRock Money Market Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-21

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Managed By Frontier Capital Management Company, LLC

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, D, and E shares of the Frontier Mid Cap Growth Portfolio returned 32.77%, 32.43%, 32.63% and 32.59%, respectively. The Portfolio’s benchmark, the Russell Midcap Growth Index¹, returned 35.74%.

Frontier Capital Management Company, LLC assumed management of the Portfolio on January 7, 2013, prior to which the Portfolio was subadvised by BlackRock Advisors, LLC.

MARKET ENVIRONMENT / CONDITIONS

Stocks advanced strongly during 2013 with the Russell Midcap Growth Index rising 35.4%. This marked the largest gain in over a decade leaving aside the 2009 rebound from 2008’s collapse. The market’s stellar performance was driven by ample liquidity, improving economic momentum throughout the year, steady monetary policy and relative calm in financial markets. All of which led to improved investor confidence and higher multiples, after three years of great angst stemming from fits and starts to the recovery and the persistent fear that the European financial situation would worsen, and in so doing drag down the U.S. markets.

Interestingly, the one factor that did not contribute to the markets gain was earnings. Indeed, earnings estimates for 2013 and 2014 (looking at the S&P 500 Index as a market proxy) were largely unchanged during the year and as such the advance was driven entirely by multiple expansion. Specifically, after absorbing upwards of $200 billion in fiscal drag during the first quarter of 2013 when the economy grew just 1.1%, output has accelerated. Real Gross Domestic product (“GDP”) grew 2.5% in the second quarter and jumped to 4.1% in the third quarter, which is close to where it appears to have grown in the fourth quarter.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The Portfolio’s relative performance was hindered equally by both stock and sector selection accompanied by a modest drag from cash. In terms of stock selection, performance was restrained principally by a small number of stocks that were not owned but which recorded substantial gains in the index. Indeed, not owning just three stocks, namely Tesla Motors, Vertex Pharmaceuticals, and LinkedIn Corp., hampered relative performance by 1.2%. Each was previously evaluated as not fitting within our investment process due to risk and valuation considerations. More specifically, each traded at valuations to sales that we have traditionally found to be unattractive from a risk/reward perspective. With Tesla Motors classified in Consumer Discretionary, this sector was the largest detractor to performance. From the perspective of direct holdings, the Portfolio incurred limited setbacks in Energy and Information Technology (“IT”). Specifically, within Energy our holdings in Kodiak Oil & Gas and Interoil Corp. were hurt by resource development setbacks. Within IT, our investments in Teradata Corp. and Citrix Systems were hindered by tight capital budgets and changing competitive dynamics. Stock selection was strong in Health Care and Industrials.

Sector selection was an equal detractor to performance during the period. This was hindered by our underweight position in Consumer Discretionary (the best performing sector for this time period) which is due to our view that there is more pent up demand and better risk/reward characteristics in other sectors. Additionally, being underweight in Consumer Staples stocks also hurt. We believed the sector was richly valued for relatively modest growth and think the market is overpaying for the visible growth provided by stocks during a period of lackluster overall growth. As economic activity broadens, we expect other sectors of the market to offer greater growth and current valuations reflect much lower expectations thus setting up a much more promising trade off. Combined, these two sectors represented the majority of our negative sector selection.

Throughout the year the Portfolio exhibited solid characteristics in terms of our active holdings as our top ten names contributed 9.6% to performance, while our ten most significant detractors dragged performance down by just 2.0%. Performance was aided by stock selection in Health Care, Producer Durables, and Financial Services. In Health Care, a focus on companies helping to limit the cost of health care, such as generic drug manufacturers, helped deliver solid performance at prudent risk levels. In Industrials, our holdings in the Aerospace industry continue to prosper due to the ramp up in commercial aircraft deliveries at Boeing and Airbus. In Financials, our focus on recurring revenues and improving consumer credit aided performance.

At the end of the period, this discipline has led us to increase our positions in select Industrials areas such as the Construction & Engineering industry. Companies like Chicago Bridge & Iron and Jacobs Engineering Group benefit from the renaissance in both domestic energy production and manufacturing given the build out of associated infrastructure. Finally, we continued to see attractive stock specific opportunities in Health Care where there is not only strong

MSF-1

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Managed By Frontier Capital Management Company, LLC

Portfolio Manager Commentary*—(Continued)

secular growth but also companies gaining share through innovation and consolidation such as Actavis in generic pharmaceuticals and Cooper Cos. in vision care.

Our process continues to focus on companies that have attractive business models, that have company specific catalysts to drive substantial earnings power and that trade at attractive valuations. In the current low growth environment, the Portfolio has positioned behind secular beneficiaries that can gain share in growth markets and possess multiple levers to reward investors beyond relying on just vibrant top line growth given the realities of the economic recovery with which we are faced.

Stephen M. Knightly

Christopher J. Scarpa

Portfolio Managers

Frontier Capital Management Company, LLC

*This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

A $10,000 INVESTMENT COMPARED TO THE RUSSELL MIDCAP GROWTH INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year		Since Inception2
Frontier Mid Cap Growth Portfolio
Class A		32.77		19.75		7.96		—
Class B		32.43		19.44		—		7.41
Class D		32.63		19.61		—		6.13
Class E		32.59		19.57		7.80		—
Russell Midcap Growth Index		35.74		23.37		9.77		—

¹ The Russell Midcap Growth Index is an unmanaged measure of performance of those Russell Midcap companies (the 800 smallest companies in the Russell 1000 Index) with higher price-to-book ratios and forecasted growth values.

² Inception dates of the Class A, Class B, Class D, and Class E shares are 4/29/88, 4/26/04, 5/2/06, and 5/1/01, respectively.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
BE Aerospace, Inc.		4.0
Actavis plc		3.1
Alliance Data Systems Corp.		2.8
FMC Corp.		2.6
GNC Holdings, Inc. - Class A		2.3
Perrigo Co. plc		2.2
Harley-Davidson, Inc.		1.9
Cooper Cos., Inc. (The)		1.9
LKQ Corp.		1.8
Alkermes plc		1.7

Top Sectors

	% of Market Value of Total Long-Term Investments
Consumer Discretionary		22.1
Industrials		20.0
Information Technology		17.4
Health Care		17.1
Financials		8.0
Energy		7.0
Materials		6.8
Consumer Staples		1.1
Telecommunication Services		0.5

MSF-3

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

Frontier Mid Cap Growth Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.73	%	$	1,000.00	$	1,192.20	$	4.03
	Hypothetical*		0.73	%	$	1,000.00	$	1,021.53	$	3.72
Class B(a)	Actual		0.98	%	$	1,000.00	$	1,190.60	$	5.41
	Hypothetical*		0.98	%	$	1,000.00	$	1,020.27	$	4.99
Class D(a)	Actual		0.83	%	$	1,000.00	$	1,191.50	$	4.58
	Hypothetical*		0.83	%	$	1,000.00	$	1,021.02	$	4.23
Class E(a)	Actual		0.88	%	$	1,000.00	$	1,191.50	$	4.86
	Hypothetical*		0.88	%	$	1,000.00	$	1,020.77	$	4.48

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 6 of the Notes to Financial Statements.

MSF-4

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—99.6% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—4.0%
BE Aerospace, Inc. (a)		595,890	$	51,860,307
Airlines—1.4%
United Continental Holdings, Inc. (a)		478,750		18,111,113
Auto Components—2.8%
Delphi Automotive plc		308,600		18,556,118
TRW Automotive Holdings Corp. (a)		238,610		17,750,198
				36,306,316
Automobiles—2.0%
Harley-Davidson, Inc.		366,200		25,355,688
Beverages—1.1%
Brown-Forman Corp. - Class B		185,400		14,010,678
Biotechnology—3.1%
Alkermes plc (a)		552,293		22,456,233
Incyte Corp., Ltd. (a)		256,603		12,991,810
Intrexon Corp. (a) (b)		181,500		4,319,700
				39,767,743
Building Products—1.0%
Armstrong World Industries, Inc. (a)		235,000		13,538,350
Capital Markets—2.6%
E*Trade Financial Corp. (a)		917,201		18,013,828
Raymond James Financial, Inc.		309,834		16,170,236
				34,184,064
Chemicals—5.3%
Albemarle Corp.		106,200		6,732,018
Celanese Corp. - Series A		199,000		11,006,690
Cytec Industries, Inc.		93,550		8,715,118
FMC Corp.		451,400		34,062,644
Sherwin-Williams Co. (The)		48,100		8,826,350
				69,342,820
Commercial Banks—1.5%
Signature Bank (a)		181,400		19,485,988
Commercial Services & Supplies—1.7%
KAR Auction Services, Inc.		450,050		13,298,978
Stericycle, Inc. (a)		75,300		8,747,601
				22,046,579
Construction & Engineering—2.4%
Chicago Bridge & Iron Co. NV		195,628		16,264,512
Jacobs Engineering Group, Inc. (a)		242,000		15,243,580
				31,508,092
Construction Materials—1.4%
Eagle Materials, Inc.		242,100		18,745,803
Distributors—1.8%
LKQ Corp. (a)		712,800	$	23,451,120
Diversified Telecommunication Services—0.5%
Cogent Communications Group, Inc.		151,135		6,107,365
Electronic Equipment, Instruments & Components—1.2%
Amphenol Corp.—Class A		179,318		15,991,579
Energy Equipment & Services—1.6%
Cameron International Corp. (a)		241,800		14,394,354
Oceaneering International, Inc.		83,400		6,578,592
				20,972,946
Health Care Equipment & Supplies—1.9%
Cooper Cos., Inc. (The)		194,950		24,142,608
Health Care Providers & Services—2.3%
Catamaran Corp. (a)		247,502		11,751,395
MEDNAX, Inc. (a)		351,648		18,770,970
				30,522,365
Health Care Technology—0.7%
Cerner Corp. (a)		154,400		8,606,256
Hotels, Restaurants & Leisure—3.7%
Chipotle Mexican Grill, Inc. (a)		12,350		6,579,833
Dunkin’ Brands Group, Inc. (b)		203,100		9,789,420
Starwood Hotels & Resorts Worldwide, Inc.		273,000		21,689,850
Wyndham Worldwide Corp.		142,200		10,478,718
				48,537,821
Insurance—3.8%
Allied World Assurance Co. Holdings AG		192,956		21,767,366
Aon plc		178,801		14,999,616
Arthur J. Gallagher & Co.		279,200		13,102,856
				49,869,838
Internet & Catalog Retail—0.6%
Netflix, Inc. (a)		22,800		8,394,276
Internet Software & Services—1.4%
Akamai Technologies, Inc. (a)		109,800		5,180,364
Pandora Media, Inc. (a)		227,900		6,062,140
Yelp, Inc. (a)		94,400		6,508,880
				17,751,384
IT Services—7.3%
Alliance Data Systems Corp. (a) (b)		136,350		35,850,505
Gartner, Inc. (a)		196,800		13,982,640
Jack Henry & Associates, Inc.		360,700		21,357,047
MAXIMUS, Inc.		148,012		6,511,048
WEX, Inc. (a)		169,200		16,755,876
				94,457,116

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Life Sciences Tools & Services—2.2%
Covance, Inc. (a)		173,200	$	15,251,992
Illumina, Inc. (a) (b)		120,000		13,274,400
				28,526,392
Machinery—3.6%
Chart Industries, Inc. (a) (b)		39,900		3,816,036
Pall Corp.		183,650		15,674,528
Pentair, Ltd.		200,027		15,536,097
Wabtec Corp.		158,400		11,764,368
				46,791,029
Marine—1.4%
Kirby Corp. (a) (b)		185,600		18,420,800
Media—2.6%
Discovery Communications, Inc. - Class A (a)		207,400		18,753,108
Imax Corp. (a) (b)		520,300		15,338,444
				34,091,552
Oil, Gas & Consumable Fuels—5.4%
Cabot Oil & Gas Corp.		507,800		19,682,328
Concho Resources, Inc. (a)		137,600		14,860,800
Continental Resources, Inc. (a) (b)		173,600		19,533,472
InterOil Corp. (a) (b)		138,200		7,115,918
SandRidge Energy, Inc. (a) (b)		1,579,400		9,586,958
				70,779,476
Pharmaceuticals—6.9%
Actavis plc (a)		240,100		40,336,800
Mylan, Inc. (a)		481,700		20,905,780
Perrigo Co. plc		188,779		28,970,025
				90,212,605
Professional Services—1.1%
IHS, Inc. - Class A (a)		122,750		14,693,175
Road & Rail—2.1%
Genesee & Wyoming, Inc. - Class A (a)		182,825		17,560,341
J.B. Hunt Transport Services, Inc.		125,700		9,716,610
				27,276,951
Semiconductors & Semiconductor Equipment—4.3%
Avago Technologies, Ltd.		313,248		16,567,687
NXP Semiconductor NV (a)		472,824		21,716,806
Xilinx, Inc.		393,500		18,069,520
				56,354,013
Software—3.1%
Cadence Design Systems, Inc. (a) (b)		1,271,426		17,825,393
Citrix Systems, Inc. (a)		106,700		6,748,775
Electronic Arts, Inc. (a) (b)		715,600		16,415,864
				40,990,032
Specialty Retail—6.5%
Bed Bath & Beyond, Inc. (a)		106,200		8,527,860
CarMax, Inc. (a)		135,100		6,352,402
Dick’s Sporting Goods, Inc.		155,500		9,034,550
GNC Holdings, Inc. - Class A		515,600		30,136,820
O’Reilly Automotive, Inc. (a)		155,050		19,956,486
Tiffany & Co.		111,000		10,298,580
				84,306,698
Textiles, Apparel & Luxury Goods—2.1%
PVH Corp.		81,800		11,126,436
VF Corp.		257,000		16,021,380
				27,147,816
Trading Companies & Distributors—1.2%
WESCO International, Inc. (a) (b)		171,900		15,654,933
Total Common Stock (Cost $1,029,384,587)				1,298,313,687
Short-Term Investments—12.3%
Mutual Fund—11.3%
State Street Navigator Securities Lending MET Portfolio (c)		146,638,431		146,638,431
Repurchase Agreement—1.0%
Fixed Income Clearing Corp. Repurchase Agreement dated 12/31/13 at 0.000% to be repurchased at $13,302,000 on 01/02/14, collateralized by $13,575,000 U.S. Treasury Bill at 0.000% due 06/19/14 with a value of $13,568,213.		13,302,000		13,302,000
Total Short-Term Investments (Cost $159,940,431)				159,940,431
Total Investments—111.9% (Cost $1,189,325,018) (d)				1,458,254,118
Other assets and liabilities (net)—(11.9)%				(154,983,140	)
Net Assets—100.0%			$	1,303,270,978

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) Non-income producing security.

(b) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $159,983,914 and the collateral received consisted of cash in the amount of $146,638,431 and non-cash collateral with a value of $15,851,017. The cash collateral is invested in a money market fund managed by an affiliate of the custodian. The non-cash collateral received consists primarily of government securities and bank letters of credit, and is held for the benefit of the Portfolio at the Portfolio’s custodian. The Portfolio cannot repledge or resell this collateral. As such, this collateral is excluded from the Statement of Assets and Liabilities.

(c) Represents investment of cash collateral received from securities lending transactions.

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

(d) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $1,189,512,899. The aggregate unrealized appreciation and depreciation of investments were $274,482,085 and $(5,740,866), respectively, resulting in net unrealized appreciation of $268,741,219 for federal income tax purposes.

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2			Level 3		Total
Total Common Stocks*	$	1,298,313,687	$	—		$	—	$	1,298,313,687
Short-Term Investments
Mutual Fund		146,638,431		—			—		146,638,431
Repurchase Agreement		—		13,302,000			—		13,302,000
Total Short-Term Investments		146,638,431		13,302,000			—		159,940,431
Total Investments	$	1,444,952,118	$	13,302,000		$	—	$	1,458,254,118
Collateral for Securities Loaned (Liability)	$	—	$	(146,638,431	)	$	—	$	(146,638,431	)

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	1,458,254,118
Cash		833
Receivable for:
Fund shares sold		262,197
Dividends		424,666
Prepaid expenses		2,806
Total Assets		1,458,944,620
Liabilities
Collateral for securities loaned		146,638,431
Payables for:
Investments purchased		7,227,640
Fund shares redeemed		773,848
Accrued expenses:
Management fees		761,783
Distribution and service fees		52,657
Deferred trustees’ fees		89,792
Other expenses		129,491
Total Liabilities		155,673,642
Net Assets	$	1,303,270,978
Net assets consist of:
Paid in surplus	$	919,038,707
Distributions in excess of net investment income		(65,851	)
Accumulated net realized gain		115,369,022
Unrealized appreciation on investments		268,929,100
Net Assets	$	1,303,270,978
Net Assets
Class A	$	982,625,476
Class B		201,916,180
Class D		107,054,412
Class E		11,674,910
Capital Shares Outstanding*
Class A		26,630,555
Class B		5,803,783
Class D		2,931,090
Class E		320,252
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	36.90
Class B		34.79
Class D		36.52
Class E		36.46

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $1,189,325,018.

(b) Includes securities loaned at value of $159,983,914.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	6,337,873
Interest		973
Securities lending income		1,573,965
Total investment income		7,912,811
Expenses
Management fees		7,822,214
Administration fees		20,829
Custodian and accounting fees		92,819
Distribution and service fees—Class B		400,448
Distribution and service fees—Class D		102,634
Distribution and service fees—Class E		16,464
Audit and tax services		37,283
Legal		58,079
Trustees’ fees and expenses		36,569
Shareholder reporting		141,793
Insurance		5,591
Miscellaneous		30,569
Total expenses		8,765,292
Less management fee waiver		(110,661	)
Less broker commission recapture		(73,413	)
Net expenses		8,581,218
Net Investment Loss		(668,407	)
Net Realized and Unrealized Gain
Net realized gain (loss) on:
Investments		124,036,428
Futures contracts		(2,064,048	)
Net realized gain		121,972,380
Net change in unrealized appreciation on investments		187,726,392
Net realized and unrealized gain		309,698,772
Net Increase in Net Assets from Operations	$	309,030,365

(a) Net of foreign withholding taxes of $17,406.

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income (loss)	$	(668,407	)	$	9,251,574
Net realized gain		121,972,380			44,428,871
Net change in unrealized appreciation		187,726,392			29,329,361
Increase in net assets from operations		309,030,365			83,009,806
From Distributions to Shareholders
Net investment income
Class A		(10,148,727	)		0
Class B		(1,011,597	)		0
Class D		(1,225,160	)		0
Class E		(126,525	)		0
Net realized capital gains
Class A		(19,126,447	)		0
Class B		(2,305,500	)		0
Class D		(2,521,064	)		0
Class E		(269,552	)		0
Total distributions		(36,734,572	)		0
Increase (decrease) in net assets from capital share transactions		265,115,462			(91,274,010	)
Total increase (decrease) in net assets		537,411,255			(8,264,204	)
Net Assets
Beginning of period		765,859,723			774,123,927
End of period	$	1,303,270,978		$	765,859,723
Undistributed (Distributions in excess of) Net Investment Income
End of period	$	(65,851	)	$	12,827,535

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		6,356,029		$	200,658,424			446,109		$	12,621,552
Shares issued through acquisition		2,821,283			85,795,220			0			0
Reinvestments		989,361			29,275,174			0			0
Redemptions		(3,301,717	)		(107,258,219	)		(2,486,073	)		(70,442,350	)
Net increase (decrease)		6,864,956		$	208,470,599			(2,039,964	)	$	(57,820,798	)
Class B
Sales		259,826		$	8,047,547			316,757		$	8,439,378
Shares issued through acquisition		3,508,655			100,768,563			0			0
Reinvestments		118,680			3,317,097			0			0
Redemptions		(1,158,635	)		(36,083,506	)		(526,940	)		(14,159,857	)
Net increase (decrease)		2,728,526		$	76,049,701			(210,183	)	$	(5,720,479	)
Class D
Sales		126,997		$	4,059,104			180,453		$	5,066,882
Reinvestments		127,814			3,746,224			0			0
Redemptions		(813,613	)		(25,910,235	)		(1,102,797	)		(30,995,322	)
Net decrease		(558,802	)	$	(18,104,907	)		(922,344	)	$	(25,928,440	)
Class E
Sales		17,095		$	550,306			40,014		$	1,115,614
Reinvestments		13,537			396,077			0			0
Redemptions		(70,032	)		(2,246,314	)		(104,021	)		(2,919,907	)
Net decrease		(39,400	)	$	(1,299,931	)		(64,007	)	$	(1,804,293	)
Increase (decrease) derived from capital shares transactions				$	265,115,462					$	(91,274,010	)

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012		2011			2010			2009
Net Asset Value, Beginning of Period	$	28.92		$	26.06	$	26.94		$	23.38		$	15.68
Income (Loss) from Investment Operations
Net investment income (a)		(0.00	) (b)		0.34		0.02			0.10			0.02
Net realized and unrealized gain (loss) on investments		9.18			2.52		(0.82	)		3.48			7.72
Total from investment operations		9.18			2.86		(0.80	)		3.58			7.74
Less Distributions
Distributions from net investment income		(0.42	)		0.00		(0.08	)		(0.02	)		(0.04	)
Distributions from net realized capital gains		(0.78	)		0.00		0.00			0.00			0.00
Total distributions		(1.20	)		0.00		(0.08	)		(0.02	)		(0.04	)
Net Asset Value, End of Period	$	36.90		$	28.92	$	26.06		$	26.94		$	23.38
Total Return (%) (c)		32.77			10.97		(3.00	)		15.30			49.44
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.75			0.78		0.77			0.77			0.79
Net ratio of expenses to average net assets (%) (d)		0.74			0.78		0.77			0.77			0.79
Ratio of net investment income (loss) to average net assets (%)		(0.01	)		1.21		0.09			0.40			0.11
Portfolio turnover rate (%)		120			78		111			91			55
Net assets, end of period (in millions)	$	982.6		$	571.6	$	568.2		$	644.6		$	622.8

	Class B
	Year Ended December 31,
	2013			2012		2011			2010		2009
Net Asset Value, Beginning of Period	$	27.33		$	24.69	$	25.54		$	22.21	$	14.90
Income (Loss) from Investment Operations
Net investment income (loss) (a)		(0.08	)		0.26		(0.04	)		0.04		(0.02	)
Net realized and unrealized gain (loss) on investments		8.66			2.38		(0.79	)		3.29		7.33
Total from investment operations		8.58			2.64		(0.83	)		3.33		7.31
Less Distributions
Distributions from net investment income		(0.34	)		0.00		(0.02	)		0.00		0.00
Distributions from net realized capital gains		(0.78	)		0.00		0.00			0.00		0.00
Total distributions		(1.12	)		0.00		(0.02	)		0.00		0.00
Net Asset Value, End of Period	$	34.79		$	27.33	$	24.69		$	25.54	$	22.21
Total Return (%) (c)		32.43			10.69		(3.24	)		14.99		49.06
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		1.00			1.03		1.02			1.02		1.04
Net ratio of expenses to average net assets (%) (d)		0.99			1.03		1.02			1.02		1.04
Ratio of net investment income (loss) to average net assets (%)		(0.25	)		0.98		(0.15	)		0.18		(0.13	)
Portfolio turnover rate (%)		120			78		111			91		55
Net assets, end of period (in millions)	$	201.9		$	84.1	$	81.1		$	83.4	$	67.6

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Financial Highlights

Selected per share data
	Class D
	Year Ended December 31,
	2013			2012		2011			2010		2009
Net Asset Value, Beginning of Period	$	28.63		$	25.82	$	26.71		$	23.19	$	15.54
Income (Loss) from Investment Operations
Net investment income (loss) (a)		(0.04	)		0.30		(0.01	)		0.07		0.00	(b)
Net realized and unrealized gain (loss) on investments		9.09			2.51		(0.82	)		3.45		7.66
Total from investment operations		9.05			2.81		(0.83	)		3.52		7.66
Less Distributions
Distributions from net investment income		(0.38	)		0.00		(0.06	)		0.00		(0.01	)
Distributions from net realized capital gains		(0.78	)		0.00		0.00			0.00		0.00
Total distributions		(1.16	)		0.00		(0.06	)		0.00		(0.01	)
Net Asset Value, End of Period	$	36.52		$	28.63	$	25.82		$	26.71	$	23.19
Total Return (%) (c)		32.63			10.88		(3.14	)		15.18		49.24
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.85			0.88		0.87			0.87		0.89
Net ratio of expenses to average net assets (%) (d)		0.84			0.88		0.87			0.87		0.89
Ratio of net investment income (loss) to average net assets (%)		(0.13	)		1.06		(0.03	)		0.29		0.01
Portfolio turnover rate (%)		120			78		111			91		55
Net assets, end of period (in millions)	$	107.1		$	99.9	$	113.9		$	148.1	$	152.3

	Class E
	Year Ended December 31,
	2013			2012		2011			2010		2009
Net Asset Value, Beginning of Period	$	28.58		$	25.79	$	26.68		$	23.16	$	15.53
Income (Loss) from Investment Operations
Net investment income (loss) (a)		(0.06	)		0.29		(0.02	)		0.05		(0.01	)
Net realized and unrealized gain (loss) on investments		9.09			2.50		(0.82	)		3.47		7.64
Total from investment operations		9.03			2.79		(0.84	)		3.52		7.63
Less Distributions
Distributions from net investment income		(0.37	)		0.00		(0.05	)		0.00		0.00
Distributions from net realized capital gains		(0.78	)		0.00		0.00			0.00		0.00
Total distributions		(1.15	)		0.00		(0.05	)		0.00		0.00
Net Asset Value, End of Period	$	36.46		$	28.58	$	25.79		$	26.68	$	23.16
Total Return (%) (c)		32.59			10.82		(3.19	)		15.20		49.17
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.90			0.93		0.92			0.92		0.94
Net ratio of expenses to average net assets (%) (d)		0.89			0.93		0.92			0.92		0.94
Ratio of net investment income (loss) to average net assets (%)		(0.17	)		1.04		(0.07	)		0.23		(0.03	)
Portfolio turnover rate (%)		120			78		111			91		55
Net assets, end of period (in millions)	$	11.7		$	10.3	$	10.9		$	13.9	$	15.0

(a) Per share amounts based on average shares outstanding during the period.

(b) Net investment income (loss) was less than $0.01.

(c) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(d) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is Frontier Mid Cap Growth Portfolio (the “Portfolio”), which is diversified. On January 7, 2013, Frontier Capital Management Company, LLC succeeded BlackRock Advisors, LLC as the subadviser to the Portfolio and the name of the Portfolio was changed from the BlackRock Aggressive Growth Portfolio to the Frontier Mid Cap Growth Portfolio. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers four classes of shares: Class A, B, D, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-12

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-13

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to ordinary loss netting to reduce short term capital gains, distribution re-designations, merger related adjustments and broker commission recapture reclasses. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

At December 31, 2013, the Portfolio had investments in repurchase agreements with a gross value of $13,302,000, which is included as part of investments at value on the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at December 31, 2013.

MSF-14

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Directed Brokerage Agreement - The Trust has entered into a directed brokerage arrangement with State Street Global Markets (“SSGM”). Under this arrangement, the Portfolio directs certain trades to SSGM in return for a recapture credit. SSGM issues a cash rebate to the Portfolio. Amounts paid to the Portfolio are shown separately as broker commission recapture on the Statement of Operations of the Portfolio. Additionally, these amounts have been excluded from the calculation of the net ratio of expenses to average net assets presented in the Financial Highlights for each share class.

3. Investments in Derivative Instruments

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

During the year ended December 31, 2013, the Portfolio entered into equity index futures contracts which were subject to equity price risk. During the period April 16, 2013 through April 18, 2013, the Portfolio had bought and sold $142,588,296 in equity index futures contracts. At December 31, 2013, the Portfolio did not have any open futures contracts. For the year ended December 31, 2013, the Portfolio had realized losses in the amount of $2,064,048 which are shown under Net realized loss on futures contracts in the Statement of Operations.

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Collateral requirements may differ by type of derivative or investment, as applicable. Collateral or margin requirements are set by the broker or exchange clearing house for exchange traded derivatives (e.g., futures contracts and exchange traded options) while collateral terms are contract specific for over-the-counter traded derivatives (e.g., forward foreign currency exchange contracts, swap agreements and over-the-counter options).

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is

MSF-15

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

Customer Account Agreements and related addendums govern cleared derivatives transactions such as futures, options on futures, and cleared OTC derivatives. Cleared derivative transactions require posting of initial margin as determined by each relevant clearing agency which is segregated at a broker account registered with the Commodities Futures Trading Commission (CFTC), or the applicable regulator. In the U.S., counterparty risk is significantly reduced as creditors of the futures broker do not have claim to Portfolio assets in the segregated account. Additionally, portability of exposure in the event of default further reduces risk to the Portfolio. Variation margin, or changes in market value, are exchanged daily, but may not be netted between futures and cleared OTC derivatives.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	1,353,066,866	$	0	$	1,290,431,390

During the year ended December 31, 2013, the Portfolio engaged in security transactions with other affiliated portfolios. These amounted to $19,388,905 in purchases of investments, which are included above.

With respect to the Portfolio’s merger with Turner Mid Cap Growth Portfolio (see Note 9) on April 26, 2013, the Portfolio acquired long-term securities with a cost of $175,369,211 that are not included in the above non-U.S. Government purchases value.

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the following annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$7,822,214		0.750	%	Of the first $500 million
		0.700	%	Of the next $500 million
		0.650	%	On amounts in excess of $1 billion

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. Effective January 7, 2013, Frontier Capital Management Company, LLC is compensated by MetLife Advisers to provide subadvisory services for the Portfolio. Prior to January 7, 2013, BlackRock Advisors, LLC was compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waiver - Pursuant to a management fee waiver agreement, the Adviser has agreed, for the period April 29, 2013 to April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum reduction			Average Daily Net Assets
	0.025	%	On the first $500 million
	0.025	%	Over $850 million and less than $1 billion
	(0.025	)%	On the next $250 million

An identical agreement was in place for the period January 7, 2013 through April 28, 2013. Amounts waived, if applicable, for the year ended December 31, 2013 are shown as a management fee waiver in the Statement of Operations.

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

MSF-16

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B, D, and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B, D, and E Shares. Under the Distribution and Service Plan, the Class B, D, and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B, D, and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares, 0.10% per year for Class D Shares, and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

8. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$12,512,009	$	—	$	24,222,563	$	—	$	36,734,572	$	—

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Total
$65,383,574	$	50,173,330	$	268,741,219	$	—	$	384,298,123

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, the Portfolio had no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

9. Acquisition

At the close of business on April 26, 2013, the Portfolio, with aggregate Class A, Class B, Class D and Class E net assets of $770,948,460, $87,526,126, $100,247,347 and $10,678,097, respectively, acquired all of the assets and liabilities of Turner Mid Cap Growth Portfolio of the Met Investors Series Trust (“Turner Mid Cap Growth”).

MSF-17

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

The acquisition was accomplished by a tax-free exchange of 2,821,283 Class A shares of the Portfolio (valued at $85,795,220) for 10,021,231 Class A shares of Turner Mid Cap Growth and 3,508,655 Class B shares of the Portfolio (valued at $100,768,563) for 12,227,115 Class B shares of Turner Mid Cap Growth. Each shareholder of Turner Mid Cap Growth received shares of the Portfolio with the same class designation and at the respective Class NAV, as determined at the close of business on April 26, 2013. The transaction was part of a restructuring designed to eliminate the offering of overlapping Portfolios in the MetLife, Inc. families of funds with similar investment objectives and similar investment strategies that serve as funding vehicles for insurance contracts that are offered by affiliates of MetLife. Some of the investments held by Turner Mid Cap Growth may have been purchased or sold prior to the acquisition for the purpose of complying with the anticipated investment policies or limitations of the Portfolio after the acquisition. If such purchases or sales occurred, the transaction costs were borne by Turner Mid Cap Growth. All other costs associated with the merger were not borne by the shareholders of either portfolio.

Turner Mid Cap Growth’s net assets on April 26, 2013, were $85,795,220 and $100,768,563 for Class A and Class B shares, respectively, including investments valued at $186,797,884 with a cost basis of $180,617,211. For financial reporting purposes, assets received, liabilities assumed and shares issued by the Portfolio were recorded at fair value; however, the cost basis of the investments received by the Portfolio from Turner Mid Cap Growth were carried forward to align ongoing reporting of the Portfolio’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes.

The aggregate net assets of the Portfolio immediately after the acquisition were $1,155,963,813, which included $6,180,673 of acquired unrealized appreciation.

Assuming the acquisition had been completed on January 1, 2013, the Portfolio’s pro-forma results of operations for the year ended December 31, 2013 are as follows:

Net Investment loss	$	(837,902	)(a)
Net realized and unrealized gain on investments		325,035,491	(b)
Net increase in net assets from operations	$	324,197,589

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of Turner Mid Cap Growth that have been included in the Portfolio’s Statement of Operations since April 26, 2013.

(a) $668,407 net investment loss as reported minus $278,402 from Turner Mid Cap Growth pre-merger net investment loss, plus $74,459 in lower advisory fees, plus $34,448 of pro-forma eliminated other expenses.

(b) $268,929,100 unrealized appreciation as reported minus $91,035,845 pro-forma December 31, 2012 unrealized appreciation, plus $121,972,380 net realized gain as reported, plus $25,169,856 in net realized gain from Turner Mid Cap Growth pre-merger.

MSF-18

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of Frontier Mid Cap Growth Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Frontier Mid Cap Growth Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Frontier Mid Cap Growth Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 26, 2014

MSF-19

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.

MSF-20

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-21

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Board of Trustees’ Consideration of Advisory Agreement

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the Frontier Mid Cap Growth Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹ With respect to the Frontier Mid Cap Growth Portfolio, the Sub-Advisory Agreement for this Portfolio went into effect on January 7, 2013 when Frontier Capital Management Company, LLC assumed the role of Sub-Adviser. The Board approved the Sub-Advisory Agreement at a Board meeting held on November 12-13, 2012, and the Agreement terminates on December 31, 2014. Therefore, the Board did not re-approve this Sub-Advisory Agreement at the Board meeting held on November 19-20, 2013. The Board, however, did approve the Portfolio’s Advisory Agreement at this November meeting, as explained in greater detail below.

In considering the Agreement, the Board reviewed a variety of materials provided by the Adviser relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser under the Agreement. The Board also took into account its experience with the Adviser and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser, including quarterly performance reports prepared by management containing reviews of investment results. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolio by the Adviser; (2) the performance of the Portfolio as compared to a peer group and an appropriate index; (3) the Adviser’s personnel and operations; (4) the financial condition of the Adviser; (5) the level and method of computing each Portfolio’s advisory fees; (6) the profitability of the Adviser under the Advisory Agreement; (7) any “fall-out” benefits to the Adviser and its affiliates (i.e., ancillary benefits realized by the Adviser or its affiliates from the Adviser’s relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; and (9) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser has provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-22

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Board of Trustees’ Consideration of Advisory Agreement—(Continued)

with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff”), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the Frontier Mid Cap Growth Portfolio’s performance, the Board considered that the Portfolio underperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio underperformed its benchmark, the Russell Midcap Growth Index for the one-, three- and five-year periods ended October 31, 2013. The Board further noted that the Sub-Adviser assumed portfolio management responsibilities for the Portfolio effective January 7, 2013 and that performance prior to that date represents that of the previous sub-adviser.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses.

The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses.

With respect to the Frontier Mid Cap Growth Portfolio, the Board considered that the Portfolio’s actual management fee and total expenses (exclusive of 12b-1 fees) were below the Expense Group median, the Expense Universe median and Sub-advised Expense Universe median. The Board noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also noted that the Portfolio’s contractual sub-advisory fees were above the average of the Sub-advised Expense Group but below the average of the Sub-advised Expense Universe at the Portfolio’s current size. In addition, the Board noted that the Adviser had recently negotiated a reduction to the Portfolio’s sub-advisory fee schedule and that the Adviser agreed to waive a corresponding portion of its advisory fee in order for contractholders to benefit from the lower sub-advisory fee effective January 7, 2013.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a

MSF-23

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Board of Trustees’ Consideration of Advisory Agreement—(Continued)

percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the Frontier Mid Cap Growth Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-24

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Board of Trustees’ Consideration of the Subadvisory Agreement

At an in-person meeting of the Board of Trustees (the “Board”) of the Metropolitan Series Fund (the “Trust”) held on November 12-13, 2012, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trust, MetLife Advisers, LLC (“MetLife Advisers”), Frontier Capital Management Company, LLC (“Frontier”) or MetLife Investors Distribution Company (as that term is defined in the Investment Company Act of 1940, as amended) (the “Independent Trustees”), approved the investment subadvisory agreement between MetLife Advisers, the investment adviser to the Trust, and Frontier for the BlackRock Aggressive Growth Portfolio (to be renamed the Frontier Mid Cap Growth Portfolio) (the “Portfolio”) (the “New Subadvisory Agreement”). Representatives of management informed the Board that, if approved by the Board, the New Subadvisory Agreement would become effective on January 7, 2013.

In considering the New Subadvisory Agreement, the Board reviewed a variety of materials provided by MetLife Advisers and Frontier relating to the Portfolio and Frontier, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services to be provided by Frontier under the New Subadvisory Agreement.

The Independent Trustees were separately advised by independent legal counsel throughout the process. The Independent Trustees discussed the proposed approval of the New Subadvisory Agreement in a private session with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the New Subadvisory Agreement with Frontier with respect to the Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolio by Frontier; (2) the performance of the Portfolio and another fund subadvised in part by Frontier (the “Frontier Portfolio”), which is managed in substantially the same manner as the Portfolio would be managed, as compared to a peer group and an appropriate index; (3) Frontier’s personnel and operations; (4) the financial condition of Frontier; (5) the level and method of computing the Portfolio’s proposed subadvisory fee; (6) the anticipated profitability of Frontier under the New Subadvisory Agreement; (7) any “fall-out” benefits that may accrue to Frontier and its affiliates (i.e., ancillary benefits that may be realized by Frontier or its affiliates from Frontier’s relationship with the Trust); (8) the anticipated effect of growth in size on the Portfolio’s performance and expenses; (9) fees paid by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. In considering the nature, extent and quality of the services to be provided by Frontier to the Portfolio, the Board considered information provided to the Board by Frontier, including Frontier’s Form ADV. The Board considered Frontier’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed Frontier’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of Frontier’s investment and compliance personnel who would be providing services to the Portfolio. The Board also considered, among

other things, Frontier’s compliance program and its disciplinary history. The Board noted Frontier’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and ameliatory actions undertaken, as appropriate. The Board also noted that the Trust’s Chief Compliance Officer and his staff would be conducting regular, periodic compliance reviews with Frontier and present reports to the Independent Trustees regarding the same, which would include evaluating the regulatory compliance system of Frontier and procedures reasonably designed by Frontier to assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of Frontier.

The Board considered Frontier’s investment process and philosophy. The Board took into account that Frontier’s responsibilities would include the development and maintenance of an investment program for the Portfolio which would be consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed Frontier’s brokerage policies and practices, including with respect to best execution and soft dollars. The Board also took into consideration that MetLife Advisers was recommending that, subject to shareholder approval, another portfolio in the MetLife Funds complex be merged into the Portfolio on or about April 29, 2013 and that Frontier manage the combined Portfolio.

Based on its consideration and review of the foregoing information, the Board concluded that the nature, extent and quality of services to be provided by Frontier were satisfactory and that there was a reasonable basis on which to conclude that Frontier would provide a high quality of investment services to the Portfolio.

Performance. The Board considered the performance of the Portfolio as described in the quarterly reports prepared by management. The Board noted that MetLife Advisers reviews with the Board on a quarterly basis detailed information about the Portfolio’s performance results, portfolio composition and investment strategies. The Board also considered information comparing the

MSF-25

Metropolitan Series Fund

Frontier Mid Cap Growth Portfolio

Board of Trustees’ Consideration of the Subadvisory Agreement—(Continued)

performance of the Portfolio with the Frontier Portfolio. The Board noted that the Portfolio underperformed its benchmark, the Russell Midcap Growth Index, for the three-, five- and ten-year periods ending September 30, 2012. The Board also noted that as of September 30, 2012 the Portfolio had underperformed its benchmark by an annualized -2.03% since the Portfolio’s inception in October 2002. The Board also considered the performance of the Frontier Portfolio. Among other data relating specifically to the Frontier Portfolio, the Board noted that the Frontier Portfolio had outperformed the Portfolio for the one-, three-, and ten-year periods ended September 30, 2012. The Board also noted that the Frontier Portfolio had outperformed its benchmark, the Russell Midcap Growth Index, for the five- and ten-year periods ended September 30, 2012. The Trustees took into account that the portfolio managers who managed the Frontier Portfolio were expected to manage the Portfolio. In addition, the Trustees took into consideration the differences in principal investment strategies between the Portfolio and the Frontier Portfolio. Based on its review, the Board concluded that the replacement of BlackRock Advisers, LLC (“BlackRock”), the current subadviser to the Portfolio, by Frontier was appropriate given the comparative performance records of the Portfolio and Frontier Portfolio.

Fees and expenses. The Board considered the subadvisory fee payable under the New Subadvisory Agreement. The Board noted that the rate of compensation in the New Subadvisory Agreement’s fee schedule is lower at current asset levels than the rate of compensation MetLife Advisory pays to BlackRock for managing the Portfolio under the investment subadvisory agreement between MetLife Advisers and BlackRock (the “Previous Subadvisory Agreement”). The Board also noted that the proposed subadvisory fee for the Portfolio would be paid by MetLife Advisers, not the Portfolio, out of the management fee. It was further noted that MetLife Advisers negotiated such fees at arm’s length.

Profitability. In considering the anticipated profitability to Frontier and its affiliates of their relationships with the Portfolio, the Board took into account that the rate of compensation provided in the New Subadvisory Agreement’s fee schedule at current asset levels is lower than the rate of compensation in the Previous Subadvisory Agreement’s fee schedule. The Board noted that the proposed subadvisory fee under the New Subadvisory Agreement would be paid by MetLife Advisers, not the Portfolio, out of the management fee that it would receive under the management agreement with the Trust. The Board also relied on the ability of MetLife Advisers to negotiate the New Subadvisory Agreement and the fee thereunder at arm’s length.

Economies of scale. The Board also considered the effect of the Portfolio’s growth in size on its performance and fees. The Board noted that the Portfolio’s management fee and proposed subadvisory fee each contained breakpoints that would reduce the fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase. The Board noted that if the Portfolio’s assets increase over time, the Portfolio may realize economies of scale if assets increase proportionally more than certain other fixed expenses. The Board concluded that the management fee structure for the Portfolio, including breakpoints, was reasonable.

Other factors. The Board considered other benefits that may be realized by Frontier and its affiliates from their relationship with the Trust, including the opportunity to provide advisory services to additional portfolios of the Trust and reputational benefits. The Board concluded that the benefits that may accrue to Frontier and its affiliates by virtue of Frontier’s relationship to the Portfolio were fair and reasonable in light of the anticipated costs of providing investment advisory services to the Portfolio and the anticipated commitment of Frontier to the Portfolio.

The Board also took into account the expected transaction costs to the Portfolio of the change in subadviser and concluded that the potential benefits from changing subadvisers outweighed those costs. The Board also took into consideration that MetLife Advisers had agreed to waive a portion of its management fee beginning on January 7, 2013 through April 2014.

The Board considered any possible conflicts of interest in the form of material benefits or detriments to the Trust resulting from the nature of the Trust’s and Frontier’s affiliations. Here, the Board considered possible conflicts of interest that may arise between the Trust and Frontier in connection with the services to be provided to the Trust and the various relationships that Frontier and its affiliates may have with the Trust. The Board considered the procedures for monitoring and managing such potential conflicts.

Conclusion. In considering the approval of the New Subadvisory Agreement, the Board, including the Independent Trustees, did not identify any single factor as controlling, and each Trustee may have attributed different weights to various factors. Based on all of the above-mentioned considerations, and the recommendations of management, the Board, including a majority of the Independent Trustees, determined that approval of the New Subadvisory Agreement was in the best interests of the Portfolio. After full consideration of these and other factors, the Board, including a majority of the Independent Trustees, with the assistance of independent legal counsel, approved the New Subadvisory Agreement with respect to the Portfolio.

MSF-26

Metropolitan Series Fund

Jennison Growth Portfolio

Managed by Jennison Associates LLC

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, and E shares of the Jennison Growth Portfolio returned 37.00%, 36.73%, and 36.90%, respectively. The Portfolio’s benchmark, the Russell 1000 Growth Index¹, returned 33.48%.

MARKET ENVIRONMENT / CONDITIONS

The U.S. equity market advanced strongly in the 12 months ended December 31, 2013, reflecting a more optimistic economic outlook. Housing and employment indicators improved, consumer confidence rose, and strength in corporate profits continued. Conditions in Europe appeared to stabilize, relieving earlier worries of sustained deterioration. In China, economic growth slowed but to levels sufficiently expansionary to give investors conviction that global gross domestic product, although moderating, remained solid. Concerns that the Federal Reserve would begin scaling back its quantitative easing program took a toll in early summer. However, the market soon refocused on individual company fundamentals and showed renewed appreciation for companies with strong growth.

PORTFOLIO REVIEW / PERIOD END POSITIONING

Consumer Discretionary positions, which hold a major weight in the Portfolio, were strong contributors to return as both an overweight and stock selection were beneficial. Amazon.com accelerated its business investment to drive robust longer-term growth not only in its core retail business but through the proliferation of digital commerce via the mobile market, all of which was rewarded with substantial revenue growth. Gross bookings growth increased at online travel company Priceline.com, which we believe is poised to benefit from the long-term shift to online travel spending.

Health Care holdings, in particular biopharmaceutical companies, were strong contributors to return. The Food and Drug Administration (“FDA”) approved Biogen Idec’s Tecfidera for multiple sclerosis. We believe the drug’s ease of use could support broad adoption and potential market leadership. Tecfidera may also eventually treat other neurodegenerative diseases such as ALS and Parkinson’s. The FDA also approved Gilead Sciences’ Sovaldi for the treatment of hepatitis C. Many patients infected with the liver virus now will be treated with pills only, obviating injections of interferon, which often has debilitating side effects. Sovaldi could also shorten treatment duration, and trial data indicate that it is significantly more effective than current regimens. Gilead’s oncology pipeline also looks promising.

Stock selection was beneficial in Information Technology. MasterCard’s revenue and earnings were driven by strong growth in global dollar volume and processed transactions. We expect MasterCard to continue to benefit from the long-term shift from cash to electronic credit/debit transactions. Google performed well, reflecting its competitive position, strong advertising revenue, and YouTube monetization opportunities. LinkedIn’s revenue and earnings exceeded consensus expectations significantly. The company is a leading global online professional network that provides what we consider unique access to a scale database of active and passive job candidates. Facebook’s ad revenue advanced strongly, driven by gains in mobile. We view Facebook as the world’s preeminent Internet-based social network with a dominance we believe no rival can easily match and a network effect that creates formidable barriers to entry.

Technology holdings that detracted from performance included Rackspace Hosting, due to business execution issues and concerns about the commoditization of its business, and Teradata, which saw a marked weakness in its Asia Pacific business. We eliminated the Portfolio’s positions in Rackspace and Teradata.

In Industrials, Boeing reported strong earning per share, revenue, cash flow, and margins. Of particular note, the profitability of the company’s 787 Dreamliner improved, driven by an accelerated production rate.

Portfolio holdings in Energy and Materials posted solid double-digit gains but lagged the returns of the benchmark sectors.

MSF-1

Metropolitan Series Fund

Jennison Growth Portfolio

Managed by Jennison Associates LLC

Portfolio Manager Commentary*—(Continued)

The Portfolio is built from the bottom up, with stocks selected one at a time, based on the fundamentals of individual companies. Sector weights were largely stable over the past year; exposure to Consumer Discretionary increased, while exposure to Information Technology decreased. Relative to the Russell 1000 Growth Index, the Portfolio was overweight Consumer Discretionary and Health Care, and underweight Consumer Staples and Industrials as of December 31, 2013.

Kathleen A. McCarragher

Spiros “Sig” Segalas

Michael A. Del Balso

Portfolio Managers

Jennison Associates LLC

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

Jennison Growth Portfolio

A $10,000 INVESTMENT COMPARED TO THE RUSSELL 1000 GROWTH INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year		Since Inception2
Jennison Growth Portfolio
Class A		37.00		20.03		8.50		—
Class B		36.73		19.73		8.23		—
Class E		36.90		19.86		—		9.42
Russell 1000 Growth Index		33.48		20.39		7.83		—

¹ The Russell 1000 Growth Index is an unmanaged measure of performance of the largest capitalized U.S. companies, within the Russell 1000 companies, that have higher price-to-book ratios and forecasted growth values.

² Inception dates of the Class A, Class B, and Class E shares are 5/1/02, 5/1/02, and 4/27/05, respectively.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
Apple, Inc.		4.7
Google, Inc.—Class A		4.3
MasterCard, Inc.—Class A		4.2
Amazon.com, Inc.		3.7
priceline.com, Inc.		2.8
Monsanto Co.		2.4
Visa, Inc.—Class A		2.4
Biogen Idec, Inc.		2.4
TJX Cos., Inc.		2.4
NIKE, Inc.—Class B		2.0

Top Sectors

	% of Market Value of Total Long-Term Investments
Information Technology		29.6
Consumer Discretionary		26.0
Health Care		17.5
Industrials		9.0
Consumer Staples		7.4
Financials		4.1
Energy		4.0
Materials		2.4

MSF-3

Metropolitan Series Fund

Jennison Growth Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

Jennison Growth Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.54	%	$	1,000.00	$	1,255.60	$	3.07
	Hypothetical*		0.54	%	$	1,000.00	$	1,022.48	$	2.75
Class B(a)	Actual		0.79	%	$	1,000.00	$	1,254.80	$	4.49
	Hypothetical*		0.79	%	$	1,000.00	$	1,021.22	$	4.02
Class E(a)	Actual		0.69	%	$	1,000.00	$	1,255.00	$	3.92
	Hypothetical*		0.69	%	$	1,000.00	$	1,021.73	$	3.52

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 6 of the Notes to Financial Statements.

MSF-4

Metropolitan Series Fund

Jennison Growth Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—99.9% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—6.1%
Boeing Co. (The)		471,873	$	64,405,946
Precision Castparts Corp.		252,052		67,877,603
Rolls-Royce Holdings plc (a)		993,364		21,039,004
United Technologies Corp.		442,876		50,399,289
				203,721,842
Automobiles—0.7%
Tesla Motors, Inc. (a) (b)		156,935		23,599,885
Beverages—0.8%
Diageo plc		815,026		26,921,314
Biotechnology—8.3%
Alexion Pharmaceuticals, Inc. (a)		425,248		56,583,499
Biogen Idec, Inc. (a)		282,099		78,917,195
Celgene Corp. (a)		195,968		33,110,753
Gilead Sciences, Inc. (a)		773,390		58,120,259
Vertex Pharmaceuticals, Inc. (a)		640,361		47,578,822
				274,310,528
Capital Markets—3.2%
Goldman Sachs Group, Inc. (The)		336,537		59,654,549
Morgan Stanley		1,456,539		45,677,063
				105,331,612
Chemicals—2.4%
Monsanto Co.		685,936		79,945,841
Computers & Peripherals—4.7%
Apple, Inc.		279,151		156,634,418
Energy Equipment & Services—1.8%
FMC Technologies, Inc. (a)		317,482		16,575,735
Schlumberger, Ltd.		471,895		42,522,459
				59,098,194
Food & Staples Retailing—3.5%
Costco Wholesale Corp.		522,462		62,178,203
Sprouts Farmers Market, Inc. (a) (b)		188,942		7,261,041
Whole Foods Market, Inc.		833,459		48,198,934
				117,638,178
Food Products—1.5%
Mondelez International, Inc. - Class A		1,453,100		51,294,430
Health Care Equipment & Supplies—1.3%
Abbott Laboratories		1,130,342		43,326,009
Health Care Providers & Services—1.0%
Express Scripts Holding Co. (a)		476,902		33,497,596
Hotels, Restaurants & Leisure—3.4%
Chipotle Mexican Grill, Inc. (a)		64,502		34,365,376
Dunkin’ Brands Group, Inc. (b)		817,401		39,398,728
Hotels, Restaurants & Leisure—(Continued)
Starbucks Corp.		487,270	$	38,197,095
				111,961,199
Internet & Catalog Retail—8.1%
Amazon.com, Inc. (a)		307,700		122,707,683
Netflix, Inc. (a) (b)		101,317		37,301,880
priceline.com, Inc. (a)		78,896		91,708,710
TripAdvisor, Inc. (a)		196,320		16,261,186
				267,979,459
Internet Software & Services—9.6%
eBay, Inc. (a)		526,471		28,897,993
Facebook, Inc. - Class A (a)		1,212,215		66,259,672
Google, Inc. - Class A (a)		127,604		143,007,079
LinkedIn Corp. - Class A (a)		275,074		59,644,295
Twitter, Inc. (a) (b)		264,030		16,805,509
Youku Tudou, Inc. (ADR) (a)		121,995		3,696,449
				318,310,997
IT Services—6.6%
MasterCard, Inc. - Class A		165,725		138,456,608
Visa, Inc. - Class A		357,195		79,540,183
				217,996,791
Life Sciences Tools & Services—0.0%
Illumina, Inc. (a) (b)		8,900		984,518
Media—3.7%
Discovery Communications, Inc. - Class A (a)		536,970		48,552,827
Twenty-First Century Fox, Inc. - Class A		491,232		17,281,542
Walt Disney Co. (The)		741,283		56,634,021
				122,468,390
Oil, Gas & Consumable Fuels—2.2%
Concho Resources, Inc. (a)		319,609		34,517,772
EOG Resources, Inc.		237,965		39,940,046
				74,457,818
Personal Products—1.5%
Estee Lauder Cos., Inc. (The) - Class A		645,822		48,643,313
Pharmaceuticals—6.8%
Allergan, Inc.		551,832		61,297,498
Bristol-Myers Squibb Co.		1,176,884		62,551,385
Merck & Co., Inc.		303,192		15,174,760
Novo Nordisk A/S (ADR)		292,247		53,995,556
Perrigo Co. plc		224,064		34,384,861
				227,404,060
Real Estate Investment Trusts—1.0%
American Tower Corp.		404,486		32,286,072
Road & Rail—2.9%
Canadian Pacific Railway, Ltd.		263,162		39,821,674

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

Jennison Growth Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Road & Rail—(Continued)
Kansas City Southern		131,768	$	16,316,831
Union Pacific Corp.		240,654		40,429,872
				96,568,377
Semiconductors & Semiconductor Equipment—0.9%
ARM Holdings plc (ADR) (b)		577,512		31,613,007
Software—7.8%
Adobe Systems, Inc. (a)		558,137		33,421,243
FireEye, Inc. (a) (b)		161,733		7,053,176
Red Hat, Inc. (a)		831,915		46,620,517
Salesforce.com, Inc. (a)		1,017,069		56,132,038
Splunk, Inc. (a)		529,440		36,356,645
Tableau Software, Inc. - Class A (a)		97,412		6,714,609
VMware, Inc. - Class A (a) (b)		488,927		43,861,641
Workday, Inc. - Class A (a) (b)		331,485		27,566,293
				257,726,162
Specialty Retail—4.4%
Inditex S.A.		406,989		67,344,469
TJX Cos., Inc.		1,226,596		78,170,963
				145,515,432
Textiles, Apparel & Luxury Goods—5.7%
Michael Kors Holdings, Ltd. (a)		361,217		29,327,208
NIKE, Inc. - Class B		864,825		68,009,838
Ralph Lauren Corp.		171,580		30,295,881
Swatch Group AG (The)		49,702		32,979,177
Under Armour, Inc. - Class A (a) (b)		347,657		30,350,456
				190,962,560
Total Common Stocks (Cost $2,224,850,885)				3,320,198,002
Short-Term Investment—4.1%
Security Description	Shares		Value
Mutual Fund—4.1%
State Street Navigator Securities Lending MET Portfolio (c)		135,384,739	$	135,384,739
Total Short-Term Investment (Cost $135,384,739)				135,384,739
Total Investments—104.0% (Cost $2,360,235,624) (d)				3,455,582,741
Other assets and liabilities (net)—(4.0)%				(134,399,302	)
Net Assets—100.0%			$	3,321,183,439

(a) Non-income producing security.

(b) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $133,373,186 and the collateral received consisted of cash in the amount of $135,384,739. The cash collateral is invested in a money market fund managed by an affiliate of the custodian.

(c) Represents investment of cash collateral received from securities lending transactions.

(d) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $2,361,389,419. The aggregate unrealized appreciation and depreciation of investments were $1,097,709,780 and $(3,516,458), respectively, resulting in net unrealized appreciation of $1,094,193,322 for federal income tax purposes.

(ADR)— An American Depositary Receipt is a certificate issued by a custodian bank representing the right to receive securities of the foreign issuer described. Trading on exchanges not located in the United States or Canada significantly influences the value of ADRs.

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

Jennison Growth Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2			Level 3		Total
Common Stocks
Aerospace & Defense	$	182,682,838	$	21,039,004		$	—	$	203,721,842
Automobiles		23,599,885		—			—		23,599,885
Beverages		—		26,921,314			—		26,921,314
Biotechnology		274,310,528		—			—		274,310,528
Capital Markets		105,331,612		—			—		105,331,612
Chemicals		79,945,841		—			—		79,945,841
Computers & Peripherals		156,634,418		—			—		156,634,418
Energy Equipment & Services		59,098,194		—			—		59,098,194
Food & Staples Retailing		117,638,178		—			—		117,638,178
Food Products		51,294,430		—			—		51,294,430
Health Care Equipment & Supplies		43,326,009		—			—		43,326,009
Health Care Providers & Services		33,497,596		—			—		33,497,596
Hotels, Restaurants & Leisure		111,961,199		—			—		111,961,199
Internet & Catalog Retail		267,979,459		—			—		267,979,459
Internet Software & Services		318,310,997		—			—		318,310,997
IT Services		217,996,791		—			—		217,996,791
Life Sciences Tools & Services		984,518		—			—		984,518
Media		122,468,390		—			—		122,468,390
Oil, Gas & Consumable Fuels		74,457,818		—			—		74,457,818
Personal Products		48,643,313		—			—		48,643,313
Pharmaceuticals		227,404,060		—			—		227,404,060
Real Estate Investment Trusts		32,286,072		—			—		32,286,072
Road & Rail		96,568,377		—			—		96,568,377
Semiconductors & Semiconductor Equipment		31,613,007		—			—		31,613,007
Software		257,726,162		—			—		257,726,162
Specialty Retail		78,170,963		67,344,469			—		145,515,432
Textiles, Apparel & Luxury Goods		157,983,383		32,979,177			—		190,962,560
Total Common Stocks		3,171,914,038		148,283,964			—		3,320,198,002
Total Short-Term Investment*		135,384,739		—			—		135,384,739
Total Investments	$	3,307,298,777	$	148,283,964		$	—	$	3,455,582,741
Collateral for Securities Loaned (Liability)	$	—	$	(135,384,739	)	$	—	$	(135,384,739	)

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

Jennison Growth Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	3,455,582,741
Cash		347,279
Receivable for:
Investments sold		6,072,875
Fund shares sold		395,197
Dividends		2,209,192
Prepaid expenses		7,866
Total Assets		3,464,615,150
Liabilities
Collateral for securities loaned		135,384,739
Payables for:
Investments purchased		4,405,541
Fund shares redeemed		1,708,644
Accrued expenses:
Management fees		1,426,443
Distribution and service fees		205,385
Deferred trustees’ fees		120,565
Other expenses		180,394
Total Liabilities		143,431,711
Net Assets	$	3,321,183,439
Net assets consist of:
Paid in surplus	$	2,049,335,359
Undistributed net investment income		5,944,003
Accumulated net realized gain		170,552,836
Unrealized appreciation on investments and foreign currency transactions		1,095,351,241
Net Assets	$	3,321,183,439
Net Assets
Class A	$	2,332,001,576
Class B		976,688,049
Class E		12,493,814
Capital Shares Outstanding*
Class A		147,375,072
Class B		62,374,656
Class E		793,099
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	15.82
Class B		15.66
Class E		15.75

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $2,360,235,624.

(b) Includes securities loaned at value of $133,373,186.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	23,957,147
Interest		1,106
Securities lending income		265,954
Total investment income		24,224,207
Expenses
Management fees		17,034,652
Administration fees		48,067
Custodian and accounting fees		272,411
Distribution and service fees—Class B		2,217,636
Distribution and service fees—Class E		17,752
Audit and tax services		38,784
Legal		39,767
Trustees’ fees and expenses		40,083
Shareholder reporting		234,728
Insurance		14,183
Miscellaneous		7,741
Total expenses		19,965,804
Less management fee waiver		(2,138,605	)
Less broker commission recapture		(134,080	)
Net expenses		17,693,119
Net Investment Income		6,531,088
Net Realized and Unrealized Gain
Net realized gain (loss) on:
Investments		242,137,118
Futures contracts		176,024
Foreign currency transactions		(86,407	)
Net realized gain		242,226,735
Net change in unrealized appreciation on:
Investments		661,106,093
Foreign currency transactions		4,127
Net change in unrealized appreciation		661,110,220
Net realized and unrealized gain		903,336,955
Net Increase in Net Assets from Operations	$	909,868,043

(a) Net of foreign withholding taxes of $117,869.

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

Jennison Growth Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	6,531,088		$	10,131,635
Net realized gain		242,226,735			89,531,892
Net change in unrealized appreciation		661,110,220			107,460,828
Increase in net assets from operations		909,868,043			207,124,355
From Distributions to Shareholders
Net investment income
Class A		(8,081,431	)		(2,536,299	)
Class B		(1,843,777	)		(73,928	)
Class E		(34,556	)		(10,456	)
Net realized capital gains
Class A		(19,836,239	)		(178,693,809	)
Class B		(8,889,638	)		(85,941,554	)
Class E		(126,083	)		(1,736,367	)
Total distributions		(38,811,724	)		(268,992,413	)
Increase (decrease) in net assets from capital share transactions		(110,487,570	)		1,186,551,020
Total increase in net assets		760,568,749			1,124,682,962
Net Assets
Beginning of period		2,560,614,690			1,435,931,728
End of period	$	3,321,183,439		$	2,560,614,690
Undistributed Net Investment Income
End of period	$	5,944,003		$	9,633,454

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		24,269,288		$	331,339,004			34,280,327		$	399,435,526
Shares issued through acquisition		0			0			30,745,873			371,717,609
Reinvestments		2,324,536			27,917,670			15,242,229			181,230,108
Redemptions		(28,011,394	)		(369,171,740	)		(13,640,782	)		(172,548,131	)
Net increase (decrease)		(1,417,570	)	$	(9,915,066	)		66,627,647		$	779,835,112
Class B
Sales		3,132,463		$	40,981,221			10,649,213		$	127,251,009
Shares issued through acquisition		5,250,311			64,841,343			27,950,699			335,128,887
Reinvestments		901,968			10,733,415			7,295,630			86,015,482
Redemptions		(16,188,001	)		(214,267,119	)		(12,339,040	)		(144,947,691	)
Net increase (decrease)		(6,903,259	)	$	(97,711,140	)		33,556,502		$	403,447,687
Class E
Sales		44,641		$	609,299			168,836		$	2,047,396
Shares issued through acquisition		0			0			421,431			5,078,240
Reinvestments		13,431			160,639			147,411			1,746,823
Redemptions		(274,458	)		(3,631,302	)		(466,195	)		(5,604,238	)
Net increase (decrease)		(216,386	)	$	(2,861,364	)		271,483		$	3,268,221
Increase (decrease) derived from capital shares transactions				$	(110,487,570	)				$	1,186,551,020

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

Jennison Growth Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	11.73		$	12.14		$	12.11		$	10.91		$	7.81
Income (Loss) from Investment Operations
Net investment income (a)		0.04			0.07			0.03			0.04			0.04
Net realized and unrealized gain on investments		4.25			1.88			0.03			1.23			3.08
Total from investment operations		4.29			1.95			0.06			1.27			3.12
Less Distributions
Distributions from net investment income		(0.06	)		(0.03	)		(0.03	)		(0.07	)		(0.02	)
Distributions from net realized capital gains		(0.14	)		(2.33	)		0.00			0.00			0.00
Total distributions		(0.20	)		(2.36	)		(0.03	)		(0.07	)		(0.02	)
Net Asset Value, End of Period	$	15.82		$	11.73		$	12.14		$	12.11		$	10.91
Total Return (%) (b)		37.00			15.78			0.51			11.63			39.99
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.62			0.64			0.64			0.64			0.66
Net ratio of expenses to average net assets (%) (c)		0.55			0.57			0.57			0.59			0.64
Ratio of net investment income to average net assets (%)		0.31			0.58			0.22			0.35			0.44
Portfolio turnover rate (%)		36			41			47			66			58
Net assets, end of period (in millions)	$	2,332.0		$	1,744.7		$	997.2		$	1,852.8		$	1,621.0

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	11.61		$	12.03		$	12.01		$	10.83		$	7.76
Income (Loss) from Investment Operations
Net investment income (a)		0.01			0.03			0.00	(d)		0.01			0.02
Net realized and unrealized gain on investments		4.21			1.88			0.03			1.21			3.05
Total from investment operations		4.22			1.91			0.03			1.22			3.07
Less Distributions
Distributions from net investment income		(0.03	)		(0.00	)(e)		(0.01	)		(0.04	)		0.00
Distributions from net realized capital gains		(0.14	)		(2.33	)		0.00			0.00			0.00
Total distributions		(0.17	)		(2.33	)		(0.01	)		(0.04	)		0.00
Net Asset Value, End of Period	$	15.66		$	11.61		$	12.03		$	12.01		$	10.83
Total Return (%) (b)		36.73			15.56			0.22			11.31			39.56
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.87			0.89			0.89			0.89			0.91
Net ratio of expenses to average net assets (%) (c)		0.80			0.82			0.82			0.84			0.89
Ratio of net investment income to average net assets (%)		0.06			0.30			0.02			0.10			0.20
Portfolio turnover rate (%)		36			41			47			66			58
Net assets, end of period (in millions)	$	976.7		$	804.2		$	429.9		$	425.0		$	351.5

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

Jennison Growth Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	11.67		$	12.09		$	12.07		$	10.88		$	7.78
Income (Loss) from Investment Operations
Net investment income (a)		0.02			0.04			0.01			0.02			0.03
Net realized and unrealized gain on investments		4.24			1.88			0.03			1.22			3.07
Total from investment operations		4.26			1.92			0.04			1.24			3.10
Less Distributions
Distributions from net investment income		(0.04	)		(0.01	)		(0.02	)		(0.05	)		(0.00	)(e)
Distributions from net realized capital gains		(0.14	)		(2.33	)		0.00			0.00			0.00
Total distributions		(0.18	)		(2.34	)		(0.02	)		(0.05	)		(0.00	)
Net Asset Value, End of Period	$	15.75		$	11.67		$	12.09		$	12.07		$	10.88
Total Return (%) (b)		36.90			15.58			0.31			11.44			39.88
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.77			0.79			0.79			0.79			0.81
Net ratio of expenses to average net assets (%) (c)		0.70			0.72			0.72			0.74			0.79
Ratio of net investment income to average net assets (%)		0.16			0.38			0.12			0.21			0.30
Portfolio turnover rate (%)		36			41			47			66			58
Net assets, end of period (in millions)	$	12.5		$	11.8		$	8.9		$	10.2		$	9.5

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

(d) Net investment income (loss) was less than $0.01.

(e) Distributions from net investment income were less than $0.01.

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

Jennison Growth Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is Jennison Growth Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers three classes of shares: Class A, B, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-12

Metropolitan Series Fund

Jennison Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-13

Metropolitan Series Fund

Jennison Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to foreign currency transactions, broker commission recapture reclasses, and merger related adjustments. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

Directed Brokerage Agreement - The Trust has entered into a directed brokerage arrangement with State Street Global Markets (“SSGM”). Under this arrangement, the Portfolio directs certain trades to SSGM in return for a recapture credit. SSGM issues a cash rebate to the Portfolio. Amounts paid to the Portfolio are shown separately as broker commission recapture on the Statement of Operations of the Portfolio. Additionally, these amounts have been excluded from the calculation of the net ratio of expenses to average net assets presented in the Financial Highlights for each share class.

MSF-14

Metropolitan Series Fund

Jennison Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

3. Investments in Derivative Instruments

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

During the year ended December 31, 2013, the Portfolio entered into equity index futures contracts which were subject to equity price risk. During the period October 31, 2013 through November 1, 2013, the Portfolio had bought and sold $112,495,141 in equity index futures contracts. At December 31, 2013, the Portfolio did not have any open futures contracts. For the year ended December 31, 2013, the Portfolio had realized gains in the amount of $176,024 which are shown under Net realized gain on futures contracts in the Statement of Operations.

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Collateral requirements may differ by type of derivative or investment, as applicable. Collateral or margin requirements are set by the broker or exchange clearing house for exchange traded derivatives (e.g., futures contracts and exchange traded options) while collateral terms are contract specific for over-the-counter traded derivatives (e.g., forward foreign currency exchange contracts, swap agreements and over-the-counter options).

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

Customer Account Agreements and related addendums govern cleared derivatives transactions such as futures, options on futures, and cleared OTC derivatives. Cleared derivative transactions require posting of initial margin as determined by each relevant clearing agency which is segregated at a broker account registered with the Commodities Futures Trading Commission (CFTC), or the

MSF-15

Metropolitan Series Fund

Jennison Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

applicable regulator. In the U.S., counterparty risk is significantly reduced as creditors of the futures broker do not have claim to Portfolio assets in the segregated account. Additionally, portability of exposure in the event of default further reduces risk to the Portfolio. Variation margin, or changes in market value, are exchanged daily, but may not be netted between futures and cleared OTC derivatives.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	1,009,084,502	$	0	$	1,176,429,797

With respect to the Portfolio’s merger with Jennison Large Cap Equity Portfolio (see Note 9) on April 26, 2013, the Portfolio acquired long-term securities with a cost of $56,250,966 that are not included in the above non-U.S. Government purchases value.

During the year ended December 31, 2013, the Portfolio engaged in security transactions with other affiliated portfolios. These amounted to $46,176,518 in purchases of investments, which are included above.

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the following annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$17,034,652		0.700	%	Of the first $200 million
		0.650	%	Of the next $300 million
		0.600	%	Of the next $1.5 billion
		0.550	%	On amounts in excess of $2 billion

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. Jennison Associates LLC (the “Subadviser”) is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average Daily Net Assets
0.050%	Of the first $200 million
0.050%	Over $300 million and less than $1 billion
0.100%	On the next $1 billion
0.080%	On amounts in excess of $2 billion

An identical expense agreement was in place for the period April 30, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 amounted to $2,131,412 and are included in the total amounts shown as management fee waivers in the Statement of Operations.

In addition to the above expense agreement, the Subadviser had agreed for the period November 2, 2012 through April 28, 2013, to waive a portion of their subadvisory fees by calculating the fees for assets under management by the Subadviser for the Portfolio and the Met Investors Series Trust Jennison Large Cap Equity Portfolio in the aggregate, and then apportioning the resulting subadvisory fee among the two Portfolios based on average daily net assets. The Adviser has voluntarily agreed to reduce its management fee for the Portfolio by the amount waived (if any) by the Subadviser for the Portfolio pursuant to this voluntary subadvisory fee waiver. Amounts voluntarily waived by MetLife Advisers for the year ended December 31, 2013 amounted to $7,193 and are included in the total amounts shown as management fee waivers in the Statement of Operations.

MSF-16

Metropolitan Series Fund

Jennison Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B and E Shares. Under the Distribution and Service Plan, the Class B and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

8. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$9,959,764	$	2,620,683	$	28,851,960	$	266,371,730	$	38,811,724	$	268,992,413

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Total
$6,053,013	$	171,706,632	$	1,094,209,001	$	—	$	1,271,968,646

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013 the Portfolio had no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

On April 27, 2012, the Portfolio acquired the assets and liabilities of Oppenheimer Capital Appreciation Portfolio in a tax free reorganization. The Portfolio acquired $130,875,591 in capital loss carryforwards from the Oppenheimer Capital Appreciation Portfolio.

MSF-17

Metropolitan Series Fund

Jennison Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

The utilization of the capital loss carryforward acquired as part of the merger may be limited under section 381 of the Internal Revenue Code. The Portfolio utilized $60,903,503 and $69,972,088 in capital loss carryforwards as of December 31, 2012 and December 31, 2013, respectively.

9. Acquisition

At the close of business on April 26, 2013, the Portfolio, with aggregate Class A, Class B and Class E net assets of $1,857,306,830, $819,988,734 and $11,676,860, respectively, acquired all of the assets and liabilities of Jennison Large Cap Equity Portfolio of the Met Investors Series Trust (“Jennison Large Cap Equity”).

The acquisition was accomplished by a tax-free exchange of 5,250,311 Class B shares of the Portfolio (valued at $64,841,343) for 467,420,337 Class B shares of Jennison Large Cap Equity. Each shareholder of Jennison Large Cap Equity received Class B shares of the Portfolio at the Portfolio’s Class B NAV, as determined at the close of business on April 26, 2013. The transaction was part of a restructuring designed to eliminate the offering of overlapping Portfolios in the MetLife, Inc. families of funds with similar investment objectives and similar investment strategies that serve as funding vehicles for insurance contracts that are offered by affiliates of MetLife. Some of the investments held by Jennison Large Cap Equity may have been purchased or sold prior to the acquisition for the purpose of complying with the anticipated investment policies or limitations of the Portfolio after the acquisition. If such purchases or sales occurred, the transaction costs were borne by Jennison Large Cap Equity. All other costs associated with the merger were not borne by the shareholders of either portfolio.

Jennison Large Cap Equity’s net assets on April 26, 2013, were $64,841,343 for Class B shares, including investments valued at $64,401,707 with a cost basis of $57,348,966. For financial reporting purposes, assets received, liabilities assumed and shares issued by the Portfolio were recorded at fair value; however, the cost basis of the investments received by the Portfolio from Jennison Large Cap Equity were carried forward to align ongoing reporting of the Portfolio’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes.

The aggregate net assets of the Portfolio immediately after the acquisition were $2,753,813,767, which included $7,052,741 of acquired unrealized appreciation.

Assuming the acquisition had been completed on January 1, 2013, the Portfolio’s pro-forma results of operations for the year ended December 31, 2013 are as follows:

Net Investment income	$	6,562,470	(a)
Net realized and unrealized gain on investments and foreign currency transactions	$	908,460,659	(b)
Net increase in net assets from operations	$	915,023,129

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of Jennison Large Cap Equity that have been included in the Portfolio’s Statement of Operations since April 26, 2013.

(a) $6,531,088 net investment income as reported minus $30,183 from Jennison Large Cap Equity pre-merger net investment income, plus $24,296 in lower advisory fees, plus $37,269 of pro-forma eliminated other expenses.

(b) $1,095,351,241 unrealized appreciation as reported minus $430,673,341 pro-forma December 31, 2012 unrealized appreciation, plus $242,226,735 net realized gain as reported, plus $1,556,024 in net realized gain from Jennison Large Cap Equity pre-merger.

At the close of business on April 27, 2012, the Portfolio, with aggregate Class A, Class B, and Class E net assets of $1,149,299,079, $534,466,997, and $10,788,869 respectively, acquired all of the assets and liabilities of Oppenheimer Capital Appreciation Portfolio of the Met Investors Series Trust (“Oppenheimer Capital Appreciation”). The acquisition was accomplished by a tax-free exchange of 30,745,873 Class A shares of the Portfolio (valued at $371,717,609) for 54,557,702 Class A shares of Oppenheimer Capital Appreciation; 27,950,699 Class B shares of the Portfolio (valued at $335,128,887) for 49,738,988 Class B shares of Oppenheimer Capital Appreciation; and 421,431 Class E shares of the Portfolio (valued at $5,078,240) for 747,503 Class E shares of Oppenheimer Capital Appreciation. The transaction was part of a restructuring designed to eliminate the offering of overlapping Portfolios in the MetLife, Inc. families of funds with similar investment objectives and similar investment strategies that serve as funding vehicles for insurance contracts that are offered by affiliates of MetLife. The reorganization was proposed because Oppenheimer Capital Appreciation had experienced a significant decline in assets, which, if it continued, would affect the Portfolio’s ability to maintain certain operational efficiencies.

Oppenheimer Capital Appreciation’s net assets on April 27, 2012, were $371,717,609, $335,128,887, and $5,078,240 for Class A, Class B, and Class E shares respectively, including investments valued at $711,572,341 with a cost basis of $616,828,807. For financial reporting purposes, assets received, liabilities assumed, and shares issued by the Portfolio were recorded at fair value; however, the cost basis of the Portfolio’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes. The Portfolio acquired $130,875,591 in capital loss carry forwards from Oppenheimer Capital Appreciation.

MSF-18

Metropolitan Series Fund

Jennison Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

The aggregate net assets of the Portfolio immediately after the acquisition were $2,406,479,681, which included $94,776,584 of acquired unrealized appreciation on investments and foreign currency transactions.

Assuming the acquisition had been completed on January 1, 2012, the Portfolio’s pro-forma results of operations for the period ended December 31, 2012 are as follows:

(Unaudited)
Net Investment income	$	11,560,035	(a)
Net realized and unrealized gain on investments	$	279,779,226	(b)
Net increase in net assets from operations	$	291,339,261

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of Oppenheimer Capital Appreciation that have been included in the Portfolio’s Statement of Operations since April 27, 2012.

(a) $10,131,635 net investment income as reported plus $1,422,593 from Oppenheimer Capital Appreciation pre-merger net investment income, minus $13,146 in higher net advisory fees, plus $18,953 of pro-forma eliminated other expenses.

(b) $427,188,280 unrealized appreciation as reported minus $323,897,070 pro-forma December 31, 2011 unrealized appreciation, plus $89,531,892 net realized gain as reported, plus $86,956,124 in net realized gain from Oppenheimer Capital Appreciation pre-merger.

MSF-19

Metropolitan Series Fund

Jennison Growth Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of Jennison Growth Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Jennison Growth Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Jennison Growth Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 26, 2014

MSF-20

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.

MSF-21

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-22

Metropolitan Series Fund

Jennison Growth Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the Jennison Growth Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-23

Metropolitan Series Fund

Jennison Growth Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the Jennison Growth Portfolio’s performance, the Board considered that the Portfolio underperformed the median of its Performance Universe and its Lipper Index for the one- and three-year periods ended June 30, 2013, and outperformed the median of its Performance Universe and its Lipper Index for the five-year period ended June 30, 2013. The Board further considered that the Portfolio outperformed its benchmark, the Russell 1000 Growth Index, for the one-year period ended October 31, 2013 and underperformed its benchmark for the three- and five-year periods ended October 31, 2013. The Board took into account management’s discussion of the Portfolio’s performance, including the impact of recent market conditions on the Sub-Adviser’s investment style.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper.

MSF-24

Metropolitan Series Fund

Jennison Growth Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the Jennison Growth Portfolio, the Board considered that the Portfolio’s actual management fees and total expenses (exclusive of 12b-l fees) were below the Expense Group median, the Expense Universe median and the Sub-advised Expense Universe median. The Board further noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board took into account that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group and the Sub-advised Expense Universe at the Portfolio’s current size. The Board also noted that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the Jennison Growth Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee schedule each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-25

Metropolitan Series Fund

Jennison Growth Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-26

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Managed by Loomis, Sayles & Company, L.P.

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, and E shares of the Loomis Sayles Small Cap Core Portfolio returned 41.04%, 40.68%, and 40.83%, respectively. The Portfolio’s benchmark, the Russell 2000 Index¹, returned 38.82%.

MARKET ENVIRONMENT / CONDITIONS

Capping out one of the best years on record, stocks closed 2013 with strong, broadly distributed gains that cut across investment styles, market cap ranges and a majority of economic sectors. Market returns were driven by higher valuations and the continued flow of funds out of fixed income investments and into stocks. Investor sentiment and optimism toward equities was supported by the assumption the U.S. economy was transitioning from an extended recovery stage following the financial crisis, to an expansionary stage. Monetary conditions remained accommodative, and investors were satisfied with the data dependent and measured pace the Federal Reserve is maintaining with plans to withdraw monetary stimulus. For the calendar year, small cap stocks outperformed large cap stocks and value stocks dramatically underperformed growth stocks with the Small Cap Russell 2000 Index posting its ninth best return since 1950.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The Portfolio out performed its benchmark, the Russell 2000 Index over the last twelve months due to strong stock selection with overall sector allocation a slight positive. Relative to the benchmark, the Industrials sector had the greatest impact to the Portfolio, followed by the Energy and Financials sectors. Strong stock selection was evident in all three sectors.

MarketAxess Holdings, Inc., WageWorks, Inc. and Financial Engines, Inc. were the largest contributors to the Portfolio’s outperformance. MarketAxess Holdings, a provider of electronic trading platforms for U.S. and international corporate bonds, outperformed due to higher trading volumes associated with rising long-term interest rates. In addition, the company’s strategic alliance with Blackrock, an acquisition in Europe, and opportunities in the high yield, emerging markets, and credit default swap businesses all improved the outlook and supported a higher valuation. WageWorks is a leading on-demand provider of tax-advantaged programs for consumer-directed health, commuter and other employee spending account benefits in the U.S. WageWorks continued to execute strategic acquisitions that further augmented growth. The stock has also been helped as the Affordable Care Act has increased the role of consumer- and employee-driven benefits. Long-time holding Financial Engines, Inc., a provider of investment advice to 401(k) plan participants, rose over 150% in 2013. The company reported a strong third quarter with robust adoption rates and a positive outlook for the remainder of the year, which pushed its share price higher.

DFC Global Group, Titan Machinery, Inc., and American Campus Communities all detracted from the Portfolio’s performance. DFC Global offers financial services such as consumer loans, secured pawn loans and check cashing services, as well as, buying gold. DFC Global underperformed as they lowered guidance due to United Kingdom regulatory actions in the payday industry, which remain unresolved. In addition, the lower price of gold has an impact on the pawn business. While the Portfolio continues to own the shares, the position has been reduced. Titan Machinery is a full-service specialty retailer of new and used agricultural and construction equipment and related products and services. The shares were eliminated as the agriculture environment remained challenging due to dry conditions and high temperatures in the farm land, while the construction segment was impacted by a weak economic recovery. American Campus Communities owns and operates on- and off-campus housing within close proximity to colleges and universities. The stock declined on concerns over rising interest rates and slowing rent growth due to aggressive leasing by under-occupied competitors. The Portfolio reduced the position during 2013.

Some additions to the Portfolio during the period included Insperity, Inc., Masonite International Corp., and Retail Opportunity Investments Corp. Insperity, Inc. is a Professional Employer Organization (PEO), providing human resources services such as payroll, employment administration, employee benefits, workers compensation, government compliance, performance management, and training & development services to small- and medium-sized businesses. With small- and medium-sized businesses facing significant changes in regulation and increases in health care costs, the value proposition of a PEO is set to increase in 2014. Masonite International Corp. is a leading manufacturer of interior doors for residential new construction, repair, renovation and remodeling markets. The company emerged from bankruptcy in 2009, and has since pursued a strategy of consolidating a previously fragmented market. With a stronger market share and a rationalized cost base, operating leverage should be favorably driven by improved volumes and better pricing. Retail Opportunity Investments Corp. is a real estate investment trust (REIT) that manages a Portfolio of 51 assets–all shopping or grocery store anchored–on the West Coast, primarily in California. The strategy is to acquire properties, including off-market properties selling at attractive prices, in addition to well located but undermanaged properties that require redevelopment or re-tenanting or other management.

The Portfolio also eliminated some securities on diminished fundamental prospects. Positions in some holdings were reduced on price appreciation following acquisition announcements or on price strength. While we do not make major adjustments to the Portfolio based on near-term macroeconomic expectations, they are part of the mosaic of inputs and we can adjust position sizes to reflect our fundamental level of conviction and the risk/reward outlook.

MSF-1

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Managed by Loomis, Sayles & Company, L.P.

Portfolio Manager Commentary*—(Continued)

As a result of the individual stock decisions we made, the weight in the Financials sector increased about 2.3% while the Information Technology sector declined about 1.5% and the Materials sector declined by about 1.1%. All other sectors weightings remained relatively unchanged.

Our equity management philosophy is built around what we view as our greatest strength: selecting attractive companies through rigorous, fundamental, bottom-up analysis. Our philosophy is rooted in the belief that strong fundamental research conducted by a team of dedicated investment professionals is key to positive stock selection. The style emphasizes security selection as opposed to sector rotation or market timing and seeks to invest in small sized companies, which we believe are attractively valued and have prospects for sustainable growth and profitability.

Mark Burns

John Slavik

Joe Gatz

Jeff Schwartz

Portfolio Managers

Loomis, Sayles & Company, L.P.

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

A $10,000 INVESTMENT COMPARED TO THE RUSSELL 2000 INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year
Loomis Sayles Small Cap Core Portfolio
Class A		41.04		21.97		10.89
Class B		40.68		21.67		10.63
Class E		40.83		21.79		10.73
Russell 2000 Index		38.82		20.08		9.07

¹ The Russell 2000 Index is an unmanaged measure of performance of the 2,000 smallest companies in the Russell 3000^® Index.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
RBC Bearings, Inc.		1.0
Helix Energy Solutions Group, Inc.		0.9
MarketAxess Holdings, Inc.		0.9
Genesee & Wyoming, Inc. - Class A		0.8
Jarden Corp.		0.7
Cathay General Bancorp		0.7
Euronet Worldwide, Inc.		0.7
Dealertrack Technologies, Inc.		0.7
Semtech Corp.		0.7
Littelfuse, Inc.		0.7

Top Sectors

	% of Market Value of Total Long-Term Investments
Industrials		21.6
Financials		20.8
Information Technology		18.0
Consumer Discretionary		16.7
Health Care		9.9
Energy		4.9
Materials		3.8
Utilities		2.1
Consumer Staples		1.9
Telecommunication Services		0.3

MSF-3

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

Loomis Sayles Small Cap Core Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.87	%	$	1,000.00	$	1,195.70	$	4.81
	Hypothetical*		0.87	%	$	1,000.00	$	1,020.82	$	4.43
Class B(a)	Actual		1.12	%	$	1,000.00	$	1,194.20	$	6.19
	Hypothetical*		1.12	%	$	1,000.00	$	1,019.56	$	5.70
Class E(a)	Actual		1.02	%	$	1,000.00	$	1,194.80	$	5.64
	Hypothetical*		1.02	%	$	1,000.00	$	1,020.06	$	5.19

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 5 of the Notes to Financial Statements.

MSF-4

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—98.9% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—0.5%
Hexcel Corp. (a)		56,890	$	2,542,414
Air Freight & Logistics—0.4%
XPO Logistics, Inc. (a) (b)		86,188		2,265,883
Airlines—0.5%
Spirit Airlines, Inc. (a)		55,272		2,509,902
Auto Components—1.7%
Dana Holding Corp.		94,923		1,862,389
Dorman Products, Inc. (a) (b)		40,935		2,295,226
Drew Industries, Inc.		34,185		1,750,272
Remy International, Inc.		48,785		1,137,666
Tenneco, Inc. (a)		29,634		1,676,395
				8,721,948
Biotechnology—1.9%
Alkermes plc (a)		49,983		2,032,309
Cubist Pharmaceuticals, Inc. (a) (b)		22,256		1,532,771
Emergent Biosolutions, Inc. (a)		74,982		1,723,836
Exact Sciences Corp. (a) (b)		115,572		1,351,037
InterMune, Inc. (a) (b)		90,483		1,332,814
NPS Pharmaceuticals, Inc. (a)		56,413		1,712,699
				9,685,466
Building Products—1.1%
Apogee Enterprises, Inc.		49,580		1,780,418
Armstrong World Industries, Inc. (a)		36,335		2,093,259
Masonite International Corp. (a) (b)		27,473		1,648,380
				5,522,057
Capital Markets—2.7%
Ares Capital Corp.		113,498		2,016,860
Artisan Partners Asset Management, Inc. - Class A		36,878		2,404,077
Fifth Street Finance Corp.		161,981		1,498,324
Financial Engines, Inc.		30,217		2,099,477
Hercules Technology Growth Capital, Inc. (b)		86,461		1,417,960
Safeguard Scientifics, Inc. (a) (b)		76,218		1,531,220
Stifel Financial Corp. (a)		57,595		2,759,952
				13,727,870
Chemicals—2.0%
Cabot Corp.		57,263		2,943,318
Flotek Industries, Inc. (a) (b)		79,800		1,601,586
Minerals Technologies, Inc.		16,874		1,013,621
Olin Corp. (b)		27,839		803,155
Tronox, Ltd. - Class A		79,193		1,826,983
WR Grace & Co. (a)		13,728		1,357,288
Zep, Inc.		31,302		568,444
				10,114,395
Commercial Banks—8.7%
BancorpSouth, Inc. (b)		127,001		3,228,365
Bank of the Ozarks, Inc. (b)		39,909		2,258,450
Boston Private Financial Holdings, Inc.		120,809		1,524,610
Commercial Banks—(Continued)
Cathay General Bancorp		135,566	$	3,623,679
City National Corp.		36,994		2,930,665
CVB Financial Corp. (b)		114,593		1,956,103
First Financial Bancorp		114,736		1,999,849
First Financial Bankshares, Inc. (b)		28,306		1,877,254
Iberiabank Corp.		38,629		2,427,833
PacWest Bancorp (b)		74,074		3,127,404
Pinnacle Financial Partners, Inc.		60,554		1,969,822
Popular, Inc. (a)		55,215		1,586,327
PrivateBancorp, Inc.		52,236		1,511,187
Prosperity Bancshares, Inc. (b)		44,806		2,840,252
Signature Bank (a)		29,853		3,206,809
SVB Financial Group (a)		19,752		2,071,195
Texas Capital Bancshares, Inc. (a)		39,235		2,440,417
Tristate Capital Holdings, Inc. (a) (b)		101,863		1,208,095
Wintrust Financial Corp. (b)		64,603		2,979,490
				44,767,806
Commercial Services & Supplies—3.4%
ACCO Brands Corp. (a) (b)		163,879		1,101,267
Interface, Inc.		96,531		2,119,821
KAR Auction Services, Inc.		99,809		2,949,356
Knoll, Inc.		101,308		1,854,949
McGrath RentCorp		35,716		1,421,497
Performant Financial Corp. (a)		58,519		602,746
Rollins, Inc.		69,966		2,119,270
Viad Corp.		52,318		1,453,394
Waste Connections, Inc. (b)		44,866		1,957,504
West Corp. (b)		67,685		1,740,181
				17,319,985
Communications Equipment—0.6%
Ciena Corp. (a) (b)		80,289		1,921,316
Harmonic, Inc. (a)		78,908		582,341
NETGEAR, Inc. (a) (b)		24,685		813,124
				3,316,781
Computers & Peripherals—0.3%
QLogic Corp. (a)		128,975		1,525,774
Construction & Engineering—1.1%
MasTec, Inc. (a) (b)		52,286		1,710,798
MYR Group, Inc. (a)		62,597		1,569,933
Primoris Services Corp.		81,283		2,530,340
				5,811,071
Consumer Finance—0.9%
Credit Acceptance Corp. (a)		10,851		1,410,522
DFC Global Corp. (a)		70,861		811,358
Encore Capital Group, Inc. (a) (b)		43,354		2,178,972
				4,400,852
Distributors—0.7%
Core-Mark Holding Co., Inc.		21,478		1,630,825

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Distributors—(Continued)
Pool Corp.		36,325	$	2,111,935
				3,742,760
Diversified Consumer Services—1.4%
Bright Horizons Family Solutions, Inc. (a)		49,681		1,825,280
Grand Canyon Education, Inc. (a)		75,160		3,276,976
LifeLock, Inc. (a) (b)		142,607		2,340,181
				7,442,437
Diversified Financial Services—0.9%
MarketAxess Holdings, Inc.		68,718		4,595,173
Diversified Telecommunication Services—0.3%
8x8, Inc. (a)		152,852		1,552,976
Electric Utilities—1.5%
ALLETE, Inc.		66,280		3,306,046
ITC Holdings Corp. (b)		14,935		1,431,072
UIL Holdings Corp. (b)		78,533		3,043,154
				7,780,272
Electrical Equipment—2.0%
AZZ, Inc.		59,955		2,929,401
EnerSys, Inc. (b)		35,811		2,509,993
General Cable Corp. (b)		39,621		1,165,254
Global Power Equipment Group, Inc.		35,735		699,334
Polypore International, Inc. (a) (b)		40,784		1,586,497
Thermon Group Holdings, Inc. (a)		61,200		1,672,596
				10,563,075
Electronic Equipment, Instruments & Components—4.2%
Belden, Inc.		38,619		2,720,709
Checkpoint Systems, Inc. (a)		81,022		1,277,717
Cognex Corp.		25,048		956,333
FEI Co.		24,140		2,157,150
IPG Photonics Corp. (a) (b)		25,818		2,003,735
Littelfuse, Inc.		36,799		3,419,731
Measurement Specialties, Inc. (a)		39,337		2,387,362
Methode Electronics, Inc.		55,977		1,913,854
Rogers Corp. (a)		41,534		2,554,341
Vishay Intertechnology, Inc. (a) (b)		172,997		2,293,940
				21,684,872
Energy Equipment & Services—2.7%
Bristow Group, Inc.		35,264		2,646,916
Dril-Quip, Inc. (a)		18,350		2,017,215
Forum Energy Technologies, Inc. (a)		66,930		1,891,442
Helix Energy Solutions Group, Inc. (a)		206,384		4,783,981
Parker Drilling Co. (a)		345,529		2,809,151
				14,148,705
Food & Staples Retailing—1.0%
Casey’s General Stores, Inc.		22,528		1,582,592
Spartan Stores, Inc.		74,863		1,817,674
Food & Staples Retailing—(Continued)
Susser Holdings Corp. (a) (b)		30,903		2,023,837
				5,424,103
Food Products—0.8%
Darling International, Inc. (a)		76,427		1,595,796
Ingredion, Inc.		18,098		1,238,989
J&J Snack Foods Corp. (b)		12,914		1,144,051
				3,978,836
Health Care Equipment & Supplies—3.4%
Analogic Corp.		15,815		1,400,576
Cardiovascular Systems, Inc. (a)		31,864		1,092,617
Endologix, Inc. (a)		100,313		1,749,459
Globus Medical, Inc. - Class A (a)		76,982		1,553,497
Insulet Corp. (a)		53,020		1,967,042
Novadaq Technologies, Inc. (a)		114,042		1,880,553
Quidel Corp. (a)		60,087		1,856,087
Spectranetics Corp. (a)		95,843		2,396,075
SurModics, Inc. (a)		34,711		846,601
Teleflex, Inc. (b)		26,766		2,512,257
				17,254,764
Health Care Providers & Services—2.6%
Acadia Healthcare Co., Inc. (a) (b)		49,638		2,349,367
Bio-Reference Labs, Inc. (a) (b)		58,145		1,485,023
Hanger, Inc. (a)		46,020		1,810,427
IPC The Hospitalist Co., Inc. (a)		16,439		976,312
MEDNAX, Inc. (a)		28,434		1,517,807
MWI Veterinary Supply, Inc. (a)		5,814		991,810
Team Health Holdings, Inc. (a)		45,303		2,063,552
WellCare Health Plans, Inc. (a)		29,809		2,099,150
				13,293,448
Health Care Technology—0.7%
MedAssets, Inc. (a)		89,453		1,773,853
Medidata Solutions, Inc. (a)		31,986		1,937,392
				3,711,245
Hotels, Restaurants & Leisure—3.8%
AFC Enterprises, Inc. (a)		46,623		1,794,986
Churchill Downs, Inc.		34,541		3,096,601
Cracker Barrel Old Country Store, Inc.		13,948		1,535,256
Diamond Resorts International, Inc. (a)		115,289		2,128,235
Marriott Vacations Worldwide Corp. (a)		55,619		2,934,459
Noodles & Co. (a)		32,882		1,181,121
Six Flags Entertainment Corp. (b)		64,383		2,370,582
Texas Roadhouse, Inc.		72,245		2,008,411
Vail Resorts, Inc.		31,257		2,351,464
				19,401,115
Household Durables—1.0%
Jarden Corp. (a)		60,700		3,723,945
La-Z-Boy, Inc.		40,040		1,241,240
				4,965,185

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Industrial Conglomerates—0.6%
Raven Industries, Inc. (b)		75,215	$	3,094,345
Insurance—2.3%
Employers Holdings, Inc.		107,047		3,388,038
HCC Insurance Holdings, Inc.		69,909		3,225,601
ProAssurance Corp.		52,352		2,538,025
Reinsurance Group of America, Inc.		32,808		2,539,667
				11,691,331
Internet & Catalog Retail—1.6%
HomeAway, Inc. (a) (b)		75,887		3,102,260
HSN, Inc.		38,029		2,369,207
Liberty Ventures - Series A (a)		20,807		2,550,730
				8,022,197
Internet Software & Services—3.0%
Cornerstone OnDemand, Inc. (a)		39,032		2,081,967
CoStar Group, Inc. (a)		12,218		2,255,198
Dealertrack Technologies, Inc. (a)		72,070		3,465,126
Envestnet, Inc. (a)		44,765		1,804,030
OpenTable, Inc. (a) (b)		24,538		1,947,581
Perficient, Inc. (a)		85,020		1,991,168
Shutterstock, Inc. (a)		21,732		1,817,447
				15,362,517
IT Services—2.8%
Cardtronics, Inc. (a)		29,939		1,300,850
Convergys Corp.		110,010		2,315,711
EPAM Systems, Inc. (a)		61,383		2,144,722
Euronet Worldwide, Inc. (a)		72,751		3,481,135
InterXion Holding NV (a)		78,357		1,850,009
WEX, Inc. (a)		34,282		3,394,946
				14,487,373
Life Sciences Tools & Services—0.3%
Fluidigm Corp. (a)		40,344		1,545,982
Machinery—5.4%
Actuant Corp. - Class A (b)		37,357		1,368,760
Alamo Group, Inc.		19,031		1,154,991
Albany International Corp. - Class A		55,990		2,011,721
Altra Industrial Motion Corp.		88,411		3,025,424
John Bean Technologies Corp.		92,012		2,698,712
Manitowoc Co., Inc. (The)		100,290		2,338,763
Middleby Corp. (The) (a)		8,981		2,155,171
Proto Labs, Inc. (a)		25,624		1,823,916
RBC Bearings, Inc. (a)		74,540		5,273,705
Trimas Corp. (a)		68,765		2,743,036
Wabtec Corp.		42,806		3,179,202
				27,773,401
Marine—0.6%
Kirby Corp. (a) (b)		29,200		2,898,100
Media—1.8%
Carmike Cinemas, Inc. (a)		82,640		2,300,698
EW Scripps Co. - Class A (a)		72,606		1,577,002
John Wiley & Sons, Inc. - Class A (b)		40,942		2,259,999
Live Nation Entertainment, Inc. (a)		67,867		1,341,052
National CineMedia, Inc.		91,543		1,827,198
				9,305,949
Metals & Mining—1.7%
Globe Specialty Metals, Inc.		63,725		1,147,687
Haynes International, Inc.		43,111		2,381,451
Horsehead Holding Corp. (a) (b)		118,895		1,927,288
Reliance Steel & Aluminum Co.		9,801		743,308
SunCoke Energy, Inc. (a)		122,912		2,803,623
				9,003,357
Multi-Utilities—0.5%
NorthWestern Corp.		56,084		2,429,559
Multiline Retail—0.2%
Fred’s, Inc. - Class A		70,479		1,305,271
Oil, Gas & Consumable Fuels—2.1%
Diamondback Energy, Inc. (a)		33,490		1,770,281
EPL Oil & Gas, Inc. (a)		108,437		3,090,454
Gulfport Energy Corp. (a)		34,246		2,162,635
Oasis Petroleum, Inc. (a)		41,915		1,968,748
Rosetta Resources, Inc. (a)		34,527		1,658,677
				10,650,795
Pharmaceuticals—1.0%
Mallinckrodt plc (a) (b)		29,220		1,527,037
Medicines Co. (The) (a)		26,690		1,030,768
Pacira Pharmaceuticals, Inc. (a)		23,228		1,335,378
Sagent Pharmaceuticals, Inc. (a)		43,415		1,101,872
				4,995,055
Professional Services—2.2%
Advisory Board Co. (The) (a) (b)		28,712		1,828,093
Corporate Executive Board Co. (The)		35,054		2,714,231
Huron Consulting Group, Inc. (a)		33,076		2,074,527
Insperity, Inc.		11,971		432,512
On Assignment, Inc. (a)		58,038		2,026,687
WageWorks, Inc. (a)		35,918		2,134,966
				11,211,016
Real Estate Investment Trusts—4.7%
American Campus Communities, Inc.		37,789		1,217,184
BioMed Realty Trust, Inc.		125,651		2,276,796
CubeSmart		168,425		2,684,694
DuPont Fabros Technology, Inc. (b)		32,518		803,520
Hersha Hospitality Trust		393,951		2,194,307
Home Properties, Inc.		29,420		1,577,500
Mid-America Apartment Communities, Inc.		38,920		2,364,001
National Retail Properties, Inc. (b)		48,564		1,472,946
Omega Healthcare Investors, Inc.		78,661		2,344,098

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Real Estate Investment Trusts—(Continued)
Potlatch Corp.		56,027	$	2,338,567
Retail Opportunity Investments Corp. (b)		146,641		2,158,555
Sovran Self Storage, Inc.		43,715		2,848,907
				24,281,075
Road & Rail—1.9%
Avis Budget Group, Inc. (a)		54,502		2,202,971
Genesee & Wyoming, Inc. - Class A (a)		44,359		4,260,682
Old Dominion Freight Line, Inc. (a)		62,631		3,320,695
				9,784,348
Semiconductors & Semiconductor Equipment—2.9%
Cavium, Inc. (a)		46,802		1,615,137
Hittite Microwave Corp. (a)		29,591		1,826,652
Magnachip Semiconductor Corp. (a)		85,453		1,666,334
Monolithic Power Systems, Inc. (a)		52,049		1,804,018
Semtech Corp. (a)		135,803		3,433,100
Silicon Laboratories, Inc. (a)		39,456		1,708,839
Teradyne, Inc. (a) (b)		154,309		2,718,925
				14,773,005
Software—4.0%
Aspen Technology, Inc. (a)		65,457		2,736,103
CommVault Systems, Inc. (a)		25,778		1,930,257
FleetMatics Group plc (a)		26,741		1,156,548
Guidewire Software, Inc. (a) (b)		56,437		2,769,364
Imperva, Inc. (a)		41,200		1,982,956
Monotype Imaging Holdings, Inc.		37,424		1,192,329
SS&C Technologies Holdings, Inc. (a)		58,143		2,573,409
Synchronoss Technologies, Inc. (a)		70,262		2,183,040
Ultimate Software Group, Inc. (a)		17,933		2,747,694
Verint Systems, Inc. (a)		33,226		1,426,724
				20,698,424
Specialty Retail—3.1%
Asbury Automotive Group, Inc. (a)		36,487		1,960,811
Barnes & Noble, Inc. (a)		70,158		1,048,862
Cabela’s, Inc. (a)		23,772		1,584,641
Chico’s FAS, Inc.		81,771		1,540,566
Genesco, Inc. (a)		42,478		3,103,443
Hibbett Sports, Inc. (a) (b)		32,103		2,157,643
Rent-A-Center, Inc. (b)		34,039		1,134,860
Restoration Hardware Holdings, Inc. (a)		20,702		1,393,244
Sally Beauty Holdings, Inc. (a)		74,307		2,246,301
				16,170,371
Textiles, Apparel & Luxury Goods—1.2%
Deckers Outdoor Corp. (a) (b)		23,820		2,011,837
Oxford Industries, Inc.		30,060		2,424,940
Tumi Holdings, Inc. (a)		75,991		1,713,597
				6,150,374
Thrifts & Mortgage Finance—0.4%
Capitol Federal Financial, Inc.		117,259		1,420,006
Federal Agricultural Mortgage Corp. - Class C		22,206		760,556
				2,180,562
Trading Companies & Distributors—1.1%
DXP Enterprises, Inc. (a)		23,152		2,667,110
H&E Equipment Services, Inc. (a)		38,169		1,130,948
Rush Enterprises, Inc. - Class A (a)		64,177		1,902,848
				5,700,906
Transportation Infrastructure—0.6%
Macquarie Infrastructure Co. LLC		35,213		1,916,643
Wesco Aircraft Holdings, Inc. (a)		55,891		1,225,131
				3,141,774
Water Utilities—0.1%
Middlesex Water Co.		26,943		564,186
Total Common Stocks (Cost $326,789,716)				508,992,443
Short-Term Investments—17.9%
Mutual Fund—16.7%
State Street Navigator Securities Lending MET Portfolio (c)		85,783,470		85,783,470
Repurchase Agreement—1.2%
Fixed Income Clearing Corp. Repurchase Agreement dated 12/31/13 at 0.000% to be repurchased at $6,131,000 on 01/02/14, collateralized by $6,225,000 U.S. Treasury Note at 0.875% due 01/31/17 with a value of $6,256,125.		6,131,000		6,131,000
Total Short-Term Investments (Cost $91,914,470)				91,914,470
Total Investments—116.8% (Cost $418,704,186) (d)				600,906,913
Other assets and liabilities (net)—(16.8)%				(86,597,805	)
Net Assets—100.0%			$	514,309,108

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) Non-income producing security.

(b) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $84,111,923 and the collateral received consisted of cash in the amount of $85,783,470 and non-cash collateral with a value of $243,527. The cash collateral is invested in a money market fund managed by an affiliate of the custodian. The non-cash collateral received consists primarily of government securities and bank letters of credit, and is held for the

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Schedule of Investments as of December 31, 2013

benefit of the Portfolio at the Portfolio’s custodian. The Portfolio cannot repledge or resell this collateral. As such, this collateral is excluded from the Statement of Assets and Liabilities.

(c) Represents investment of cash collateral received from securities lending transactions.

(d) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $418,549,577. The aggregate unrealized appreciation and depreciation of investments were $185,488,110 and $(3,130,774), respectively, resulting in net unrealized appreciation of $182,357,336 for federal income tax purposes.

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2			Level 3		Total
Total Common Stocks*	$	508,992,443	$	—		$	—	$	508,992,443
Short-Term Investments
Mutual Fund		85,783,470		—			—		85,783,470
Repurchase Agreement		—		6,131,000			—		6,131,000
Total Short-Term Investments		85,783,470		6,131,000			—		91,914,470
Total Investments	$	594,775,913	$	6,131,000		$	—	$	600,906,913
Collateral for securities loaned (Liability)	$	—	$	(85,783,470	)	$	—	$	(85,783,470	)

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	600,906,913
Cash		49,026
Receivable for:
Investments sold		144,066
Fund shares sold		371,755
Dividends		421,405
Prepaid expenses		14,609
Total Assets		601,907,774
Liabilities
Collateral for securities loaned		85,783,470
Payables for:
Investments purchased		564,024
Fund shares redeemed		735,307
Accrued expenses:
Management fees		350,959
Distribution and service fees		44,293
Deferred trustees’ fees		55,012
Other expenses		65,601
Total Liabilities		87,598,666
Net Assets	$	514,309,108
Net assets consist of:
Paid in surplus	$	267,136,793
Undistributed net investment loss		(17,991	)
Accumulated net realized gain		64,987,579
Unrealized appreciation on investments		182,202,727
Net Assets	$	514,309,108
Net Assets
Class A	$	285,953,525
Class B		190,073,761
Class E		38,281,822
Capital Shares Outstanding*
Class A		886,383
Class B		606,310
Class E		120,726
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	322.61
Class B		313.49
Class E		317.10

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $418,704,186.

(b) Includes securities loaned at value of $84,111,923.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends	$	4,597,457
Interest		428
Securities lending income		277,255
Total investment income		4,875,140
Expenses
Management fees		4,158,330
Administration fees		6,820
Custodian and accounting fees		58,364
Distribution and service fees—Class B		426,182
Distribution and service fees—Class E		54,525
Audit and tax services		37,723
Legal		27,754
Trustees’ fees and expenses		35,359
Shareholder reporting		73,351
Insurance		2,809
Miscellaneous		9,272
Total expenses		4,890,489
Less management fee waiver		(361,703	)
Less broker commission recapture		(26,793	)
Net expenses		4,501,993
Net Investment Income		373,147
Net Realized and Unrealized Gain
Net realized gain on investments		64,835,389
Net change in unrealized appreciation on investments		91,746,038
Net realized and unrealized gain		156,581,427
Net Increase in Net Assets From Operations	$	156,954,574

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	373,147		$	2,249,538
Net realized gain		64,835,389			34,227,721
Net change in unrealized appreciation		91,746,038			18,324,180
Increase in net assets from operations		156,954,574			54,801,439
From Distributions to Shareholders
Net investment income
Class A		(1,108,880	)		0
Class B		(391,616	)		0
Class E		(114,151	)		0
Net realized capital gains
Class A		(18,804,683	)		(5,655,967	)
Class B		(12,961,708	)		(3,818,870	)
Class E		(2,795,689	)		(866,084	)
Total distributions		(36,176,727	)		(10,340,921	)
Decrease in net assets from capital share transactions		(13,242,863	)		(34,078,363	)
Total increase in net assets		107,534,984			10,382,155
Net Assets
Beginning of period		406,774,124			396,391,969
End of period	$	514,309,108		$	406,774,124
Undistributed Net Investment Income (Loss)
End of period	$	(17,991	)	$	2,170,452

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		43,599		$	12,263,636			26,861		$	6,409,510
Reinvestments		81,068			19,913,563			23,747			5,655,967
Redemptions		(126,915	)		(35,702,694	)		(143,242	)		(34,209,621	)
Net decrease		(2,248	)	$	(3,525,495	)		(92,634	)	$	(22,144,144	)
Class B
Sales		51,845		$	14,548,502			53,113		$	12,439,394
Reinvestments		55,844			13,353,324			16,431			3,818,870
Redemptions		(121,124	)		(33,321,684	)		(101,301	)		(23,714,171	)
Net decrease		(13,435	)	$	(5,419,858	)		(31,757	)	$	(7,455,907	)
Class E
Sales		8,871		$	2,471,043			10,198		$	2,402,207
Reinvestments		12,039			2,909,840			3,691			866,084
Redemptions		(34,655	)		(9,678,393	)		(32,769	)		(7,746,603	)
Net decrease		(13,745	)	$	(4,297,510	)		(18,880	)	$	(4,478,312	)
Decrease derived from capital shares transactions				$	(13,242,863	)				$	(34,078,363	)

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	250.37		$	224.06		$	222.98		$	175.00		$	134.79
Income (Loss) from Investment Operations
Net investment income (a)		0.53			1.56			0.13			0.43			0.31
Net realized and unrealized gain on investments		94.94			30.73			1.20			47.73			40.31
Total from investment operations		95.47			32.29			1.33			48.16			40.62
Less Distributions
Distributions from net investment income		(1.29	)		0.00			(0.25	)		(0.18	)		(0.41	)
Distributions from net realized capital gains		(21.94	)		(5.98	)		0.00			0.00			0.00
Total distributions		(23.23	)		(5.98	)		(0.25	)		(0.18	)		(0.41	)
Net Asset Value, End of Period	$	322.61		$	250.37		$	224.06		$	222.98		$	175.00
Total Return (%) (b)		41.04			14.55			0.59			27.53			30.25
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.95			0.97			0.96			0.96			0.99
Net ratio of expenses to average net assets (%) (c)		0.88			0.89			0.91			0.91			0.94
Ratio of net investment income to average net assets (%)		0.19			0.65			0.06			0.23			0.22
Portfolio turnover rate (%)		36			38			49			61			68
Net assets, end of period (in millions)	$	286.0		$	222.5		$	219.9		$	244.4		$	218.1

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	243.89		$	218.94		$	218.20		$	171.53		$	132.03
Income (Loss) from Investment Operations
Net investment income (loss) (a)		(0.18	)		0.96			(0.41	)		(0.02	)		(0.05	)
Net realized and unrealized gain on investments		92.38			29.97			1.15			46.69			39.55
Total from investment operations		92.20			30.93			0.74			46.67			39.50
Less Distributions
Distributions from net investment income		(0.66	)		0.00			0.00			0.00			0.00
Distributions from net realized capital gains		(21.94	)		(5.98	)		0.00			0.00			0.00
Total distributions		(22.60	)		(5.98	)		0.00			0.00			0.00
Net Asset Value, End of Period	$	313.49		$	243.89		$	218.94		$	218.20		$	171.53
Total Return (%) (b)		40.68			14.27			0.34			27.21			29.93
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		1.20			1.22			1.21			1.21			1.24
Net ratio of expenses to average net assets (%) (c)		1.13			1.14			1.16			1.16			1.19
Ratio of net investment income (loss) to average net assets (%)		(0.07	)		0.41			(0.19	)		(0.01	)		(0.03	)
Portfolio turnover rate (%)		36			38			49			61			68
Net assets, end of period (in millions)	$	190.1		$	151.2		$	142.6		$	141.7		$	112.2

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010		2009
Net Asset Value, Beginning of Period	$	246.44		$	220.96		$	219.99		$	172.77	$	132.99
Income (Loss) from Investment Operations
Net investment income (loss) (a)		0.09			1.18			(0.22	)		0.14		0.09
Net realized and unrealized gain on investments		93.41			30.28			1.19			47.08		39.83
Total from investment operations		93.50			31.46			0.97			47.22		39.92
Less Distributions
Distributions from net investment income		(0.90	)		0.00			0.00			0.00		(0.14	)
Distributions from net realized capital gains		(21.94	)		(5.98	)		0.00			0.00		0.00
Total distributions		(22.84	)		(5.98	)		0.00			0.00		(0.14	)
Net Asset Value, End of Period	$	317.10		$	246.44		$	220.96		$	219.99	$	172.77
Total Return (%) (b)		40.83			14.38			0.44			27.34		30.05
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		1.10			1.12			1.11			1.11		1.14
Net ratio of expenses to average net assets (%) (c)		1.03			1.04			1.06			1.06		1.09
Ratio of net investment income (loss) to average net assets (%)		0.03			0.50			(0.10	)		0.08		0.07
Portfolio turnover rate (%)		36			38			49			61		68
Net assets, end of period (in millions)	$	38.3		$	33.1		$	33.9		$	41.8	$	40.2

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of the management fee waivers as detailed in Note 5 of the Notes to Financial Statements.

See accompanying notes to financial statements.

MSF-13

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is Loomis Sayles Small Cap Core Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers three classes of shares: Class A, B, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-14

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over

MSF-15

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to broker commission recapture reclasses and real estate investment trust (REIT) adjustments. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

At December 31, 2013, the Portfolio had investments in repurchase agreements with a gross value of $6,131,000, which is included as part of investments at value on the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at December 31, 2013.

Directed Brokerage Agreement - The Trust has entered into a directed brokerage arrangement with State Street Global Markets (“SSGM”). Under this arrangement, the Portfolio directs certain trades to SSGM in return for a recapture credit. SSGM issues a cash rebate to the Portfolio. Amounts paid to the Portfolio are shown separately as broker commission recapture on the Statement of Operations of the Portfolio. Additionally, these amounts have been excluded from the calculation of the net ratio of expenses to average net assets presented in the Financial Highlights for each share class.

3. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

MSF-16

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels.

Repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty. Securities pledged as collateral are noted in the Schedule of Investments.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

4. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	161,128,152	$	0	$	208,235,349

5. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$4,158,330		0.900	%	Of the first $500 million
		0.850	%	On amounts in excess of $500 million

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. Loomis, Sayles & Company, L.P. is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average Daily Net Assets
0.050%	Of the first $200 million
0.100%	On the next $300 million
0.050%	On amounts in excess of $500 million

An identical expense agreement was in place for the period April 30, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 are shown as management fee waivers in the Statement of Operations.

MSF-17

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B and E Shares. Under the Distribution and Service Plan, the Class B and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

6. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

7. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$1,614,646	$	—	$	34,562,081	$	10,340,921	$	36,176,727	$	10,340,921

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Total
$4,762,109	$	60,107,878	$	182,357,336	$	—	$	247,227,323

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, the Portfolio had no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

MSF-18

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of Loomis Sayles Small Cap Core Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Loomis Sayles Small Cap Core Portfolio, one of the portfolios constituting Metropolitan Series Fund (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Loomis Sayles Small Cap Core Portfolio of Metropolitan Series Fund as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 26, 2014

MSF-19

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.

MSF-20

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-21

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the Loomis Sayles Small Cap Core Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-22

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the Loomis Sayles Small Cap Core Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio outperformed its benchmark, the Russell 2000 Index, for the one-, three- and five year periods ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a

MSF-23

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the Loomis Sayles Small Cap Core Portfolio, the Board considered that the Portfolio’s actual management fees were above its Expense Group median and Expense Universe median, and below its Sub-advised Expense Universe median. The Board also considered that the Portfolio’s total expenses (exclusive of 12b-l fees) were above the Expense Group median and below the Expense Universe median and the Sub-advised Expense Universe median. The Board noted that the Portfolio’s contractual management fees were above the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board further noted that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group at the Portfolio’s current size and were slightly above the average of the Sub-advised Expense Universe at the Portfolio’s current size. The Board took into account management’s discussion of the Portfolio’s expenses. The Board also considered that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the Loomis Sayles Small Cap Core Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-24

Metropolitan Series Fund

Loomis Sayles Small Cap Core Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-25

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Managed By Loomis, Sayles & Company, L.P.

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, and E shares of the Loomis Sayles Small Cap Growth Portfolio returned 48.70%, 48.38%, and 48.54%, respectively. The Portfolio’s benchmark, the Russell 2000 Growth Index¹, returned 43.30%.

MARKET ENVIRONMENT / CONDITIONS

2013 was a strong year for most domestic equity markets. Central banks throughout the world were friendly, fundamental stress in Europe faded and the U.S. showed signs of improving economic growth. The labor and housing markets were no longer drags on U.S. growth prospects and the Federal Reserve maintained low interest rates and continued to pump stimulus money into the system.

The factors at play in the small cap market persisted throughout most of the year. Three factors in particular, quality, size and growth, impacted performance. Lower quality companies appeared to outperform for the year, in general. However, this was not entirely the case. If you strip out non-earners (money losing companies), which are largely biotechnology, the non-earners group underperformed for the year and a different picture emerges. Non-earning companies in the Russell 2000 Growth Index returned 50.65% for the year, however when you strip out healthcare, that return is only 28.96%.

Growth was another factor that had a large influence on performance. For the year, those companies growing the fastest were the strongest performers. Given the nature of our Portfolio, this factor provided a tailwind for us during the year, contributing to our ability to outperform. Those companies with long-term earnings growth of less than 10% in the Russell 2000 Growth Index returned 44.2% for the year, while those companies with long-term earnings growth of more than 20% returned 47.6%.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The Portfolio outperformed its benchmark, the Russell 2000 Growth Index, in 2013. Excess return was driven almost entirely by stock selection. Particularly strong stock selection was seen in the Industrials, Financials, and Health Care sectors. Within those sectors, Professional Services, Capital Markets, and Biotechnology were particularly strong. Stock selection in the Information Technology sector, particularly the Semiconductors industry contributed negatively to relative performance.

The largest individual contributors to performance were WageWorks, Financial Engines, and Alkermes. WageWorks reported strong quarterly results, raised their target for organic growth for the year, and continued to execute strategic acquisitions that further augmented growth. The stock had also been helped as the Affordable Care Act has increased the role of consumer- and employee-driven benefits. Financial Engines (“FNGN”) is a provider of investment advice to 401(k) plan participants via a quantitative model developed by Nobel Laureate Bill Sharpe. FNGN reported another strong quarter with robust adoption rates and a positive outlook for the remainder of the year, which pushed share prices higher. Also among our top contributors was Alkermes (“ALKS”), a biotech company that develops treatments for central nervous system disorders such as addiction, schizophrenia and depression. While ALKS continues to report solid fundamentals in its core business, it was the increased focus on their proprietary drug pipeline that has been driving its stock price higher. In particular, ALKS reported encouraging results for its phase two clinical trials for a new anti-depression drug, which had been largely unanticipated.

The largest detractors from performance during the year were Tile Shop, Emeritus Corp., and Ellie Mae, Inc. Tile Shop shares declined amidst a number of reports during the year relating to negative test results on products, potential accounting issues and questions surrounding the effectiveness of senior management. The rumors resulted in an increased short interest in the company, pressuring shares. Another detractor from performance was Emeritus Corp. (“ESC”), a provider of assisted living and retirement communities in North America. Like other real estate securities (including Real Estate Investment Trusts or REITs), ESC is sensitive to changes in interest rates. Shares of ESC declined sharply when interest rates increased in the wake of Federal Reserve Chairman Bernanke’s indication that Quantitative Easing programs would be tapered off. Ellie Mae, Inc. (“ELLI”), is a leading provider of enterprise level, on-demand automated solutions for the residential mortgage industry. Despite improving business fundamentals, negative sentiment around the ability of ELLI to sustain its high organic growth rate triggered a selloff in the stock.

Changes to the sector weights were modest resulting in no material change to the positioning of the Portfolio. As a result of individual stock selection, and the Portfolio’s holdings faring better than the benchmark’s during the year, sector weights in the Consumer Discretionary sector, in particular the Auto Components and Textiles Apparel & Luxury Goods industries, and to a lesser extent in the Industrial sector, increased. Two sectors that witnessed the largest decrease in sector weight relative to the benchmark were Information Technology, particularly the Software and Communications Equipment industries and Health Care, particularly the Biotechnology industry. The changes were largely due to stock selection. The Portfolio seeks high-quality under-exploited growth stocks. Our

MSF-1

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Managed By Loomis, Sayles & Company, L.P.

Portfolio Manager Commentary*—(Continued)

bottom-up fundamental research and discounted cash flow valuation discipline help us identify these differentiated growth opportunities. Risk management is applied from the stock level to the portfolio level and from the buy discipline through the sell discipline. The Portfolio represents small cap growth investing with a low volatility approach.

Mark Burns

John Slavik

Portfolio Managers

Loomis, Sayles & Company, L.P.

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

A $10,000 INVESTMENT COMPARED TO THE RUSSELL 2000 GROWTH INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year
Loomis Sayles Small Cap Growth Portfolio
Class A		48.70		23.85		8.68
Class B		48.38		23.56		8.42
Class E		48.54		23.70		8.53
Russell 2000 Growth Index		43.30		22.58		9.41

¹ The Russell 2000 Growth Index is an unmanaged measure of performance of those Russell 2000 companies (small capitalization companies) that have higher price-to book ratios and higher forecasted growth values.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
Dealertrack Technologies, Inc.		1.7
Grand Canyon Education, Inc.		1.6
HomeAway, Inc.		1.5
Corporate Executive Board Co. (The)		1.3
Genesee & Wyoming, Inc.—Class A		1.3
Guidewire Software, Inc.		1.3
Ultimate Software Group, Inc.		1.3
Aspen Technology, Inc.		1.3
Hexcel Corp.		1.2
Spirit Airlines, Inc.		1.2

Top Sectors

	% of Market Value of Total Long-Term Investments
Information Technology		24.6
Industrials		19.9
Consumer Discretionary		19.5
Health Care		18.6
Financials		8.1
Energy		6.7
Consumer Staples		1.0
Materials		0.8
Telecommunication Services		0.8

MSF-3

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

Loomis Sayles Small Cap Growth Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.86	%	$	1,000.00	$	1,204.50	$	4.78
	Hypothetical*		0.86	%	$	1,000.00	$	1,020.87	$	4.38
Class B(a)	Actual		1.11	%	$	1,000.00	$	1,203.80	$	6.17
	Hypothetical*		1.11	%	$	1,000.00	$	1,019.61	$	5.65
Class E(a)	Actual		1.01	%	$	1,000.00	$	1,203.70	$	5.61
	Hypothetical*		1.01	%	$	1,000.00	$	1,020.11	$	5.14

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 5 of the Notes to Financial Statements.

MSF-4

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—97.3% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—1.2%
Hexcel Corp. (a)		136,813	$	6,114,173
Air Freight & Logistics—1.1%
XPO Logistics, Inc. (a) (b)		207,937		5,466,664
Airlines—1.2%
Spirit Airlines, Inc. (a)		132,857		6,033,036
Auto Components—2.0%
Dorman Products, Inc. (a) (b)		98,444		5,519,755
Drew Industries, Inc.		82,512		4,224,614
				9,744,369
Biotechnology—4.7%
Alkermes plc (a)		120,961		4,918,274
Cubist Pharmaceuticals, Inc. (a) (b)		53,525		3,686,267
Emergent Biosolutions, Inc. (a)		179,535		4,127,509
Exact Sciences Corp. (a) (b)		276,723		3,234,892
InterMune, Inc. (a) (b)		217,601		3,205,263
NPS Pharmaceuticals, Inc. (a)		136,441		4,142,349
				23,314,554
Building Products—0.9%
Apogee Enterprises, Inc.		119,300		4,284,063
Capital Markets—2.2%
Artisan Partners Asset Management, Inc. - Class A		88,577		5,774,335
Financial Engines, Inc.		73,082		5,077,737
				10,852,072
Chemicals—0.8%
Flotek Industries, Inc. (a) (b)		191,917		3,851,774
Commercial Banks—3.6%
Bank of the Ozarks, Inc. (b)		96,281		5,448,542
Boston Private Financial Holdings, Inc.		289,263		3,650,499
PrivateBancorp, Inc.		126,337		3,654,929
SVB Financial Group (a)		47,653		4,996,894
				17,750,864
Commercial Services & Supplies—1.0%
Interface, Inc.		232,991		5,116,482
Communications Equipment—0.9%
Ciena Corp. (a) (b)		194,375		4,651,394
Construction & Engineering—0.8%
MasTec, Inc. (a) (b)		125,194		4,096,348
Consumer Finance—1.1%
Encore Capital Group, Inc. (a) (b)		103,806		5,217,290
Distributors—1.0%
Pool Corp. (b)		87,857		5,108,006
Diversified Consumer Services—3.7%
Bright Horizons Family Solutions, Inc. (a)		119,584		4,393,516
Grand Canyon Education, Inc. (a)		180,751		7,880,744
LifeLock, Inc. (a) (b)		344,906		5,659,907
				17,934,167
Diversified Financial Services—1.0%
MarketAxess Holdings, Inc.		71,456		4,778,263
Diversified Telecommunication Services—0.8%
8x8, Inc. (a)		369,686		3,756,010
Electrical Equipment—1.6%
Polypore International, Inc. (a) (b)		97,652		3,798,663
Thermon Group Holdings, Inc. (a)		146,536		4,004,829
				7,803,492
Electronic Equipment, Instruments & Components—3.2%
FEI Co.		57,801		5,165,097
IPG Photonics Corp. (a) (b)		61,819		4,797,773
Measurement Specialties, Inc. (a) (b)		95,139		5,773,986
				15,736,856
Energy Equipment & Services—2.8%
Dril-Quip, Inc. (a)		43,937		4,829,994
Forum Energy Technologies, Inc. (a)		160,917		4,547,514
Helix Energy Solutions Group, Inc. (a)		191,286		4,434,010
				13,811,518
Food & Staples Retailing—1.0%
Susser Holdings Corp. (a) (b)		74,742		4,894,854
Health Care Equipment & Supplies—6.8%
Analogic Corp.		38,675		3,425,058
Cardiovascular Systems, Inc. (a)		76,901		2,636,935
Endologix, Inc. (a)(b)		242,615		4,231,206
Globus Medical, Inc. - Class A (a)		186,188		3,757,274
Insulet Corp. (a)		128,234		4,757,482
Novadaq Technologies, Inc. (a)		275,821		4,548,288
Quidel Corp. (a)		145,325		4,489,089
Spectranetics Corp. (a)		231,229		5,780,725
				33,626,057
Health Care Providers & Services—3.1%
Acadia Healthcare Co., Inc. (a) (b)		118,854		5,625,360
IPC The Hospitalist Co., Inc. (a) (b)		39,760		2,361,347
MWI Veterinary Supply, Inc. (a)		14,070		2,400,201
Team Health Holdings, Inc. (a)		108,473		4,940,945
				15,327,853
Health Care Technology—0.9%
Medidata Solutions, Inc. (a)		76,588		4,638,935
Hotels, Restaurants & Leisure—3.6%
AFC Enterprises, Inc. (a)		112,531		4,332,443

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Hotels, Restaurants & Leisure—(Continued)
Noodles & Co. (a) (b)		79,529	$	2,856,682
Texas Roadhouse, Inc.		174,373		4,847,569
Vail Resorts, Inc. (b)		76,217		5,733,805
				17,770,499
Internet & Catalog Retail—1.5%
HomeAway, Inc. (a) (b)		181,702		7,427,978
Internet Software & Services—6.6%
Cornerstone OnDemand, Inc. (a) (b)		94,402		5,035,403
CoStar Group, Inc. (a)		29,382		5,423,329
Dealertrack Technologies, Inc. (a) (b)		173,242		8,329,475
Envestnet, Inc. (a)		108,381		4,367,754
OpenTable, Inc. (a) (b)		58,753		4,663,226
Shutterstock, Inc. (a)		52,293		4,373,264
				32,192,451
IT Services—2.6%
Cardtronics, Inc. (a)		72,410		3,146,215
EPAM Systems, Inc. (a)		148,460		5,187,192
InterXion Holding NV (a)		187,617		4,429,637
				12,763,044
Life Sciences Tools & Services—0.8%
Fluidigm Corp. (a)		98,817		3,786,667
Machinery—4.2%
Manitowoc Co., Inc. (The) (b)		242,064		5,644,932
Middleby Corp. (The) (a)		21,504		5,160,315
Proto Labs, Inc. (a) (b)		61,354		4,367,178
RBC Bearings, Inc. (a) (b)		74,963		5,303,632
				20,476,057
Oil, Gas & Consumable Fuels—3.7%
Diamondback Energy, Inc. (a)		80,188		4,238,738
Gulfport Energy Corp. (a)		81,999		5,178,237
Oasis Petroleum, Inc. (a)		101,168		4,751,861
Rosetta Resources, Inc. (a)		83,300		4,001,732
				18,170,568
Pharmaceuticals—1.7%
Medicines Co. (The) (a)		64,593		2,494,582
Pacira Pharmaceuticals, Inc. (a)		56,454		3,245,540
Sagent Pharmaceuticals, Inc. (a) (b)		104,931		2,663,149
				8,403,271
Professional Services—5.3%
Advisory Board Co. (The) (a) (b)		69,019		4,394,440
Corporate Executive Board Co. (The)		85,719		6,637,222
Huron Consulting Group, Inc. (a)		79,835		5,007,251
On Assignment, Inc. (a)		138,965		4,852,658
WageWorks, Inc. (a)		87,100		5,177,224
				26,068,795
Road & Rail—1.4%
Genesee & Wyoming, Inc. - Class A (a)		69,087		6,635,806
Semiconductors & Semiconductor Equipment—4.2%
Cavium, Inc. (a) (b)		112,964		3,898,387
Hittite Microwave Corp. (a)		70,852		4,373,694
Monolithic Power Systems, Inc. (a)		125,627		4,354,232
Semtech Corp. (a)		145,043		3,666,687
Silicon Laboratories, Inc. (a)		95,190		4,122,679
				20,415,679
Software—6.5%
Aspen Technology, Inc. (a)		156,730		6,551,314
CommVault Systems, Inc. (a) (b)		62,348		4,668,618
FleetMatics Group plc (a) (b)		64,715		2,798,924
Guidewire Software, Inc. (a)		135,133		6,630,976
Imperva, Inc. (a)		98,650		4,748,024
Ultimate Software Group, Inc. (a)		42,939		6,579,114
				31,976,970
Specialty Retail—4.2%
Asbury Automotive Group, Inc. (a)		87,364		4,694,941
Cabela’s, Inc. (a) (b)		56,919		3,794,221
Chico’s FAS, Inc.		195,791		3,688,702
Hibbett Sports, Inc. (a) (b)		76,867		5,166,231
Restoration Hardware Holdings, Inc. (a)		49,813		3,352,415
				20,696,510
Textiles, Apparel & Luxury Goods—3.0%
Deckers Outdoor Corp. (a) (b)		57,284		4,838,207
Oxford Industries, Inc.		72,524		5,850,511
Tumi Holdings, Inc. (a) (b)		181,951		4,102,995
				14,791,713
Transportation Infrastructure—0.6%
Wesco Aircraft Holdings, Inc. (a)		135,177		2,963,080
Total Common Stocks (Cost $333,946,739)				478,448,182
Short-Term Investments—23.1%
Mutual Fund—20.1%
State Street Navigator Securities Lending MET Portfolio (c)		98,824,930		98,824,930

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

Short-Term Investments—(Continued)

Security Description	Principal Amount*		Value
Repurchase Agreement—3.0%
Fixed Income Clearing Corp. Repurchase Agreement dated 12/31/13 at 0.000% to be repurchased at $14,521,000 on 01/02/14, collateralized by $14,830,000 U.S. Treasury Note at 0.250% due 10/31/15 with a value of $14,811,463.		14,521,000	$	14,521,000
Total Short-Term Investments (Cost $113,345,930)				113,345,930
Total Investments—120.4% (Cost $447,292,669) (d)				591,794,112
Other assets and liabilities (net)—(20.4)%				(100,075,060	)
Net Assets—100.0%			$	491,719,052

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) Non-income producing security.

(b) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $96,642,784 and the collateral received consisted of cash in the amount of $98,824,930. The cash collateral is invested in a money market fund managed by an affiliate of the custodian.

(c) Represents investment of cash collateral received from securities lending transactions.

(d) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $447,589,285. The aggregate unrealized appreciation and depreciation of investments were $145,926,915 and $(1,722,088), respectively, resulting in net unrealized appreciation of $144,204,827 for federal income tax purposes.

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2			Level 3		Total
Total Common Stocks*	$	478,448,182	$	—		$	—	$	478,448,182
Short-Term Investments
Mutual Fund		98,824,930		—			—		98,824,930
Repurchase Agreement		—		14,521,000			—		14,521,000
Total Short-Term Investments		98,824,930		14,521,000			—		113,345,930
Total Investments	$	577,273,112	$	14,521,000		$	—	$	591,794,112
Collateral for Securities Loaned (Liability)	$	—	$	(98,824,930	)	$	—	$	(98,824,930	)

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	591,794,112
Cash		221
Receivable for:
Fund shares sold		149,592
Dividends		185,221
Prepaid expenses		1,189
Total Assets		592,130,335
Liabilities
Collateral for securities loaned		98,824,930
Payables for:
Investments purchased		710,174
Fund shares redeemed		431,168
Accrued expenses:
Management fees		330,818
Distribution and service fees		17,890
Deferred trustees’ fees		48,554
Other expenses		47,749
Total Liabilities		100,411,283
Net Assets	$	491,719,052
Net assets consist of:
Paid in surplus	$	292,996,582
Accumulated net investment loss		(48,554	)
Accumulated net realized gain		54,269,581
Unrealized appreciation on investments		144,501,443
Net Assets	$	491,719,052
Net Assets
Class A	$	402,353,138
Class B		80,688,395
Class E		8,677,519
Capital Shares Outstanding*
Class A		24,308,687
Class B		5,041,186
Class E		534,042
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	16.55
Class B		16.01
Class E		16.25

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $447,292,669.

(b) Includes securities loaned at value of $96,642,784.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends	$	982,145
Interest		580
Securities lending income		465,176
Total investment income		1,447,901
Expenses
Management fees		4,013,705
Administration fees		6,589
Custodian and accounting fees		47,404
Distribution and service fees—Class B		178,653
Distribution and service fees—Class E		11,274
Audit and tax services		37,723
Legal		27,754
Trustees’ fees and expenses		35,356
Shareholder reporting		36,543
Insurance		2,827
Miscellaneous		9,346
Total expenses		4,407,174
Less management fee waiver		(395,968	)
Less broker commission recapture		(30,631	)
Net expenses		3,980,575
Net Investment Loss		(2,532,674	)
Net Realized and Unrealized Gain
Net realized gain on investments		76,656,573
Net change in unrealized appreciation on investments		101,257,760
Net realized and unrealized gain		177,914,333
Net Increase in Net Assets From Operations	$	175,381,659

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment loss	$	(2,532,674	)	$	(1,213,443	)
Net realized gain		76,656,573			18,612,940
Net change in unrealized appreciation		101,257,760			29,657,798
Increase in net assets from operations		175,381,659			47,057,295
Decrease in net assets from capital share transactions		(61,215,845	)		(93,039,271	)
Total increase (decrease) in net assets		114,165,814			(45,981,976	)
Net Assets
Beginning of period		377,553,238			423,535,214
End of period	$	491,719,052		$	377,553,238
Accumulated net investment loss
End of period	$	(48,554	)	$	(39,418	)

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		3,511,756		$	45,338,268			2,124,521		$	22,910,912
Redemptions		(7,138,154	)		(98,802,398	)		(9,638,662	)		(106,552,103	)
Net decrease		(3,626,398	)	$	(53,464,130	)		(7,514,141	)	$	(83,641,191	)
Class B
Sales		753,522		$	10,565,408			496,842		$	5,203,334
Redemptions		(1,305,262	)		(17,855,303	)		(1,260,604	)		(13,239,525	)
Net decrease		(551,740	)	$	(7,289,895	)		(763,762	)	$	(8,036,191	)
Class E
Sales		112,870		$	1,623,975			19,728		$	210,060
Redemptions		(149,978	)		(2,085,795	)		(147,889	)		(1,571,949	)
Net decrease		(37,108	)	$	(461,820	)		(128,161	)	$	(1,361,889	)
Decrease derived from capital shares transactions				$	(61,215,845	)				$	(93,039,271	)

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	11.13		$	10.01		$	9.72		$	7.38		$	5.68
Income (Loss) from Investment Operations
Net investment loss (a)		(0.07	)		(0.03	)		(0.06	)		(0.06	)		(0.06	)
Net realized and unrealized gain on investments		5.49			1.15			0.35			2.40			1.76
Total from investment operations		5.42			1.12			0.29			2.34			1.70
Net Asset Value, End of Period	$	16.55		$	11.13		$	10.01		$	9.72		$	7.38
Total Return (%) (b)		48.70			11.19			2.98			31.71			29.93
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.95			0.96			0.96			1.07			1.33
Net ratio of expenses to average net assets (%) (c)		0.86			0.87			0.88			1.02			1.30
Ratio of net investment loss to average net assets (%)		(0.53	)		(0.26	)		(0.58	)		(0.75	)		(1.07	)
Portfolio turnover rate (%)		58			74			74			73			170
Net assets, end of period (in millions)	$	402.4		$	311.0		$	354.8		$	28.4		$	22.3

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	10.79		$	9.73		$	9.47		$	7.21		$	5.56
Income (Loss) from Investment Operations
Net investment loss (a)		(0.10	)		(0.05	)		(0.09	)		(0.08	)		(0.08	)
Net realized and unrealized gain on investments		5.32			1.11			0.35			2.34			1.73
Total from investment operations		5.22			1.06			0.26			2.26			1.65
Net Asset Value, End of Period	$	16.01		$	10.79		$	9.73		$	9.47		$	7.21
Total Return (%) (b)		48.38			10.89			2.75			31.35			29.68
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		1.20			1.21			1.21			1.32			1.58
Net ratio of expenses to average net assets (%) (c)		1.11			1.12			1.13			1.27			1.55
Ratio of net investment loss to average net assets (%)		(0.77	)		(0.51	)		(0.86	)		(1.00	)		(1.32	)
Portfolio turnover rate (%)		58			74			74			73			170
Net assets, end of period (in millions)	$	80.7		$	60.4		$	61.8		$	66.4		$	56.6

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	10.94		$	9.86		$	9.58		$	7.29		$	5.61
Income (Loss) from Investment Operations
Net investment loss (a)		(0.09	)		(0.04	)		(0.08	)		(0.07	)		(0.07	)
Net realized and unrealized gain on investments		5.40			1.12			0.36			2.36			1.75
Total from investment operations		5.31			1.08			0.28			2.29			1.68
Net Asset Value, End of Period	$	16.25		$	10.94		$	9.86		$	9.58		$	7.29
Total Return (%) (b)		48.54			10.95			2.92			31.41			29.95
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		1.10			1.11			1.11			1.22			1.48
Net ratio of expenses to average net assets (%) (c)		1.01			1.02			1.03			1.17			1.45
Ratio of net investment loss to average net assets (%)		(0.67	)		(0.41	)		(0.76	)		(0.90	)		(1.22	)
Portfolio turnover rate (%)		58			74			74			73			170
Net assets, end of period (in millions)	$	8.7		$	6.3		$	6.9		$	7.8		$	7.0

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 5 of the Notes to Financial Statements.

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is Loomis Sayles Small Cap Growth Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers three classes of shares: Class A, B, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-12

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over

MSF-13

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to net operating losses and broker recapture reclasses. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

At December 31, 2013, the Portfolio had investments in repurchase agreements with a gross value of $14,521,000, which is included as part of investments at value on the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at December 31, 2013.

Directed Brokerage Agreement - The Trust has entered into a directed brokerage arrangement with State Street Global Markets (“SSGM”). Under this arrangement, the Portfolio directs certain trades to SSGM in return for a recapture credit. SSGM issues a cash rebate to the Portfolio. Amounts paid to the Portfolio are shown separately as broker commission recapture on the Statement of Operations of the Portfolio. Additionally, these amounts have been excluded from the calculation of the net ratio of expenses to average net assets presented in the Financial Highlights for each share class.

3. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities

MSF-14

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels.

Repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty. Securities pledged as collateral are noted in the Schedule of Investments.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

4. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	248,669,480	$	0	$	319,332,161

During the year ended December 31, 2013, the Portfolio engaged in security transactions with other affiliated portfolios. These amounted to $4,893,065 in purchases of investments, which are included above.

5. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$4,013,705		0.900	%	Of the first $500 million
		0.850	%	On amounts in excess of $500 million

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. Loomis, Sayles & Company, L.P. is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average Daily Net Assets
0.050%	On the first $100 million
0.100%	On the next $400 million
0.050%	On amounts in excess of $500 million

An identical expense agreement was in place for the period May 1, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 are shown as management fee waivers in the Statement of Operations.

MSF-15

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B and E Shares. Under the Distribution and Service Plan, the Class B and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

6. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

7. Income Tax Information

There were no distributions paid for the years ending December 31, 2013 and 2012.

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Total
$—	$	54,566,197	$	144,204,827	$	—	$	198,771,024

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

During the year ended December 31, 2013, the Portfolio utilized capital loss carryforwards of $21,864,516.

As of December 31, 2013, there were no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

MSF-16

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of Loomis Sayles Small Cap Growth Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Loomis Sayles Small Cap Growth Portfolio, one of the portfolios constituting Metropolitan Series Fund (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Loomis Sayles Small Cap Growth Portfolio of Metropolitan Series Fund as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 26, 2014

MSF-17

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.

MSF-18

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-19

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the Loomis Sayles Small Cap Growth Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-20

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the Loomis Sayles Small Cap Growth Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio outperformed its benchmark, the Russell 2000 Growth Index, for the one-, three- and five-year periods ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by- Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a

MSF-21

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the Loomis Sayles Small Cap Growth Portfolio, the Board noted that the Portfolio’s actual management fees and total expenses (exclusive of 12b-1 fees) were below the Expense Group median, the Expense Universe median, and the Sub-advised Expense Universe median. The Board further noted that the Portfolio’s contractual management fees were above the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also took into account that the Portfolio’s contractual sub-advisory fees were above the average of the Sub-advised Expense Group and below the average of the Sub-advised Expense Universe at the Portfolio’s current size. The Board also noted that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the Loomis Sayles Small Cap Growth Portfolio, the Board considered that the Portfolio’s advisory fee and sub-advisory fee each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board also noted the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

MSF-22

Metropolitan Series Fund

Loomis Sayles Small Cap Growth Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-23

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Managed By Artisan Partners Limited Partnership

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, and E shares of the Met/Artisan Mid Cap Value Portfolio returned 36.85%, 36.51%, and 36.65%, respectively. The Portfolio’s benchmark, the Russell Midcap Value Index¹, returned 33.46%.

MARKET ENVIRONMENT / CONDITIONS

Most broad-based indices were up more than 30% on the year, setting new highs along the way. Virtually every area of the market netted solid gains. Ample supply of central bank liquidity has aided in the market’s momentum. Easy monetary policy has not only reduced borrowing costs for businesses and consumers, but has lowered the bar for equities, which have had very little competition from low-yielding cash and bonds. Even so, as of 2012, U.S. equity funds had experienced net outflows in each year since the 2008 financial crisis. That string finally came to an end in 2013 in what some have referred to as the playing out of a “great rotation” into equities. With corporate earnings growth ranging in the low to mid-single digits, most of the year’s gains have come from an expansion in the price multiple rather than from growth in economic values. Notably, the ratio of market value to gross domestic product (“GDP”) is now higher than at the prior market peak in 2007.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The Portfolio participated in the market’s gains and outperformed the Russell Midcap Value Index. Relative returns benefited from sector positioning, driven by our outsized position in the Technology sector and low weighting in the Utilities sector. Additionally, stock

selection was positive with relative strength largely in the Industrials, Energy, and Financials sectors. Towers Watson & Co. and Manpowergroup, Inc. led our gains in the Industrials sector. Our underweight exposure to Real Estate Investment Trusts helped us in the Financials sector. In the Energy sector, Cimarex Energy Co. was our top contributor to return. The Materials sector was an area of weakness due to our sole holding in the sector: Kinross Gold Corp. (Canada).

Our biggest sector-level changes during the period were a reduction in our exposure to the Industrials sector and an increase in weighting in the Consumer Discretionary sector. In the Industrials sector, we sold The Dun & Bradstreet Corp., Spirit AeroSystems Holdings, Inc., and Flowserve Corp. In the Consumer Discretionary sector, we purchased Coach, Inc. and Nordstrom, Inc. Other meaningful new purchases included KLA-Tencor Corp. and Edison International.

As of December 31, 2013 the Portfolio was notably overweight the Technology and Energy sectors, and underweight the Financials, Health Care, Materials, and Utilities sectors.

James C. Kieffer

Scott C. Satterwhite

George O. Sertl

Daniel L. Kane

Portfolio Managers

Artisan Partners Limited Partnership

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-1

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

A $10,000 INVESTMENT COMPARED TO THE RUSSELL MIDCAP VALUE INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year
Met/Artisan Mid Cap Value Portfolio
Class A		36.85		21.63		6.17
Class B		36.51		21.32		5.91
Class E		36.65		21.44		6.01
Russell Midcap Value Index		33.46		21.16		10.25

¹ The Russell Midcap Value Index is an unmanaged measure of performance of those Russell Midcap companies (the 800 smallest companies in the Russell 1000 Index) with lower price-to-book ratios and forecasted growth values.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
Cigna Corp.		3.1
Avnet, Inc.		2.8
Arrow Electronics, Inc.		2.6
Analog Devices, Inc.		2.5
Cimarex Energy Co.		2.5
Lam Research Corp.		2.5
Kroger Co. (The)		2.5
Allstate Corp. (The)		2.4
Alleghany Corp.		2.3
IntercontinentalExchange Group, Inc.		2.2

Top Sectors

	% of Market Value of Total Long-Term Investments
Information Technology		26.4
Financials		22.6
Energy		13.8
Industrials		13.2
Consumer Discretionary		13.1
Health Care		4.4
Utilities		2.7
Consumer Staples		2.7
Materials		1.1

MSF-2

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

Met/Artisan Mid Cap Value Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A	Actual		0.83	%	$	1,000.00	$	1,162.30	$	4.52
	Hypothetical*		0.83	%	$	1,000.00	$	1,021.02	$	4.23
Class B	Actual		1.08	%	$	1,000.00	$	1,160.80	$	5.88
	Hypothetical*		1.08	%	$	1,000.00	$	1,019.76	$	5.50
Class E	Actual		0.98	%	$	1,000.00	$	1,161.40	$	5.34
	Hypothetical*		0.98	%	$	1,000.00	$	1,020.27	$	4.99

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

MSF-3

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—92.2% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—2.6%
L-3 Communications Holdings, Inc.		153,944	$	16,450,456
Rockwell Collins, Inc.		330,300		24,415,776
				40,866,232
Capital Markets—0.9%
Northern Trust Corp.		237,400		14,692,686
Commercial Banks—1.0%
M&T Bank Corp. (a)		135,542		15,779,800
Commercial Services & Supplies—1.0%
Republic Services, Inc.		478,200		15,876,240
Computers & Peripherals—1.0%
Lexmark International, Inc. - Class A (a)		466,500		16,570,080
Construction & Engineering—1.4%
Jacobs Engineering Group, Inc. (b)		364,309		22,947,824
Diversified Consumer Services—1.9%
H&R Block, Inc.		1,019,704		29,612,204
Diversified Financial Services—2.2%
IntercontinentalExchange Group, Inc.		154,896		34,839,208
Electric Utilities—2.0%
Edison International		678,049		31,393,669
Electrical Equipment—1.5%
Hubbell, Inc. - Class B		213,251		23,223,034
Electronic Equipment, Instruments & Components—9.4%
Arrow Electronics, Inc. (b)		767,136		41,617,128
Avnet, Inc.		1,008,000		44,462,880
FLIR Systems, Inc.		1,150,700		34,636,070
Ingram Micro, Inc. - Class A (b)		1,184,262		27,782,786
				148,498,864
Energy Equipment & Services—4.7%
Ensco plc - Class A		456,054		26,077,168
McDermott International, Inc. (a) (b)		1,935,100		17,725,516
Patterson-UTI Energy, Inc.		1,205,800		30,530,856
				74,333,540
Food & Staples Retailing—2.5%
Kroger Co. (The)		994,200		39,300,726
Health Care Equipment & Supplies—1.0%
Becton Dickinson & Co.		144,500		15,965,805
Health Care Providers & Services—3.1%
Cigna Corp.		557,490		48,769,225
Insurance—15.1%
Alleghany Corp. (b)		90,855		36,338,366
Allied World Assurance Co. Holdings AG		177,277		19,998,618
Insurance—(Continued)
Allstate Corp. (The)		684,600		37,338,084
Aon plc		356,288		29,889,000
Arch Capital Group, Ltd. (a) (b)		554,500		33,098,105
Loews Corp.		543,300		26,208,792
Progressive Corp. (The)		1,081,900		29,503,413
Torchmark Corp.		339,800		26,555,370
				238,929,748
Internet & Catalog Retail—1.3%
Liberty Interactive Corp. - Class A (b)		722,048		21,192,109
IT Services—5.1%
Broadridge Financial Solutions, Inc.		264,031		10,434,505
NeuStar, Inc. - Class A (b)		396,678		19,778,365
Teradata Corp. (b)		437,522		19,902,876
Western Union Co. (The) (a)		1,813,525		31,283,306
				81,399,052
Leisure Equipment & Products—1.9%
Mattel, Inc.		627,600		29,861,208
Machinery—1.4%
Joy Global, Inc. (a)		389,900		22,805,251
Media—1.9%
Omnicom Group, Inc.		407,700		30,320,649
Metals & Mining—1.1%
Kinross Gold Corp.		3,857,831		16,897,300
Multi-Utilities—0.5%
SCANA Corp.		185,887		8,723,677
Multiline Retail—1.5%
Nordstrom, Inc. (a)		377,039		23,301,010
Oil, Gas & Consumable Fuels—8.0%
Cimarex Energy Co.		380,535		39,921,927
Hess Corp.		378,400		31,407,200
SM Energy Co.		318,200		26,445,602
Southwestern Energy Co. (b)		745,723		29,329,285
				127,104,014
Professional Services—3.1%
Manpowergroup, Inc.		286,806		24,625,163
Towers Watson & Co. - Class A		191,150		24,392,652
				49,017,815
Real Estate Investment Trusts—1.6%
Annaly Capital Management, Inc. (a)		880,400		8,777,588
Hatteras Financial Corp.		1,047,700		17,119,418
				25,897,006
Road & Rail—1.1%
Ryder System, Inc.		247,700		18,275,306

See accompanying notes to financial statements.

MSF-4

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Semiconductors & Semiconductor Equipment—6.8%
Analog Devices, Inc.		785,440	$	40,002,459
KLA-Tencor Corp.		430,000		27,717,800
Lam Research Corp. (b)		724,100		39,427,245
				107,147,504
Software—2.0%
Autodesk, Inc. (b)		34,406		1,731,654
Open Text Corp.		161,886		14,887,037
Synopsys, Inc. (b)		376,700		15,282,719
				31,901,410
Specialty Retail—1.9%
Bed Bath & Beyond, Inc. (b)		381,900		30,666,570
Textiles, Apparel & Luxury Goods—1.7%
Coach, Inc.		471,300		26,454,069
Total Common Stocks (Cost $1,001,107,631)				1,462,562,835
Short-Term Investments—15.2%
Mutual Fund—7.5%
State Street Navigator Securities Lending MET Portfolio (c)		117,800,543		117,800,543
Repurchase Agreement—7.7%
Fixed Income Clearing Corp. Repurchase Agreement dated 12/31/13 at 0.000% to be repurchased at $122,056,000 on 01/02/14, collateralized by $123,880,000 U.S. Treasury Note at 0.875% due 01/31/17 with a value of $124,499,400.		122,056,000		122,056,000
Total Short-Term Investments (Cost $239,856,543)				239,856,543
Total Investments—107.4% (Cost $1,240,964,174) (d)				1,702,419,378
Other assets and liabilities (net)—(7.4)%				(116,567,625	)
Net Assets—100.0%			$	1,585,851,753

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $115,208,638 and the collateral received consisted of cash in the amount of $117,800,543. The cash collateral is invested in a money market fund managed by an affiliate of the custodian.

(b) Non-income producing security.

(c) Represents investment of cash collateral received from securities lending transactions.

(d) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $1,241,707,117. The aggregate unrealized appreciation and depreciation of investments were $490,369,039 and $(29,656,778), respectively, resulting in net unrealized appreciation of $460,712,261 for federal income tax purposes.

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2			Level 3		Total
Total Common Stocks*	$	1,462,562,835	$	—		$	—	$	1,462,562,835
Short-Term Investments
Mutual Fund		117,800,543		—			—		117,800,543
Repurchase Agreement		—		122,056,000			—		122,056,000
Total Short-Term Investments		117,800,543		122,056,000			—		239,856,543
Total Investments	$	1,580,363,378	$	122,056,000		$	—	$	1,702,419,378
Collateral for Securities Loaned (Liability)	$	—	$	(117,800,543	)	$	—	$	(117,800,543	)

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	1,702,419,378
Cash		224,941
Receivable for:
Investments sold		4,341,188
Fund shares sold		120,945
Dividends		2,224,600
Prepaid expenses		3,790
Total Assets		1,709,334,842
Liabilities
Collateral for securities loaned		117,800,543
Payables for:
Investments purchased		2,480,482
Fund shares redeemed		1,871,321
Accrued expenses:
Management fees		1,065,605
Distribution and service fees		119,239
Deferred trustees’ fees		53,230
Other expenses		92,669
Total Liabilities		123,483,089
Net Assets	$	1,585,851,753
Net assets consist of:
Paid in surplus	$	1,140,020,283
Undistributed net investment income		10,517,876
Accumulated net realized loss		(26,141,610	)
Unrealized appreciation on investments		461,455,204
Net Assets	$	1,585,851,753
Net Assets
Class A	$	969,994,978
Class B		505,007,648
Class E		110,849,127
Capital Shares Outstanding*
Class A		3,611,346
Class B		1,931,162
Class E		418,519
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	268.60
Class B		261.50
Class E		264.86

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $1,240,964,174.

(b) Includes securities loaned at value of $115,208,638.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	23,805,640
Interest		3,767
Securities lending income		264,412
Total investment income		24,073,819
Expenses
Management fees		11,692,397
Administration fees		20,322
Custodian and accounting fees		110,013
Distribution and service fees—Class B		1,120,667
Distribution and service fees—Class E		162,112
Audit and tax services		37,723
Legal		27,754
Trustees’ fees and expenses		31,941
Shareholder reporting		80,188
Insurance		7,254
Miscellaneous		14,580
Total expenses		13,304,951
Less broker commission recapture		(41,987	)
Net expenses		13,262,964
Net Investment Income		10,810,855
Net Realized and Unrealized Gain
Net realized gain on investments		147,105,680
Net change in unrealized appreciation on investments		286,341,957
Net realized and unrealized gain		433,447,637
Net Increase in Net Assets From Operations	$	444,258,492

(a) Net of foreign withholding taxes of $84,837.

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	10,810,855		$	13,555,827
Net realized gain		147,105,680			96,350,321
Net change in unrealized appreciation		286,341,957			29,291,151
Increase in net assets from operations		444,258,492			139,197,299
From Distributions to Shareholders
Net investment income
Class A		(8,743,922	)		(7,479,743	)
Class B		(3,398,401	)		(3,099,091	)
Class E		(927,132	)		(896,810	)
Total distributions		(13,069,455	)		(11,475,644	)
Decrease in net assets from capital share transactions		(102,632,947	)		(90,434,681	)
Total increase in net assets		328,556,090			37,286,974
Net Assets
Beginning of period		1,257,295,663			1,220,008,689
End of period	$	1,585,851,753		$	1,257,295,663
Undistributed Net Investment Income
End of period	$	10,517,876		$	13,356,828

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		337,861		$	77,321,034			177,476		$	33,377,136
Reinvestments		39,940			8,743,922			39,483			7,479,743
Redemptions		(646,198	)		(150,839,338	)		(425,058	)		(80,810,734	)
Net decrease		(268,397	)	$	(64,774,382	)		(208,099	)	$	(39,953,855	)
Class B
Sales		253,823		$	60,347,875			153,457		$	28,054,806
Reinvestments		15,917			3,398,401			16,767			3,099,091
Redemptions		(353,573	)		(81,268,989	)		(355,155	)		(65,568,302	)
Net decrease		(83,833	)	$	(17,522,713	)		(184,931	)	$	(34,414,405	)
Class E
Sales		18,197		$	4,151,731			24,464		$	4,534,345
Reinvestments		4,290			927,132			4,795			896,810
Redemptions		(108,957	)		(25,414,715	)		(115,606	)		(21,497,576	)
Net decrease		(86,470	)	$	(20,335,852	)		(86,347	)	$	(16,066,421	)
Decrease derived from capital shares transactions				$	(102,632,947	)				$	(90,434,681	)

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	198.30		$	179.02		$	169.21		$	148.14		$	105.95
Income (Loss) from Investment Operations
Net investment income (a)		1.98			2.22			1.73			1.67			1.19
Net realized and unrealized gain on investments		70.60			18.92			9.78			20.55			42.37
Total from investment operations		72.58			21.14			11.51			22.22			43.56
Less Distributions
Distributions from net investment income		(2.28	)		(1.86	)		(1.70	)		(1.15	)		(1.37	)
Total distributions		(2.28	)		(1.86	)		(1.70	)		(1.15	)		(1.37	)
Net Asset Value, End of Period	$	268.60		$	198.30		$	179.02		$	169.21		$	148.14
Total Return (%) (b)		36.85			11.86			6.76			15.04			41.56
Ratios/Supplemental Data
Ratio of expenses to average net assets (%)		0.83			0.85			0.84			0.84			0.85
Ratio of net investment income to average net assets (%)		0.84			1.17			0.97			1.09			0.97
Portfolio turnover rate (%)		22			23			30			39			143
Net assets, end of period (in millions)	$	970.0		$	769.4		$	731.8		$	876.7		$	857.0

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	193.14		$	174.44		$	164.99		$	144.56		$	103.30
Income (Loss) from Investment Operations
Net investment income (a)		1.36			1.69			1.30			1.27			0.84
Net realized and unrealized gain on investments		68.77			18.44			9.47			20.01			41.39
Total from investment operations		70.13			20.13			10.77			21.28			42.23
Less Distributions
Distributions from net investment income		(1.77	)		(1.43	)		(1.32	)		(0.85	)		(0.97	)
Total distributions		(1.77	)		(1.43	)		(1.32	)		(0.85	)		(0.97	)
Net Asset Value, End of Period	$	261.50		$	193.14		$	174.44		$	164.99		$	144.56
Total Return (%) (b)		36.51			11.58			6.49			14.76			41.20
Ratios/Supplemental Data
Ratio of expenses to average net assets (%)		1.08			1.10			1.09			1.09			1.10
Ratio of net investment income to average net assets (%)		0.59			0.92			0.75			0.85			0.71
Portfolio turnover rate (%)		22			23			30			39			143
Net assets, end of period (in millions)	$	505.0		$	389.2		$	383.8		$	384.0		$	353.7

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	195.57		$	176.60		$	166.99		$	146.26		$	104.55
Income (Loss) from Investment Operations
Net investment income (a)		1.60			1.89			1.46			1.41			0.97
Net realized and unrealized gain on investments		69.65			18.68			9.62			20.29			41.87
Total from investment operations		71.25			20.57			11.08			21.70			42.84
Less Distributions
Distributions from net investment income		(1.96	)		(1.60	)		(1.47	)		(0.97	)		(1.13	)
Total distributions		(1.96	)		(1.60	)		(1.47	)		(0.97	)		(1.13	)
Net Asset Value, End of Period	$	264.86		$	195.57		$	176.60		$	166.99		$	146.26
Total Return (%) (b)		36.65			11.69			6.60			14.87			41.34
Ratios/Supplemental Data
Ratio of expenses to average net assets (%)		0.98			1.00			0.99			0.99			1.00
Ratio of net investment income to average net assets (%)		0.68			1.01			0.83			0.94			0.81
Portfolio turnover rate (%)		22			23			30			39			143
Net assets, end of period (in millions)	$	110.8		$	98.8		$	104.4		$	118.6		$	121.3

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is Met/Artisan Mid Cap Value Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers three classes of shares: Class A, B, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-11

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-12

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to broker commission recapture reclasses and real estate investment trust (REIT) adjustments. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

At December 31, 2013, the Portfolio had investments in repurchase agreements with a gross value of $122,056,000, which is included as part of investments at value on the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at December 31, 2013.

MSF-13

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Directed Brokerage Agreement - The Trust has entered into a directed brokerage arrangement with State Street Global Markets (“SSGM”). Under this arrangement, the Portfolio directs certain trades to SSGM in return for a recapture credit. SSGM issues a cash rebate to the Portfolio. Amounts paid to the Portfolio are shown separately as broker commission recapture on the Statement of Operations of the Portfolio. Additionally, these amounts have been excluded from the calculation of the net ratio of expenses to average net assets presented in the Financial Highlights for each share class.

3. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at prearranged exposure levels.

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

4. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	297,479,675	$	0	$	465,422,953

During the year ended December 31, 2013, the Portfolio engaged in security transactions with other affiliated portfolios. These amounted to $7,792,959 in purchases of investments, which are included above.

5. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$11,692,397		0.820	%	Of the first $1 billion
		0.780	%	On amounts in excess of $1 billion

MSF-14

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. Artisan Partners Limited Partnership is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B and E Shares. Under the Distribution and Service Plan, the Class B and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

6. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

7. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$13,069,455	$	11,475,644	$	—	$	—	$	13,069,455	$	11,475,644

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards			Total
$10,571,106	$	—	$	460,712,261	$	(25,398,668	)	$	445,884,699

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as shortterm losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

During the year ended December 31, 2013, the Portfolio utilized capital loss carryforwards of $148,007,471.

As of December 31, 2013, the Portfolio had no post-enactment accumulated capital losses and the pre-enactment accumulated capital loss carryforwards expiring on December 31, 2017 were $25,398,668.

MSF-15

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of Met/Artisan Mid Cap Value Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Met/Artisan Mid Cap Value Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Met/Artisan Mid Cap Value Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 26, 2014

MSF-16

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.

MSF-17

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-18

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the Met/Artisan Mid Cap Value Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹ In addition to approving the existing Sub-Advisory Agreement, the Board also approved a new Sub-Advisory Agreement with the Sub-Adviser in light of an anticipated Sub-Adviser change of control, which is expected to occur in March 2014. The new Sub-Advisory Agreement is substantially identical to the existing Sub-Advisory Agreement and will replace the existing Sub-Advisory Agreement when the change of control occurs.

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-19

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the Met/Artisan Mid Cap Value Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board also considered that the Portfolio outperformed its benchmark, the Russell Midcap Value Index, for the one- and three-year periods ended October 31, 2013, and underperformed its benchmark for the five-year period ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper.

MSF-20

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the Met/Artisan Mid Cap Value Portfolio, the Board considered that the Portfolio’s actual management fees and total expenses (exclusive of 12b-1 fees) were below the Expense Group median, the Expense Universe median and the Sub-advised Expense Universe median. The Board further noted that the Portfolio’s contractual management fees were above the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also considered that the Portfolio’s contractual sub-advisory fees were above the average of the Sub-advised Expense Group and the Sub-advised Expense Universe at the Portfolio’s current size. The Board took into account management’s discussion of the Portfolio’s expenses.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the Met/Artisan Mid Cap Value Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-21

Metropolitan Series Fund

Met/Artisan Mid Cap Value Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-22

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Managed by Dimensional Fund Advisors LP

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A and B shares of the Met/Dimensional International Small Company Portfolio returned 27.94% and 27.60%, respectively. The Portfolio’s benchmark, the MSCI World ex-U.S. Small Cap Index¹, returned 25.55%.

MARKET ENVIRONMENT / CONDITIONS

In U.S. dollar terms, developed ex-U.S. markets had excellent aggregate returns in 2013, but still trailed the broad U.S. market by 12% (broad U.S. market as measured by the Russell 3000 Index). Returns, as measured by the MSCI World ex-USA Investable Market Index (net dividends), were 21.6%.

Dispersion at the individual country level remained substantial. For instance, the difference between the best-performing developed market, Ireland (+47.4%), and the worst-performing one, Singapore (+0.3%), was more than 47%. The U.S. dollar appreciated against the Japanese yen, the Australian dollar, and the Canadian dollar, and depreciated against the euro, the British pound, and the Swiss franc. As a result, currency fluctuations had a negative impact on the dollar-denominated returns of developed ex-U.S. equities. Across all regions, Telecommunication Services and Consumer Discretionary tended to be among the stronger sectors, while Real Estate Investment Trusts (“REITs”) and Materials were among the weaker.

Along the market capitalization dimension, conventional indices indicated a positive size premium as the MSCI World ex-U.S. Small Cap Index outperformed its large cap peer. At the regional level, Australia/New Zealand and Canada were exceptions to overall market trends with small caps underperforming large caps.

PORTFOLIO REVIEW / PERIOD END POSITIONING

For the year ended December 31, 2013, the Portfolio outperformed its benchmark index by 2.39%. Dimensional Fund Advisers LP defines the small cap universe differently than MSCI and as a result, the Portfolio had a lower allocation to Canada and a higher allocation to the United Kingdom, both of which contributed positively to the Portfolio’s relative performance as Canada underperformed and the United Kingdom outperformed relative to other developed markets. With REITs underperforming during the year, the Portfolio’s exclusion of REITs was a contributor to outperformance relative to the benchmark index. Within sectors, the Portfolio’s holdings of Industrials outperformed those in the benchmark, particularly among larger small cap stocks.

Relative to the index, the Portfolio’s holdings in Information Technology underperformed due to a few securities that appreciated rapidly and moved out of the Portfolio buy range but were held by the index until the next rebalance.

The Portfolio held approximately 3,700 securities as of December 31, 2013 and is well diversified across countries and sectors. As a reminder, the Portfolio’s allocations to countries and sectors are a result of our portfolio construction process and should not be interpreted as tactical allocation decisions.

Joseph Chi

Jed Fogdall

Henry Gray

Karen Umland

Portfolio Managers

Dimensional Fund Advisors LP

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-1

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

A $10,000 INVESTMENT COMPARED TO THE MSCI WORLD EX-U.S. SMALL CAP INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		Since Inception2
Met/Dimensional International Small Company Portfolio
Class A		27.94		17.44		17.18
Class B		27.60		17.13		16.88
MSCI World ex-U.S. Small Cap Index		25.55		18.45		18.18

¹ The MSCI World ex-U.S. Small Cap Index is an unmanaged index that measures the performance of stocks with market capitalizations between US $200 million and $800 million across 23 developed markets, excluding the United States. The index returns shown above were calculated with net dividends: they reflect the reinvestment of dividends after the deduction of the maximum possible withholding taxes.

² Inception date of the Class A and Class B shares is 10/31/08. Index since inception return is based on the Portfolio’s inception date.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
Alcatel-Lucent		0.7
Persimmon plc		0.4
Ashtead Group plc		0.4
GN Store Nord A/S		0.4
Spectris plc		0.3
Barratt Developments plc		0.3
Berkeley Group Holdings plc		0.3
Taylor Wimpey plc		0.3
Cobham plc		0.3
Deutsche Wohnen AG		0.3

Top Countries

	% of Market Value of Total Investments
United Kingdom		22.2
Japan		21.7
Canada		8.5
Germany		5.3
Australia		5.0
Switzerland		4.8
France		4.7
Sweden		3.7
Italy		3.3
Hong Kong		2.8

MSF-2

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

Met/Dimensional International Small Company Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.90	%	$	1,000.00	$	1,229.40	$	5.06
	Hypothetical*		0.90	%	$	1,000.00	$	1,020.67	$	4.58
Class B(a)	Actual		1.15	%	$	1,000.00	$	1,227.10	$	6.46
	Hypothetical*		1.15	%	$	1,000.00	$	1,019.41	$	5.85

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 6 of the Notes to Financial Statements.

MSF-3

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—99.4% of Net Assets

Security Description	Shares		Value
Australia—5.0%
ABM Resources NL (a)		145,014	$	2,849
Adelaide Brighton, Ltd.		230,220		756,693
Aditya Birla Minerals, Ltd. (a)		49,372		14,989
AED Oil, Ltd. (a) (b) (c)		93,946		0
Ainsworth Game Technology, Ltd.		39,892		156,718
AJ Lucas Group, Ltd. (a)		34,363		33,753
Alcyone Resources, Ltd. (a)		101,457		182
Alkane Resources, Ltd. (a)		120,355		36,754
Alliance Resources, Ltd. (a)		81,385		9,484
Altium, Ltd.		6,736		13,991
Altona Mining, Ltd. (a)		67,875		10,033
AMA Group, Ltd.		90,664		27,576
Amalgamated Holdings, Ltd.		32,994		241,386
Amcom Telecommunications, Ltd.		122,691		238,842
Ansell, Ltd.		75,709		1,398,696
Antares Energy, Ltd. (a)		111,036		54,607
AP Eagers, Ltd.		223		988
APN News & Media, Ltd. (a) (d)		240,460		96,623
Aquarius Platinum, Ltd. (a)		39,840		27,038
Aquila Resources, Ltd. (a)		54,538		112,029
Arafura Resources, Ltd. (a)		91,975		6,409
ARB Corp., Ltd.		25,332		265,117
Aristocrat Leisure, Ltd. (d)		202,271		847,393
Arrium, Ltd.		779,809		1,219,228
ASG Group, Ltd. (a)		59,850		21,974
Atlantic, Ltd. (a)		22,059		3,547
Atlas Iron, Ltd.		440,611		455,605
Aurora Oil & Gas, Ltd. (a)		197,317		533,563
Ausdrill, Ltd.		152,607		141,163
Ausenco, Ltd.		72,770		40,978
Austal, Ltd. (a)		66,437		51,739
Austbrokers Holdings, Ltd.		20,900		224,034
Austin Engineering, Ltd.		26,257		86,827
Australian Agricultural Co., Ltd. (a)		211,378		235,957
Australian Infrastructure Fund, Ltd.		269,584		1,204
Australian Pharmaceutical Industries, Ltd.		174,311		93,761
Automotive Holdings Group, Ltd.		102,926		347,566
Aveo Group		72,034		132,604
AVJennings, Ltd. (a)		10,332		5,631
AWE, Ltd. (a)		335,940		402,129
Azonto Petroleum, Ltd. (a)		162,011		3,625
Bandanna Energy, Ltd. (a) (d)		179,193		27,296
BC Iron, Ltd.		62,731		290,829
Beach Energy, Ltd.		676,773		864,611
Beadell Resources, Ltd. (a)		102,327		72,172
Bentham IMF, Ltd.		28,777		44,988
Berkeley Resources, Ltd. (a)		25,720		5,390
Billabong International, Ltd. (a)		204,074		92,002
Blackmores, Ltd.		5,962		111,000
Blackthorn Resources, Ltd. (a)		28,882		6,745
Boart Longyear, Ltd. (d)		232,690		80,388
Boom Logistics, Ltd. (a)		73,674		8,943
Bradken, Ltd. (d)		90,619		488,080
Breville Group, Ltd.		42,911		342,287
Brickworks, Ltd.		4,295		54,838
BT Investment Management, Ltd.		11,643		59,918
Buccaneer Energy, Ltd. (a) (b)		246,364		5,074
Australia—(Continued)
Buru Energy, Ltd. (a) (d)		23,457		36,714
Cabcharge Australia, Ltd. (d)		55,813		198,934
Cape Lambert Resources, Ltd. (a)		97,229		11,290
Capral, Ltd. (a)		136,176		18,961
Cardno, Ltd. (d)		46,504		287,219
Carnarvon Petroleum, Ltd. (a)		251,902		14,434
carsales.com, Ltd.		94,922		863,783
Cash Converters International, Ltd.		139,149		120,518
Cedar Woods Properties, Ltd.		26,836		183,346
Ceramic Fuel Cells, Ltd. (a)		142,981		4,871
Chalice Gold Mines, Ltd. (a)		25,904		3,125
Chandler Macleod Group, Ltd.		16,111		6,476
Citigold Corp., Ltd. (a)		104,691		4,327
Clinuvel Pharmaceuticals, Ltd. (a)		8,760		7,430
Coal of Africa, Ltd. (a)		133,534		12,519
Coalspur Mines, Ltd. (a) (d)		94,441		19,418
Cockatoo Coal, Ltd. (a)		674,454		24,106
Codan, Ltd.		48,344		48,483
Coffey International, Ltd. (a)		63,637		13,952
Collection House, Ltd.		19,217		32,274
Collins Foods, Ltd.		4,975		8,134
Comet Ridge, Ltd. (a)		6,288		932
Cooper Energy, Ltd. (a)		123,859		50,497
Coventry Group, Ltd.		2,905		7,551
Credit Corp. Group, Ltd.		13,415		115,768
Crowe Horwath Australasia, Ltd.		93,561		28,843
CSG, Ltd. (a)		35,179		28,885
CSR, Ltd.		282,278		670,148
Cudeco, Ltd. (a)		51,210		82,722
Cue Energy Resources, Ltd. (a)		171,183		20,026
Data #3, Ltd.		55,471		46,635
David Jones, Ltd. (d)		263,552		712,970
Decmil Group, Ltd. (d)		82,140		181,924
Deep Yellow, Ltd. (a)		271,919		4,394
Devine, Ltd. (a)		46,180		33,299
Discovery Metals, Ltd. (a)		117,087		5,573
Domino’s Pizza Enterprises, Ltd.		21,779		314,971
Downer EDI, Ltd.		238,347		1,040,114
Drillsearch Energy, Ltd. (a)		218,929		265,080
DuluxGroup, Ltd.		190,998		917,312
DWS, Ltd.		36,847		40,523
Echo Entertainment Group, Ltd.		45,092		99,076
Elders, Ltd. (a) (d)		150,466		15,487
Elemental Minerals, Ltd. (a)		26,469		7,785
Emeco Holdings, Ltd.		314,914		63,635
Empire Oil & Gas NL (a)		591,457		5,808
Energy Resources of Australia, Ltd. (a)		40,323		45,387
Energy World Corp., Ltd. (a)		389,239		132,127
Envestra, Ltd.		514,190		524,206
Equatorial Resources, Ltd. (a)		18,658		10,998
Equity Trustees, Ltd.		452		8,081
ERM Power, Ltd.		6,161		13,204
eServGlobal, Ltd. (a)		43,068		30,396
Ethane Pipeline Income Fund		3,869		6,080
Euroz, Ltd.		21,953		23,149
Evolution Mining, Ltd.		113,688		62,950
Fairfax Media, Ltd. (d)		944,011		539,614

See accompanying notes to financial statements.

MSF-4

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Australia—(Continued)
Fantastic Holdings, Ltd.		1,151	$	2,104
FAR, Ltd. (a)		882,955		31,548
Finbar Group, Ltd.		6,909		9,854
Fleetwood Corp., Ltd. (d)		30,946		88,150
FlexiGroup, Ltd.		50,884		203,215
Flinders Mines, Ltd. (a)		606,380		17,381
Focus Minerals, Ltd. (a)		1,919,942		20,572
Forge Group, Ltd.		34,499		53,667
Funtastic, Ltd.		88,662		13,836
G8 Education, Ltd.		59,161		167,534
Galaxy Resources, Ltd. (a)		75,661		3,175
Geodynamics, Ltd. (a)		82,317		5,806
Gindalbie Metals, Ltd. (a)		346,087		30,911
Global Construction Services, Ltd.		9,380		4,032
Goodman Fielder, Ltd.		1,046,927		641,726
GrainCorp, Ltd. - Class A		92,744		704,002
Grange Resources, Ltd.		120,000		27,335
Greencross, Ltd.		653		4,974
Greenland Minerals & Energy, Ltd. (a)		69,811		12,781
Gryphon Minerals, Ltd. (a) (d)		118,469		18,173
GUD Holdings, Ltd. (d)		44,683		229,866
Gunns, Ltd. (a) (b) (c) (d)		309,759		0
GWA Group, Ltd.		136,751		371,373
Hansen Technologies, Ltd.		17,614		19,174
HFA Holdings, Ltd.		45,623		29,762
Highlands Pacific, Ltd. (a)		173,904		9,251
Hillgrove Resources, Ltd. (a)		207,073		16,672
Hills, Ltd.		80,453		125,305
Horizon Oil, Ltd. (a) (d)		652,736		178,204
Icon Energy, Ltd. (a)		157,110		22,480
IDM International, Ltd. (a) (b)		49,237		1,715
iiNET, Ltd.		65,072		379,569
Imdex, Ltd.		98,650		54,636
Independence Group NL		108,194		302,726
Indophil Resources NL (a)		149,398		21,995
Infigen Energy, Ltd. (a) (d)		282,132		65,503
Infomedia, Ltd.		67,545		35,705
Integrated Research, Ltd.		28,972		26,717
International Ferro Metals, Ltd. (a)		82,765		13,420
Intrepid Mines, Ltd. (a)		177,715		49,977
Invocare, Ltd.		52,100		513,872
IOOF Holdings, Ltd.		114,401		916,817
Iress, Ltd.		67,088		566,628
Iron Ore Holdings, Ltd. (a)		17,526		14,084
JB Hi-Fi, Ltd. (d)		50,520		972,818
Jumbo Interactive, Ltd.		17,427		34,449
Jupiter Mines, Ltd. (a)		63,164		4,504
K&S Corp., Ltd.		1,802		2,958
Kagara, Ltd. (a) (b) (c) (d)		131,297		14,068
Kangaroo Resources, Ltd. (a)		305,630		3,821
Karoon Gas Australia, Ltd. (a)		75,600		293,376
Kingsgate Consolidated, Ltd.		54,831		45,915
Kingsrose Mining, Ltd. (a)		83,494		25,014
Linc Energy, Ltd. (a)		152,753		183,989
Liquefied Natural Gas, Ltd. (a)		11,253		2,967
Lycopodium, Ltd.		6,953		25,949
M2 Telecommunications Group, Ltd.		70,760		396,238
Australia—(Continued)
MACA, Ltd.		65,585		154,060
Macmahon Holdings, Ltd. (a)		557,730		72,734
Macquarie Atlas Roads Group		97,706		240,042
Macquarie Telecom Group, Ltd.		3,983		29,494
Mastermyne Group, Ltd.		5,402		3,714
Matrix Composites & Engineering, Ltd. (a)		14,874		10,163
Maverick Drilling & Exploration, Ltd. (a)		35,970		14,227
MaxiTRANS Industries, Ltd. (d)		59,013		62,825
Mayne Pharma Group, Ltd. (a)		64,238		42,440
McPherson’s, Ltd.		34,460		47,760
Medusa Mining, Ltd. (a)		60,972		111,764
Melbourne IT, Ltd.		36,135		57,085
MEO Australia, Ltd. (a)		220,030		8,447
Mermaid Marine Australia, Ltd.		116,821		354,742
Metals X, Ltd. (a)		199,551		30,395
Metgasco, Ltd. (a)		117,719		8,587
Metminco, Ltd. (a)		116,326		3,239
Mincor Resources NL		105,687		56,144
Mineral Deposits, Ltd. (a)		44,307		110,856
Mineral Resources, Ltd.		61,208		648,971
Molopo Energy, Ltd. (a)		70,758		11,419
Monadelphous Group, Ltd. (d)		42,455		707,444
Morning Star Gold NL (a) (b) (c)		33,455		3,286
Mortgage Choice, Ltd.		48,689		124,924
Mount Gibson Iron, Ltd.		439,215		399,726
Myer Holdings, Ltd. (d)		297,624		731,939
MyState, Ltd.		2,711		11,789
Nanosonics, Ltd. (a)		44,660		33,611
Navitas, Ltd.		96,272		554,642
Neon Energy, Ltd. (a) (d)		259,085		62,484
Newsat, Ltd. (a)		113,333		45,552
Nexus Energy, Ltd. (a)		625,142		39,233
NIB Holdings, Ltd.		238,467		581,418
Nick Scali, Ltd.		16,348		38,610
Nido Petroleum, Ltd. (a)		522,236		16,843
Noble Mineral Resources, Ltd. (a) (b) (c)		83,737		673
Northern Iron, Ltd. (a)		90,404		17,762
Northern Star Resources, Ltd.		163,091		114,932
NRW Holdings, Ltd.		162,933		200,323
Nufarm, Ltd. (d)		92,426		362,760
Oakton, Ltd.		44,988		64,250
Orocobre, Ltd. (a)		38,552		85,716
OrotonGroup, Ltd.		11,425		45,055
Otto Energy, Ltd. (a)		308,140		27,668
OZ Minerals, Ltd. (d)		103,887		292,378
Pacific Brands, Ltd.		621,651		356,051
Paladin Energy, Ltd. (a) (d)		473,815		197,720
Pan Pacific Petroleum NL (a)		55,564		5,211
PanAust, Ltd.		258,090		418,407
Panoramic Resources, Ltd.		146,618		32,736
PaperlinX, Ltd. (a)		340,846		14,299
Patties Foods, Ltd.		33,186		41,211
Peak Resources, Ltd. (a)		34,546		2,067
Peet, Ltd. (a)		110,439		133,008
Peninsula Energy, Ltd. (a)		454,116		8,473
Perpetual, Ltd.		18,730		809,489
Perseus Mining, Ltd. (a)		160,823		35,558

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Australia—(Continued)
Pharmaxis, Ltd. (a) (d)		132,843	$	12,462
Phosphagenics, Ltd. (a)		345,965		35,539
Platinum Australia, Ltd. (a) (c)		116,796		1,047
Pluton Resources, Ltd. (a)		48,332		7,347
PMP, Ltd. (a)		158,703		57,339
Premier Investments, Ltd.		44,992		329,736
Primary Health Care, Ltd. (d)		239,765		1,060,009
Prime Media Group, Ltd.		32,717		30,679
Programmed Maintenance Services, Ltd.		67,178		209,971
Quickstep Holdings, Ltd. (a)		31,204		6,132
Ramelius Resources, Ltd. (a)		155,944		13,574
RCG Corp., Ltd. (d)		51,116		34,095
RCR Tomlinson, Ltd.		68,177		223,508
REA Group, Ltd.		15,908		536,538
Reckon, Ltd.		46,318		89,754
Red Fork Energy, Ltd. (a) (d)		237,685		80,644
Redflex Holdings, Ltd.		19,984		20,268
Regional Express Holdings, Ltd. (a)		9,952		8,216
Regis Resources, Ltd.		164,684		431,004
Reject Shop, Ltd. (The) (d)		17,811		275,860
Resolute Mining, Ltd. (a)		248,330		124,062
Resource Generation, Ltd. (a)		58,515		9,387
Retail Food Group, Ltd.		60,352		248,038
Rex Minerals, Ltd. (a)		42,465		18,200
Ridley Corp., Ltd. (a)		123,003		95,219
Roc Oil Co., Ltd. (a)		416,062		182,215
RungePincockMinarco, Ltd. (a)		4,190		2,628
Ruralco Holdings, Ltd.		5,756		16,717
SAI Global, Ltd. (d)		106,126		368,241
Salmat, Ltd.		45,807		87,222
Samson Oil & Gas, Ltd. (a)		581,639		11,897
Sandfire Resources NL (a) (d)		47,114		271,841
Santana Minerals, Ltd. (a)		8,860		831
Saracen Mineral Holdings, Ltd. (a)		238,931		39,824
Sedgman, Ltd.		48,829		29,662
Select Harvests, Ltd.		15,247		74,905
Senex Energy, Ltd. (a)		409,015		270,445
Servcorp, Ltd.		18,320		65,109
Service Stream, Ltd.		56,942		9,423
Sigma Pharmaceuticals, Ltd.		621,692		361,837
Sihayo Gold, Ltd. (a)		181,026		4,849
Silex Systems, Ltd. (a)		28,112		57,723
Silver Chef, Ltd.		6,956		32,497
Silver Lake Resources, Ltd. (a) (d)		112,092		53,932
Sims Metal Management, Ltd. (a)		81,094		788,927
Sirtex Medical, Ltd.		20,982		220,469
Skilled Group, Ltd.		87,824		267,686
Slater & Gordon, Ltd.		29,921		129,335
SMS Management & Technology, Ltd. (d)		42,700		152,183
Southern Cross Electrical Engineering, Ltd.		22,440		15,226
Southern Cross Media Group, Ltd.		328,410		495,815
Spark Infrastructure Group		248,530		360,718
Specialty Fashion Group, Ltd.		57,983		47,401
St. Barbara, Ltd. (a)		192,892		45,220
Starpharma Holdings, Ltd. (a) (d)		81,789		63,175
Straits Resources, Ltd. (a) (d)		39,613		286
Strike Energy, Ltd. (a)		163,211		13,114
Australia—(Continued)
STW Communications Group, Ltd.		187,396		251,172
Sundance Energy Australia, Ltd. (a)		78,828		70,138
Sundance Resources, Ltd. (a) (d)		819,104		69,483
Sunland Group, Ltd.		73,931		90,808
Super Retail Group, Ltd.		59,825		710,131
Swick Mining Services, Ltd.		56,563		15,237
TABCORP Holdings, Ltd.		14,646		47,489
Tanami Gold NL (a)		108,623		2,145
Tap Oil, Ltd. (a)		148,197		67,068
Tassal Group, Ltd.		66,700		196,562
Technology One, Ltd.		85,252		174,304
Ten Network Holdings, Ltd. (a) (d)		750,180		187,701
TFS Corp., Ltd.		78,407		71,307
Thorn Group, Ltd.		71,456		138,540
Tiger Resources, Ltd. (a)		430,981		132,799
Toro Energy, Ltd. (a)		75,052		5,168
Tox Free Solutions, Ltd.		76,909		239,729
TPG Telecom, Ltd.		129,752		618,013
Transfield Services, Ltd.		248,514		199,671
Transpacific Industries Group, Ltd. (a)		525,544		549,321
Treasury Group, Ltd.		3,740		29,756
Troy Resources, Ltd. (a) (d)		41,952		29,393
UGL, Ltd. (d)		29,320		192,115
Unity Mining, Ltd. (a)		173,949		6,371
UXC, Ltd.		144,893		129,699
Village Roadshow, Ltd.		32,709		220,812
Virgin Australia Holdings, Ltd. (a)		1,314,763		446,284
Virgin Australia International Holding, Ltd. (b) (c)		968,773		1
Vision Eye Institute, Ltd. (a)		37,056		23,201
Vocus Communications, Ltd.		24,723		77,280
Warrnambool Cheese & Butter Factory Co. Holding, Ltd.		16,058		132,881
Watpac, Ltd. (a)		37,999		32,722
WDS, Ltd.		55,558		42,224
Webjet, Ltd. (d)		22,295		63,134
Western Areas, Ltd. (d)		90,581		192,227
Western Desert Resources, Ltd. (a)		64,456		42,297
White Energy Co., Ltd. (a) (d)		78,162		12,932
Wide Bay Australia, Ltd.		9,275		46,569
Wotif.com Holdings, Ltd.		57,535		142,326
				49,911,950
Austria—0.9%
A-TEC Industries AG (a) (b) (c) (d)		1,749		0
Agrana Beteiligungs AG (d)		1,694		200,988
AMS AG		5,826		706,806
Austria Technologie & Systemtechnik AG		8,022		78,906
CA Immobilien Anlagen AG (a) (d)		22,098		391,852
CAT Oil AG		9,471		263,176
DO & Co. AG		638		32,617
EVN AG (d)		20,562		326,489
Flughafen Wien AG		6,864		575,993
Frauenthal Holding AG		270		3,345
Kapsch TrafficCom AG (d)		3,069		171,621
Lenzing AG (d)		5,322		304,709

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Austria—(Continued)
Mayr Melnhof Karton AG		4,652	$	577,902
Oberbank AG		174		11,610
Oesterreichische Post AG		18,004		862,697
Palfinger AG		7,563		300,167
POLYTEC Holding AG		10,783		100,832
RHI AG (d)		14,831		460,179
Rosenbauer International AG		1,972		160,778
S IMMO AG (a)		35,979		261,888
Schoeller-Bleckmann Oilfield Equipment AG		5,616		623,210
Semperit AG Holding		6,630		329,639
Strabag SE		10,968		323,612
Telekom Austria AG		7,113		53,859
Uniqa Insurance Group AG		11,945		152,830
Wienerberger AG (d)		71,414		1,140,024
Wolford AG (a)		1,065		26,702
Zumtobel AG		19,568		305,631
				8,748,062
Belgium—1.2%
Ablynx NV (a)		16,588		159,756
Ackermans & van Haaren NV (d)		14,601		1,710,748
AGFA-Gevaert NV (a) (c)		125,762		304,687
Arseus NV		13,446		511,298
Atenor Group		1,048		49,398
Banque Nationale de Belgique		124		507,190
Barco NV		8,211		640,831
Cie d’Entreprises CFE		5,563		495,707
Cie Immobiliere de Belgique S.A.		1,054		52,188
Cie Maritime Belge S.A.		8,912		277,382
D’ieteren S.A.		13,290		662,290
Deceuninck NV (a) (c)		49,164		115,732
Econocom Group		37,316		426,186
Elia System Operator S.A.		16,162		749,716
Euronav NV (a) (b)		11,523		137,117
EVS Broadcast Equipment S.A.		8,288		536,193
Exmar NV		17,359		265,773
Galapagos NV (a)		16,401		346,144
Gimv NV		250		13,065
Hamon & CIE S.A. (a)		300		6,224
Ion Beam Applications (a)		11,487		123,389
Jensen-Group NV		738		13,372
Kinepolis Group NV		2,580		409,090
Lotus Bakeries		161		158,113
Melexis NV		13,858		441,883
Mobistar S.A.		1,689		32,070
NV Bekaert S.A. (d)		18,666		660,366
Nyrstar (a) (c) (d)		85,533		272,941
Picanol (a)		1,699		57,368
RealDolmen NV (a)		1,200		32,524
Recticel S.A.		13,561		105,173
Rentabiliweb Group (a)		440		4,807
Resilux		55		7,056
RHJ International (a)		2,453		12,450
Roularta Media Group NV (a)		1,629		24,146
Sioen Industries NV		5,558		64,841
Sipef S.A.		3,850		305,666
Belgium—(Continued)
Tessenderlo Chemie NV (c) (d)		16,495		432,071
ThromboGenics NV (a) (d)		18,561		515,593
Van de Velde NV		5,079		254,663
Viohalco S.A. (a)		45,397		231,699
				12,126,906
Canada—8.4%
5N Plus, Inc. (a) (d)		33,732		75,577
Aastra Technologies, Ltd.		4,512		187,743
Aberdeen International, Inc. (a)		9,500		1,028
Absolute Software Corp.		26,054		169,973
Acadian Timber Corp.		3,800		43,822
Advantage Oil & Gas, Ltd. (a)		117,131		508,330
Aecon Group, Inc.		40,222		609,246
AG Growth International, Inc. (d)		7,238		304,238
AGF Management, Ltd. - Class B (d)		66,450		830,117
AgJunction, Inc. (a)		12,375		13,281
Ainsworth Lumber Co., Ltd. (a)		57,353		225,147
Air Canada - Class A (a)		15,459		107,838
Akita Drilling, Ltd. - Class A		2,003		29,774
Alacer Gold Corp.		38,050		77,730
Alamos Gold, Inc. (d)		69,532		842,435
Alaris Royalty Corp. (d)		6,854		192,731
Alexco Resource Corp. (a) (d)		29,109		36,720
Algoma Central Corp.		4,410		68,916
Algonquin Power & Utilities Corp. (d)		93,226		644,179
Alliance Grain Traders, Inc.		7,901		122,578
Alterra Power Corp. (a)		168,776		46,871
Altius Minerals Corp. (a) (d)		9,660		111,400
Altus Group, Ltd.		14,488		229,135
Alvopetro Energy, Ltd. (a)		52,442		60,724
Amerigo Resources, Ltd. (a)		44,359		16,704
Amica Mature Lifestyles, Inc.		11,291		85,991
Anderson Energy, Ltd. (a)		46,999		6,416
Andrew Peller, Ltd. - Class A		1,139		14,915
Antrim Energy, Inc. (a)		58,587		3,309
Argonaut Gold, Inc. (a)		37,825		189,437
Arsenal Energy, Inc.		8,955		42,994
Asanko Gold, Inc. (a)		23,027		37,069
Atrium Innovations, Inc. (a) (d)		14,800		338,564
ATS Automation Tooling Systems, Inc. (a)		47,088		602,868
Augusta Resource Corp. (a) (d)		16,090		22,872
AuRico Gold, Inc.		126,230		463,447
AutoCanada, Inc. (d)		10,728		463,458
Avalon Rare Metals, Inc. (a)		28,205		15,400
Avigilon Corp. (a)		419		12,129
Axia NetMedia Corp. (a)		32,333		76,096
B2Gold Corp. (a)		148,473		304,703
Badger Daylighting, Ltd.		6,254		501,910
Ballard Power Systems, Inc. (a) (d)		58,407		88,525
Bankers Petroleum, Ltd. (a) (d)		167,493		689,051
Bauer Performance Sports, Ltd. (a)		12,635		168,546
Bellatrix Exploration, Ltd. (a) (d)		79,980		588,035
Bengal Energy, Ltd. (a)		9,533		5,385
Birchcliff Energy, Ltd. (a) (d)		58,552		400,728
Bird Construction, Inc. (d)		9,212		112,738

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Canada—(Continued)
Black Diamond Group, Ltd. (d)		19,812	$	559,529
BlackPearl Resources, Inc. (a) (d)		117,817		251,772
BMTC Group, Inc. - Class A		5,387		67,956
BNK Petroleum, Inc. (a)		16,642		26,633
Bonterra Energy Corp. (d)		6,612		337,058
Boralex, Inc. - Class A (a) (d)		13,002		132,437
Brigus Gold Corp. (a) (d)		90,920		71,897
Brookfield Real Estate Services, Inc.		800		10,054
Brookfield Residential Properties, Inc. (a) (d)		8,385		203,024
Calfrac Well Services, Ltd.		20,244		590,787
Calian Technologies, Ltd.		4,196		79,871
Calvalley Petroleums, Inc. - Class A (a)		19,422		32,911
Canaccord Financial, Inc. (d)		54,653		357,579
Canacol Energy, Ltd. (a)		32,061		215,199
Canada Bread Co., Ltd.		139		9,029
Canada Lithium Corp. (a)		230,227		79,108
Canadian Energy Services & Technology Corp. (d)		23,479		511,023
Canadian Western Bank (d)		28,887		1,051,326
Canam Group, Inc.		22,324		286,025
CanElson Drilling, Inc.		27,317		172,298
Canexus Corp. (d)		42,160		284,176
Canfor Corp. (a)		38,159		957,702
Canfor Pulp Products, Inc. (d)		21,696		209,760
Cangene Corp. (a)		11,169		35,960
CanWel Building Materials Group, Ltd.		28,809		79,464
Canyon Services Group, Inc.		31,600		357,573
Capital Power Corp. (d)		43,408		870,408
Capstone Infrastructure Corp. (d)		49,417		165,615
Capstone Mining Corp. (a)		178,046		502,836
Carpathian Gold, Inc. (a)		84,878		7,191
Cascades, Inc.		46,236		299,462
Cash Store Financial Services, Inc. (The) (a)		3,705		5,755
Cathedral Energy Services, Ltd. (d)		19,242		92,564
CCL Industries, Inc. - Class B		13,368		996,953
Celestica, Inc. (a)		100,007		1,039,397
Centerra Gold, Inc.		19,963		81,186
Cequence Energy, Ltd. (a) (d)		86,636		145,991
Cervus Equipment Corp.		1,370		30,837
Chaparral Gold Corp. (a)		15,698		4,729
China Gold International Resources Corp., Ltd. (a)		88,813		225,743
Chinook Energy, Inc. (a)		15,717		17,163
Churchill Corp. - Class A		11,157		99,150
Cineplex, Inc. (d)		27,567		1,143,424
Clairvest Group, Inc.		200		4,332
Clarke, Inc.		1,730		13,013
Claude Resources, Inc. (a)		78,467		10,342
Clearwater Seafoods, Inc.		1,500		11,607
Cogeco Cable, Inc.		9,471		427,789
Cogeco, Inc.		2,004		92,404
Colabor Group, Inc.		9,830		43,586
COM DEV International, Ltd. (a)		44,065		155,145
Computer Modelling Group, Ltd.		14,460		362,232
Connacher Oil and Gas, Ltd. (a)		280,466		46,205
Contrans Group, Inc. - Class A		15,374		192,202
Copper Mountain Mining Corp. (a) (d)		57,011		90,166
Corby Spirit and Wine, Ltd. (d)		11,141		212,909
Canada—(Continued)
Corridor Resources, Inc. (a)		21,385		25,970
Corus Entertainment, Inc. - B Shares (d)		42,940		1,039,696
Cott Corp.		56,748		456,762
Crew Energy, Inc. (a)		69,029		414,596
Crocotta Energy, Inc. (a)		41,143		115,421
Davis & Henderson Corp. (d)		34,607		970,527
DeeThree Exploration, Ltd. (a)		46,204		416,260
Delphi Energy Corp. (a)		95,850		175,052
Denison Mines Corp. (a)		247,548		300,623
Descartes Systems Group, Inc. (The) (a)		34,536		461,984
DHX Media, Ltd. (d)		35,825		188,863
DirectCash Payments, Inc. (d)		5,874		100,697
Dominion Diamond Corp. (a)		43,482		623,264
Dorel Industries, Inc. - Class B		13,456		512,525
DragonWave, Inc. (a)		18,544		25,662
Duluth Metals, Ltd. (a)		31,662		23,249
Dundee Precious Metals, Inc. (a)		59,580		172,192
Dynasty Metals & Mining, Inc. (a)		8,618		7,221
E-L Financial Corp., Ltd.		151		100,927
Eastern Platinum, Ltd. (a)		420,034		29,656
easyhome, Ltd.		2,000		32,572
Eco Oro Minerals Corp. (a)		16,900		7,637
EcoSynthetix, Inc. (a)		800		2,071
EGI Financial Holdings, Inc.		900		11,641
Enbridge Income Fund Holdings, Inc. (d)		25,948		577,708
Endeavour Mining Corp. (a)		114,590		51,780
Endeavour Silver Corp. (a)		38,900		140,622
Enerflex, Ltd.		10,930		154,342
Energy Fuels, Inc. (a) (d)		4,125		23,649
Enghouse Systems, Ltd.		8,877		274,938
Entree Gold, Inc. (a)		15,350		4,480
Epsilon Energy, Ltd. (a)		27,905		88,792
Equal Energy, Ltd.		10,687		56,944
Equitable Group, Inc.		5,801		277,203
Equity Financial Holdings, Inc. (a)		1,100		12,789
Essential Energy Services Trust (a) (d)		68,226		187,545
Evertz Technologies, Ltd.		14,549		210,651
Excellon Resources, Inc. (a)		21,284		21,840
Exchange Income Corp. (d)		9,565		203,501
Exco Technologies, Ltd.		13,332		105,426
Exeter Resource Corp. (a)		11,335		6,189
EXFO, Inc. (a) (d)		15,843		75,468
Extendicare Inc. (d)		45,167		289,987
Fiera Capital Corp.		1,403		18,742
Firm Capital Mortgage Investment Corp.		2,307		26,496
First Majestic Silver Corp. (a)		40,360		396,286
First National Financial Corp.		5,807		123,547
FirstService Corp. (d)		12,580		541,807
Forsys Metals Corp. (a)		25,356		10,025
Fortress Paper, Ltd. - Class A (a) (d)		7,338		29,152
Fortuna Silver Mines, Inc. (a) (d)		78,401		225,110
Fortune Minerals, Ltd. (a)		11,100		2,821
Gamehost, Inc.		7,859		110,163
Gasfrac Energy Services, Inc. (a)		6,993		11,850
Genesis Land Development Corp. (a)		17,608		56,525
Genivar, Inc. (d)		18,898		561,114
Glacier Media, Inc.		9,600		12,201

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Canada—(Continued)
Glentel, Inc. (d)		7,499	$	100,246
GLG Life Tech Corp. (a)		3,198		1,505
Gluskin Sheff + Associates, Inc.		10,833		262,093
GLV, Inc. - Class A (a)		12,735		52,870
GMP Capital, Inc.		40,036		264,582
Golden Star Resources, Ltd. (a) (d)		142,170		66,919
Gran Tierra Energy, Inc. (a)		157,209		1,146,971
Great Canadian Gaming Corp. (a)		32,000		441,026
Great Panther Silver, Ltd. (a)		67,206		48,716
Guyana Goldfields, Inc. (a) (d)		41,155		63,539
Hanfeng Evergreen, Inc. (a)		12,100		4,556
Heroux-Devtek, Inc. (a)		15,800		164,210
High Liner Foods, Inc.		2,800		126,102
HNZ Group, Inc. (d)		5,368		108,699
Home Capital Group, Inc.		13,384		1,019,691
Horizon North Logistics, Inc. (d)		56,814		532,172
HudBay Minerals, Inc.		106,334		874,897
Imax Corp. (a)		20,939		615,837
Imperial Metals Corp. (a)		23,826		358,652
Imris, Inc. (a)		14,626		22,856
Indigo Books & Music, Inc.		1,986		15,593
Innergex Renewable Energy, Inc. (d)		40,252		401,667
International Forest Products, Ltd. - Class A (a)		35,592		450,324
International Tower Hill Mines, Ltd. (a)		21,604		8,440
Intertape Polymer Group, Inc.		30,446		402,125
Ithaca Energy, Inc. (a)		146,116		367,267
Ivanhoe Energy, Inc. (a) (d)		44,568		26,852
Ivernia, Inc. (a)		71,989		9,488
Jaguar Mining, Inc. (a) (d)		44,308		1,668
Just Energy Group, Inc. (d)		71,905		514,453
K-Bro Linen, Inc.		4,038		150,534
Katanga Mining, Ltd. (a)		26,500		11,351
Kelt Exploration, Ltd. (a)		16,500		146,011
Killam Properties, Inc. (d)		31,951		315,224
Kingsway Financial Services, Inc. (a)		8,765		34,243
Kirkland Lake Gold, Inc. (a) (d)		26,382		63,828
Lake Shore Gold Corp. (a)		187,975		85,825
Laramide Resources, Ltd. (a)		6,531		2,490
Laurentian Bank of Canada		21,718		959,293
Le Chateau, Inc. - Class A (a)		2,899		9,170
Legacy Oil + Gas, Inc. (a)		78,837		454,950
Leisureworld Senior Care Corp. (d)		19,276		207,232
Leon’s Furniture, Ltd.		13,469		177,896
Lightstream Resources, Ltd. (d)		108,373		599,890
Linamar Corp.		27,000		1,123,210
Liquor Stores N.A., Ltd.		13,560		179,609
Long Run Exploration, Ltd. (a)		56,849		287,389
Lucara Diamond Corp. (a)		53,900		87,783
Mainstreet Equity Corp. (a)		3,700		127,066
Major Drilling Group International, Inc. (d)		54,870		397,223
Manitoba Telecom Services, Inc. (d)		12,054		336,911
Maple Leaf Foods, Inc. (d)		55,470		876,763
Martinrea International, Inc. (d)		53,037		389,446
Maxim Power Corp. (a)		2,800		8,409
MBAC Fertilizer Corp. (a) (d)		37,132		54,182
McCoy Corp.		6,943		44,642
Canada—(Continued)
McEwen Mining - Minera Andes Andes Acquisition Corp. (a) (d)		29,122		55,653
Mediagrif Interactive Technologies, Inc.		4,916		87,005
Medical Facilities Corp. (d)		9,958		168,177
MEGA Brands, Inc. (a) (d)		8,058		115,380
Mega Uranium, Ltd. (a)		53,800		4,558
Melcor Developments, Ltd.		2,181		41,166
Mercator Minerals, Ltd. (a)		15,910		1,423
MGM Energy Corp. (a)		6,492		978
Migao Corp. (a) (d)		20,785		19,958
Minco Silver Corp. (a)		10,913		7,191
Mood Media Corp. (a)		57,391		44,843
Morneau Shepell, Inc. (d)		27,362		397,197
MTY Food Group, Inc.		1,365		44,050
Mullen Group, Ltd. (d)		49,781		1,330,461
Nautilus Minerals, Inc. (a)		52,914		11,955
Nevada Copper Corp. (a)		10,550		13,408
Nevsun Resources, Ltd. (d)		116,926		388,561
New Flyer Industries, Inc. (d)		9,332		93,034
Newalta Corp. (d)		23,114		379,050
NGEx Resources, Inc. (a)		4,800		6,462
Niko Resources, Ltd. (a) (d)		15,963		38,170
Norbord, Inc. (d)		13,816		440,395
Nordion, Inc. (a)		51,425		436,671
North American Energy Partners, Inc. (a)		14,743		86,050
North American Palladium, Ltd. (a) (d)		108,692		73,672
North West Co., Inc. (The)		23,848		577,875
Northern Dynasty Minerals, Ltd. (a) (d)		27,464		36,196
Northland Power, Inc.		3,214		46,837
NuVista Energy, Ltd. (a)		49,017		329,472
OceanaGold Corp. (a)		150,911		232,990
Orvana Minerals Corp. (a)		35,962		18,281
Paladin Labs, Inc. (a)		4,998		557,414
Parex Resources, Inc. (a)		55,359		342,916
Parkland Fuel Corp. (d)		37,163		646,176
Pason Systems, Inc. (d)		35,716		772,656
Patheon, Inc. (a)		10,068		92,979
Perpetual Energy, Inc. (a)		50,316		52,578
Petaquilla Minerals, Ltd. (a)		51,667		11,917
Petrobank Energy & Resources, Ltd. (a) (d)		52,473		17,289
Phoscan Chemical Corp. (a)		51,767		15,107
PHX Energy Services Corp.		14,550		171,765
Pilot Gold, Inc. (a)		11,266		9,121
Platino Energy Corp. (a)		4,848		2,328
Platinum Group Metals, Ltd. (a) (d)		32,084		38,359
Points International, Ltd. (a)		6,320		160,581
Polymet Mining Corp. (a) (d)		38,355		34,663
Poseidon Concepts Corp. (a)		17,540		54
Premium Brands Holdings Corp.		11,279		240,711
Primero Mining Corp. (a) (d)		54,342		239,417
Pulse Seismic, Inc.		35,720		161,072
Pure Technologies, Ltd. (a)		12,806		80,049
QLT, Inc. (a)		25,500		143,554
Questerre Energy Corp. - Class A (a) (d)		83,569		103,060
Ram Power Corp. (a)		71,058		5,686
Redknee Solutions, Inc. (a) (d)		18,190		109,936
Reitmans Canada, Ltd.		36,366		232,609

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Canada—(Continued)
Richelieu Hardware, Ltd.		6,930	$	285,877
Richmont Mines, Inc. (a)		12,038		12,126
Ritchie Bros Auctioneers, Inc. (d)		47,401		1,087,021
RMP Energy, Inc. (a)		72,808		385,202
Rock Energy, Inc. (a)		6,887		22,433
Rocky Mountain Dealerships, Inc.		9,738		117,250
Rogers Sugar, Inc. (d)		52,425		266,012
RONA, Inc.		75,889		943,746
Rubicon Minerals Corp. (a) (d)		49,480		45,649
Russel Metals, Inc. (d)		34,722		1,026,052
Sabina Gold & Silver Corp. (a) (d)		45,006		30,929
San Gold Corp. (a)		84,387		8,739
Sandstorm Gold, Ltd. (a)		21,500		92,902
Sandvine Corp. (a) (d)		90,000		250,788
Santonia Energy, Inc. (a)		62,059		71,859
Savanna Energy Services Corp. (d)		55,506		444,153
Scorpio Mining Corp. (a)		88,421		18,729
Sears Canada, Inc.		4,468		54,680
Secure Energy Services, Inc. (d)		55,376		921,152
SEMAFO, Inc. (d)		123,983		325,641
Serinus Energy, Inc. (a)		1,398		5,238
ShawCor, Ltd.		13,091		523,517
Sherritt International Corp. (d)		184,210		641,635
Shore Gold, Inc. (a)		82,170		10,056
Sierra Wireless, Inc. (a) (d)		19,913		481,566
Silver Standard Resources, Inc. (a)		37,551		260,533
Sonde Resources Corp. (a)		18,161		12,481
Southern Pacific Resource Corp. (a)		198,574		34,583
SouthGobi Resources, Ltd. (a)		65,809		52,040
Sprott Resource Corp. (d)		60,105		131,272
Sprott, Inc.		56,427		139,175
Spyglass Resources Corp. (d)		50,541		86,594
St Andrew Goldfields, Ltd. (a)		87,850		23,157
Stantec, Inc. (d)		20,624		1,278,697
Stella-Jones, Inc.		14,032		359,964
Stornoway Diamond Corp. (a) (d)		33,687		24,736
Strad Energy Services, Ltd.		10,641		37,565
Strateco Resources, Inc. (a)		26,150		1,600
Student Transportation, Inc. (d)		33,613		208,212
Sulliden Gold Corp., Ltd. (a)		68,700		46,565
SunOpta, Inc. (a)		35,292		352,837
Superior Plus Corp. (d)		67,466		784,378
Surge Energy, Inc. (d)		52,044		330,710
TAG Oil, Ltd. (a) (d)		22,471		69,597
Taseko Mines, Ltd. (a)		131,286		279,319
Tekmira Pharmaceuticals Corp. (a)		1,900		15,114
Tembec, Inc. (a) (d)		50,711		138,444
Teranga Gold Corp. (a) (d)		91,593		45,614
Tethys Petroleum, Ltd. (a)		99,200		42,024
Thompson Creek Metals Co., Inc. (a) (d)		119,418		260,814
Timminco, Ltd. (a) (c)		16,700		35
Timmins Gold Corp. (a)		87,398		92,972
TORC Oil & Gas, Ltd.		7,367		73,237
Toromont Industries, Ltd.		28,436		713,410
Torstar Corp. - Class B		37,353		205,710
Total Energy Services, Inc. (d)		18,098		351,312
Transcontinental, Inc. - Class A (d)		37,360		514,195
Canada—(Continued)
TransForce, Inc. (d)		40,293		958,156
TransGlobe Energy Corp. (a)		36,372		304,056
Transition Therapeutics, Inc. (a)		800		4,541
Trican Well Service, Ltd. (d)		88,161		1,077,270
Trinidad Drilling, Ltd.		72,358		670,959
TSO3, Inc. (a)		17,113		11,438
Twin Butte Energy, Ltd.		153,792		327,202
Uex Corp. (a)		89,800		33,392
Uni-Select, Inc.		8,978		242,822
Ur-Energy, Inc. (a)		19,846		26,904
Valener, Inc.		7,586		108,764
Vecima Networks, Inc.		2,500		12,121
Veresen, Inc. (d)		19,607		263,396
Veris Gold Corp. (a)		18,003		5,339
Vicwest, Inc.		10,300		127,023
Virginia Mines, Inc. (a) (d)		8,108		87,396
Wajax Corp. (d)		11,027		378,691
WaterFurnace Renewable Energy, Inc.		4,069		91,895
Wesdome Gold Mines, Ltd. (a)		38,107		20,807
West Fraser Timber Co., Ltd.		2,983		290,928
Western Energy Services Corp. (d)		13,520		94,185
Western Forest Products, Inc. (d)		100,600		181,833
Westshore Terminals Investment Corp.		2,200		71,680
Whistler Blackcomb Holdings, Inc.		9,267		145,079
Whitecap Resources, Inc. (d)		72,761		865,803
Wi-Lan, Inc. (d)		82,419		275,441
Winpak, Ltd.		6,902		145,934
Xtreme Drilling and Coil Services Corp. (a)		11,600		39,531
Zargon Oil & Gas, Ltd. (d)		13,621		108,096
ZCL Composites, Inc. (d)		11,681		79,724
Zenith Epigenetics Corp. (a) (c)		12,830		5,194
				83,725,221
China—0.0%
China WindPower Group, Ltd. (a)		560,000		45,071
Denmark—1.9%
ALK-Abello A/S		3,402		385,570
Alm Brand A/S (a)		47,930		213,087
Ambu A/S		2,661		145,206
Auriga Industries (a)		9,580		328,388
Bakkafrost P/F		8,908		140,074
Bang & Olufsen A/S (a) (d)		17,941		151,590
Bavarian Nordic A/S (a)		14,671		240,817
BoConcept Holding A/S - Class B (a)		228		4,101
Brodrene Hartmann A/S		52		1,597
D/S Norden A/S		13,959		735,732
DFDS A/S		2,274		183,824
East Asiatic Co., Ltd. A/S (a)		6,828		100,232
Genmab A/S (a)		21,485		844,420
GN Store Nord A/S		144,283		3,556,309
Greentech Energy Systems A/S (a)		1,142		2,464
Gronlandsbanken AB		17		2,074
Harboes Bryggeri A/S - Class B		1,454		23,063
IC Companys A/S		5,141		148,760
Jeudan A/S		201		23,004

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Denmark—(Continued)
Jyske Bank A/S (a)		28,997	$	1,565,592
NKT Holding A/S		13,143		649,655
Nordjyske Bank A/S		185		3,718
Parken Sport & Entertainment A/S (a)		2,351		33,318
PER Aarsleff A/S - Class B		962		156,157
Ringkjoebing Landbobank A/S		2,249		455,896
Rockwool International A/S - B Shares		3,675		650,726
Royal UNIBREW A/S		4,703		638,636
Schouw & Co.		8,773		359,855
SimCorp A/S		22,290		880,321
Solar A/S - B Shares		3,176		197,677
Spar Nord Bank A/S (a)		32,428		295,020
Sydbank A/S (a)		44,611		1,187,738
TK Development A/S (a)		41,237		48,737
Topdanmark A/S (a)		69,020		1,820,792
TopoTarget A/S (a)		49,340		27,128
Torm A/S (a)		9,596		2,401
United International Enterprises		1,276		263,458
Vestas Wind Systems A/S (a)		91,348		2,737,295
Vestjysk Bank A/S (a)		3,300		5,476
Zealand Pharma A/S (a) (d)		4,907		53,415
				19,263,323
Finland—2.5%
Afarak Group Oyj (a)		95,130		41,848
Ahlstrom Oyj (d)		11,406		130,242
Aktia Bank Oyj		3,139		35,074
Alma Media Oyj		32,099		132,096
Amer Sports Oyj		63,555		1,326,759
Apetit Oyj		1,205		32,336
Aspo Oyj		11,042		91,717
Atria plc		5,250		55,829
BasWare Oyj		3,525		121,475
Biotie Therapies Oyj (a)		118,993		45,835
Cargotec Oyj - B Shares (d)		19,031		709,711
Caverion Corp. (a)		58,474		719,356
Citycon Oyj		163,905		578,211
Comptel Oyj (a)		30,187		19,937
Cramo Oyj		9,503		201,324
Elektrobit Oyj		43,163		159,573
Elisa Oyj (d)		64,534		1,711,447
F-Secure Oyj		54,590		140,475
Finnair Oyj		47,520		181,028
Finnlines Oyj (a)		9,624		99,261
Fiskars Oyj Abp		21,766		585,842
HKScan Oyj - A Shares		13,925		72,167
Huhtamaki Oyj		51,530		1,324,333
Ilkka-Yhtyma Oyj		2,976		11,834
Kemira Oyj (d)		57,407		962,683
Kesko Oyj - A Shares		139		5,128
Kesko Oyj - B Shares (d)		35,959		1,326,308
Konecranes Oyj (d)		26,787		953,868
Lassila & Tikanoja Oyj		17,709		372,074
Lemminkainen Oyj		4,314		90,104
Metsa Board Oyj (d)		135,387		587,028
Munksjo Oyj (a) (d)		5,874		43,553
Finland—(Continued)
Neste Oil Oyj (d)		76,825		1,527,855
Okmetic Oyj		6,360		42,309
Olvi Oyj - A Shares		8,023		316,259
Oriola-KD Oyj - B Shares		67,230		235,948
Orion Oyj - Class A		19,816		556,244
Orion Oyj - Class B (d)		43,350		1,220,493
Outokumpu Oyj (a) (d)		511,386		289,000
Outotec Oyj (d)		95,223		1,000,711
PKC Group Oyj		12,102		404,131
Ponsse Oy		3,208		43,332
Poyry Oyj (a)		21,383		119,903
Raisio plc - V Shares		73,120		440,233
Ramirent Oyj		63,927		806,240
Rapala VMC Oyj		8,902		63,679
Rautaruukki Oyj (d)		58,187		541,272
Saga Furs Oyj		836		37,215
Sanoma Oyj (d)		49,815		438,387
Sievi Capital plc (a)		10,528		15,973
SRV Group plc		30		167
Stockmann Oyj Abp - B Shares (d)		16,769		254,665
Talvivaara Mining Co. plc (a)		286,881		30,249
Technopolis plc (d)		45,493		272,409
Teleste Oyj		772		4,514
Tieto Oyj		35,284		798,228
Tikkurila Oyj		22,439		614,526
Uponor Oyj (d)		31,280		611,910
Vacon plc (d)		5,175		416,533
Vaisala Oyj - A Shares		4,116		131,541
YIT Oyj (d)		63,300		886,658
				24,989,040
France—4.7%
ABC Arbitrage		4,710		30,588
Air France-KLM (a) (d)		88,070		923,835
Akka Technologies S.A.		930		29,897
ALBIOMA		12,430		288,635
Alcatel-Lucent (a)		1,443,534		6,475,769
Altamir Amboise		14,407		204,630
Alten S.A.		14,440		656,564
Altran Technologies S.A. (a)		70,704		620,745
April		10,645		215,015
Archos (a)		5,288		25,579
Assystem		8,352		231,232
Atari S.A. (a) (b) (c)		11,742		0
Audika Groupe (a)		2,159		31,702
Aurea S.A.		1,221		7,006
Axway Software S.A.		2,927		87,989
Beneteau S.A. (a) (d)		24,266		453,098
Bigben Interactive (a)		2,504		28,595
BioMerieux (d)		428		44,914
Boiron S.A.		3,511		247,627
Bonduelle S.C.A.		10,633		281,769
Bongrain S.A.		3,472		268,884
Bourbon S.A. (d)		28,193		776,542
Boursorama (a)		10,971		123,012
Bull (a) (d)		40,990		174,059

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
France—(Continued)
Burelle S.A.		184	$	143,440
Cegedim S.A. (a)		2,929		92,433
Cegid Group		3,132		110,897
Cie des Alpes		3,241		71,326
Ciments Francais S.A.		2,486		189,274
Club Mediterranee S.A. (a)		18,244		436,654
Derichebourg S.A. (a)		62,135		207,428
Devoteam S.A.		4,902		89,037
DNXCorp.		277		6,611
Eiffage S.A.		13,644		786,549
Electricite de Strasbourg		88		12,262
Eramet		935		90,459
Esso S.A. Francaise		1,261		71,121
Etablissements Maurel et Prom		48,019		803,058
Euler Hermes S.A.		4,329		596,223
Euro Disney SCA (a)		11,454		66,193
Eurofins Scientific (d)		2,648		717,101
Exel Industries - A Shares		618		46,391
Faiveley Transport S.A.		4,347		313,969
Faurecia (a) (d)		31,389		1,198,310
Fimalac		3,854		245,984
Fleury Michon S.A.		141		10,082
GameLoft SE (a) (d)		28,377		320,203
GEA		400		42,678
GECI International (a) (b) (c)		9,793		0
GL Events		6,578		158,017
Groupe Crit		1,538		65,641
Groupe Flo		5,857		24,172
Groupe Steria SCA (d)		17,694		348,829
Guerbet		663		99,031
Haulotte Group S.A. (a)		9,947		149,880
Havas S.A.		149,144		1,228,090
Hi-Media S.A. (a)		20,464		52,640
Ingenico (d)		9,890		792,913
Interparfums S.A.		4,774		206,074
Ipsen S.A.		8,509		402,584
IPSOS		21,840		935,351
Jacquet Metal Service		9,036		162,201
Korian S.A.		2,822		80,032
L.D.C. S.A.		10		1,536
Lagardere SCA		7,753		288,245
Lanson-BCC		14		645
Laurent-Perrier		1,493		132,463
Lectra		9,479		108,327
LISI		2,482		368,643
Maisons France Confort		1,754		69,181
Manitou BF S.A.		5,576		105,888
Manutan International		589		37,152
Medica S.A.		24,420		637,940
Mersen		11,165		387,014
METabolic EXplorer S.A. (a)		2,657		12,227
Metropole Television S.A.		30,423		698,261
Montupet		4,620		204,420
Mr. Bricolage (a)		601		8,252
Naturex		2,702		216,890
Neopost S.A. (d)		19,254		1,486,044
Nexans S.A.		15,968		811,372
Nexity S.A.		16,880		637,645
France—(Continued)
NextRadioTV		2,643		77,178
NicOx S.A. (a) (d)		6,186		20,462
Norbert Dentressangle S.A.		2,772		357,357
NRJ Group (a)		13,425		130,231
Orco Property Group (a)		4,469		10,298
Orpea		16,527		961,775
Parrot S.A. (a)		4,759		129,629
Peugeot S.A. (a) (d)		149,258		1,945,740
Pierre & Vacances S.A. (a)		3,103		131,569
Plastic Omnium S.A.		38,571		1,079,737
Rallye S.A.		13,808		580,941
Recylex S.A. (a)		8,543		43,775
Robertet S.A.		14		3,464
Rubis SCA		20,204		1,281,483
S.A. des Ciments Vicat (d)		6,569		488,523
Saft Groupe S.A.		20,232		695,911
Samse S.A.		107		11,776
Sartorius Stedim Biotech		1,387		232,537
SEB S.A.		4,929		446,453
Seche Environnement S.A.		1,555		60,085
Sequana S.A. (a) (d)		5,112		40,090
Soc Mar Tunnel Prado Car		293		11,773
Societe d’Edition de Canal Plus		35,730		304,887
Societe des Bains de Mer et du Cercle des Etrangers a Monaco		16		880
Societe Internationale de Plantations d’Heveas S.A.		853		59,957
Societe Television Francaise 1		71,332		1,378,604
SOITEC (a) (d)		113,224		222,621
Solocal Group (a) (d)		80,591		122,171
Somfy S.A.		183		46,569
Sopra Group S.A.		2,515		254,361
Spir Communication S.A. (a)		848		15,472
Ste Industrielle d’Aviation Latecoere S.A. (a)		4,144		76,224
STEF S.A.		1,857		136,345
Store Electronic (a)		715		14,717
Sword Group		3,919		83,568
Synergie S.A.		5,633		113,096
Technicolor S.A. (a)		37,128		196,832
Teleperformance		32,917		2,010,981
Tessi S.A.		895		111,507
TFF Group		308		26,844
Theolia S.A. (a)		38,488		63,498
Thermador Groupe		1,082		101,204
Total Gabon		421		270,001
Touax S.A.		1,668		43,462
Trigano S.A. (a)		5,078		110,704
UBISOFT Entertainment (a)		63,478		900,060
Union Financiere de France BQE S.A.		2,306		55,431
Valneva SE (a) (d)		10,872		62,275
Vetoquinol S.A.		469		19,810
Viel et Co.		3,978		12,310
Vilmorin & Cie S.A. (d)		2,888		386,269
Virbac S.A.		1,982		423,773
VM Materiaux S.A. (a)		235		8,049
Vranken-Pommery Monopole S.A.		1,317		44,584
				46,230,822

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Germany—5.3%
Aareal Bank AG (a)		32,420	$	1,287,622
Adler Modemaerkte AG		4,862		66,899
ADVA Optical Networking SE (a)		20,269		104,291
Air Berlin plc (a) (d)		23,494		53,520
Aixtron SE (a) (d)		47,389		687,109
Allgeier SE		2,942		63,325
Amadeus Fire AG		2,610		196,402
Analytik Jena AG		501		9,303
AS Creation Tapeten (a)		800		39,768
Aurubis AG		20,108		1,227,797
Balda AG (a) (d)		19,993		134,083
Bauer AG		6,926		180,817
BayWa AG		7,596		396,601
Bechtle AG		9,570		651,998
Bertrandt AG		2,980		455,136
Bijou Brigitte AG		2,105		213,424
Biotest AG		1,823		196,178
Borussia Dortmund GmbH & Co. KGaA		36,335		182,032
CANCOM SE (d)		7,824		331,578
Carl Zeiss Meditec AG		9,499		316,824
Celesio AG (d)		49,773		1,575,009
CENIT AG		5,981		85,630
CENTROTEC Sustainable AG		5,202		133,116
Cewe Color Holding AG		3,145		184,978
Colonia Real Estate AG (a)		5,281		32,696
Comdirect Bank AG		18,315		209,434
CompuGroup Medical AG		13,628		346,900
Constantin Medien AG (a)		23,577		54,754
CropEnergies AG		13,948		114,992
CTS Eventim AG		9,997		506,387
DAB Bank AG		12,773		65,365
Data Modul AG		138		3,185
Delticom AG		2,140		94,328
Deutsche Beteiligungs AG		2,815		80,489
Deutsche Wohnen AG		153,589		2,928,906
Deutz AG (a)		62,092		554,241
Dialog Semiconductor plc (a) (d)		27,192		585,113
Dr. Hoenle AG		2,084		34,602
Draegerwerk AG & Co. KGaA		1,630		173,247
Drillisch AG		30,810		892,337
Duerr AG		11,256		1,003,831
Eckert & Ziegler AG		2,469		97,344
Elmos Semiconductor AG		7,336		108,561
ElringKlinger AG (d)		16,988		691,408
Euromicron AG		3,803		75,083
Evotec AG (a) (d)		59,728		301,148
First Sensor AG (a)		3,155		35,932
Francotyp-Postalia Holding AG (a)		3,300		18,979
Freenet AG (a)		56,906		1,719,064
GAGFAH S.A. (a)		36,892		543,388
Gerresheimer AG		16,223		1,135,203
Gerry Weber International AG (d)		9,842		418,699
Gesco AG		2,077		200,435
GFK SE		8,794		487,330
GFT Technologies AG		9,142		81,606
Gildemeister AG (d)		39,050		1,246,411
Grammer AG		7,596		363,326
Germany—(Continued)
Grenkeleasing AG		2,371		221,799
H&R AG (a)		7,029		84,171
Hamburger Hafen und Logistik AG (d)		8,767		215,090
Hansa Group AG (a)		5,987		11,328
Hawesko Holding AG		1,663		87,611
Heidelberger Druckmaschinen AG (a) (d)		153,682		544,587
Homag Group AG		2,798		73,617
Indus Holding AG		13,812		554,814
Init Innovation In Traffic Systems AG		2,361		75,677
Intershop Communications AG (a)		7,747		15,840
Isra Vision AG		2,083		115,594
Jenoptik AG		28,871		494,597
Joyou AG (a)		688		12,066
Kloeckner & Co. SE (a) (d)		68,249		936,872
Koenig & Bauer AG		6,051		107,366
Kontron AG		32,374		232,200
Krones AG		6,921		594,531
KSB AG		111		73,325
KUKA AG (d)		14,184		666,634
KWS Saat AG		1,120		385,659
Leifheit AG		945		40,274
Leoni AG		22,210		1,660,286
LPKF Laser & Electronics AG		12,759		327,014
Manz AG (a)		1,272		108,680
MasterFlex SE (a)		280		2,696
Medigene AG (a)		3,423		16,301
MLP AG		33,383		239,343
Mobotix AG		2,035		40,960
Morphosys AG (a)		10,279		791,194
Muehlbauer Holding AG & Co. KGaA		1,575		42,461
MVV Energie AG (d)		6,393		196,507
Nemetschek AG		3,207		223,566
Nexus AG		2,080		31,328
Nordex SE (a)		38,948		514,690
NORMA Group		17,872		887,448
OHB AG		3,264		78,893
Patrizia Immobilien AG (a)		23,153		244,915
Pfeiffer Vacuum Technology AG		5,733		781,228
PNE Wind AG (d)		33,344		128,285
Progress-Werk Oberkirch AG		822		49,637
PSI AG Gesellschaft Fuer Produkte und Systeme der Informationstechnologie		2,118		39,581
Pulsion Medical Systems SE (d)		464		10,783
PVA TePla AG		3,358		11,750
QSC AG		59,062		352,151
R Stahl AG (d)		1,594		82,353
Rational AG		941		313,742
Rheinmetall AG		24,744		1,526,852
Rhoen Klinikum AG		61,526		1,811,273
RIB Software AG		1,026		10,165
SAF-Holland S.A. (a)		31,896		474,159
Salzgitter AG (d)		23,207		989,880
Schaltbau Holding AG		2,601		164,913
SGL Carbon SE (d)		28,680		1,135,623
SHW AG		1,051		67,177
Singulus Technologies AG (a) (d)		35,179		102,130
Sixt SE		9,652		310,987
SKW Stahl-Metallurgie Holding AG		3,578		61,324

See accompanying notes to financial statements.

MSF-13

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Germany—(Continued)
SMA Solar Technology AG		3,340	$	105,548
SMT Scharf AG		2,145		57,669
Softing AG		528		10,489
Software AG (d)		21,874		766,039
Solarworld AG (a) (d)		52,337		33,136
Stada Arzneimittel AG		33,026		1,636,205
Stroeer Media AG (a)		12,029		213,543
Surteco SE		140		4,443
Suss Microtec AG (a)		12,728		113,406
Symrise AG		17,337		799,110
TAG Immobilien AG (d)		77,264		937,245
Takkt AG		12,691		235,551
Technotrans		2,013		21,351
Telegate AG		2,507		21,709
Tipp24 SE (a)		3,214		214,953
Tom Tailor Holding AG (a)		11,440		259,731
Tomorrow Focus AG		8,355		49,955
TUI AG (a) (d)		85,669		1,411,771
Vossloh AG		4,207		420,293
VTG AG		6,281		129,528
Wacker Neuson SE		14,840		234,927
Washtec AG		3,397		49,996
Wincor Nixdorf AG		16,507		1,151,912
XING AG		1,747		178,833
				52,409,434
Greece—0.1%
Bank of Cyprus plc (a) (c)		596,049		168,097
Bank of Greece		4,148		85,491
Hellenic Petroleum S.A.		16,711		174,365
Marfin Investment Group Holdings S.A. (a)		382,614		201,287
Proton Bank S.A. (a) (c)		14,856		3,679
Titan Cement Co. S.A. (a)		6,285		171,302
TT Hellenic Postbank S.A. (a) (b) (c)		71,180		0
				804,221
Hong Kong—2.8%
Alco Holdings, Ltd.		136,000		23,976
Allan International Holdings		70,000		20,582
Allied Group, Ltd.		22,000		87,668
Allied Properties HK, Ltd.		1,774,024		309,484
Anxian Yuan China Holdings, Ltd. (a)		420,000		13,037
Apac Resources, Ltd. (a)		2,300,000		43,609
APT Satellite Holdings, Ltd.		158,000		188,298
Arts Optical International Holdings, Ltd.		16,000		3,611
Asia Financial Holdings, Ltd.		300,000		122,255
Asia Satellite Telecommunications Holdings, Ltd.		66,000		247,364
Asia Standard International Group, Ltd.		370,000		91,150
Associated International Hotels, Ltd.		14,000		39,359
Aupu Group Holding Co., Ltd.		246,000		28,868
Bel Global Resources Holdings, Ltd. (a) (b) (c)		520,000		0
Birmingham International Holdings, Ltd. (a) (b) (c)		1,110,000		0
Bonjour Holdings, Ltd.		810,000		176,825
Bossini International Holdings		438,000		33,444
Brightoil Petroleum Holdings, Ltd. (a) (d)		1,156,000		320,689
Hong Kong—(Continued)
Brockman Mining, Ltd. (a) (d)		2,516,770		168,648
Burwill Holdings, Ltd. (a)		1,294,000		88,815
Cafe de Coral Holdings, Ltd.		144,000		464,761
Century City International Holdings, Ltd.		616,000		47,686
Champion Technology Holdings, Ltd.		2,394,274		44,138
Chen Hsong Holdings		150,000		46,853
Cheuk Nang Holdings, Ltd.		85,823		78,153
Chevalier International Holdings, Ltd.		70,000		122,299
China Billion Resources, Ltd. (a) (b) (c)		476,000		0
China Daye Non-Ferrous Metals Mining, Ltd. (a) (d)		2,682,000		69,133
China Electronics Corp. Holdings Co., Ltd.		352,000		63,196
China Energy Development Holdings, Ltd. (a)		3,046,000		30,651
China Environmental Investment Holdings, Ltd. (a)		1,215,000		33,952
China Financial Services Holdings, Ltd.		288,000		22,652
China Flavors & Fragrances Co., Ltd. (a)		70,147		9,679
China Infrastructure Investment, Ltd. (a)		626,000		14,140
China Metal International Holdings, Inc.		300,000		107,943
China Nuclear Industry 23 International Corp., Ltd. (a)		106,000		16,834
China Renji Medical Group, Ltd. (a)		2,356,000		11,229
China Solar Energy Holdings, Ltd. (a) (b) (c)		162,000		3,761
China Strategic Holdings, Ltd. (a)		770,000		13,901
China Ting Group Holdings, Ltd.		318,550		24,290
China-Hongkong Photo Products Holdings, Ltd.		284,000		22,737
Chinney Investment, Ltd.		8,000		1,238
Chong Hing Bank, Ltd. (d)		76,000		340,280
Chow Sang Sang Holdings International, Ltd. (d)		155,000		441,959
Chu Kong Shipping Enterprise Group Co., Ltd.		252,000		67,898
Chuang’s China Investments, Ltd.		341,000		22,920
Chuang’s Consortium International, Ltd.		546,357		74,045
CITIC Telecom International Holdings, Ltd.		716,000		231,001
CK Life Sciences International Holdings, Inc.		1,874,000		174,052
CNT Group, Ltd.		246,000		10,786
Cosmos Machinery Enterprises, Ltd. (a)		126,000		9,254
CP Lotus Corp. (a)		1,750,000		45,627
Cross-Harbour Holdings, Ltd. (The)		119,000		97,317
CSI Properties, Ltd.		3,554,023		151,242
CST Mining Group, Ltd. (a)		8,984,000		77,610
Culture Landmark Investment, Ltd. (a)		86,400		6,288
Culturecom Holdings, Ltd. (a) (d)		215,000		33,024
Dah Sing Banking Group, Ltd.		195,600		343,674
Dah Sing Financial Holdings, Ltd.		82,000		471,832
Dan Form Holdings Co., Ltd.		568,000		62,284
Dickson Concepts International, Ltd.		131,000		79,756
Dingyi Group Investment, Ltd. (a) (b) (c)		455,000		33,446
Dorsett Hospitality International, Ltd.		415,000		86,874
Eagle Nice International Holdings, Ltd.		120,000		20,012
EcoGreen Fine Chemicals Group, Ltd.		90,000		19,164
Emperor Capital Group, Ltd.		84,000		4,282
Emperor Entertainment Hotel, Ltd.		325,000		168,116
Emperor International Holdings		691,250		187,551
Emperor Watch & Jewellery, Ltd. (d)		2,380,000		181,701
ENM Holdings, Ltd. (a)		556,000		37,379
EPI Holdings, Ltd. (a)		1,842,000		49,033

See accompanying notes to financial statements.

MSF-14

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Hong Kong—(Continued)
Esprit Holdings, Ltd. (a) (d)		1,156,450	$	2,240,318
eSun Holdings, Ltd. (a)		400,000		50,043
Fairwood Holdings, Ltd.		48,500		99,381
Far East Consortium International, Ltd.		711,010		267,933
Fountain SET Holdings, Ltd. (a)		422,000		61,141
Fujikon Industrial Holdings, Ltd.		100,000		26,449
G-Resources Group, Ltd. (a)		14,821,800		359,358
Genting Hong Kong, Ltd. (a)		101,229		40,651
Get Nice Holdings, Ltd.		2,326,000		105,266
Giordano International, Ltd. (d)		798,000		713,801
Glorious Sun Enterprises, Ltd.		262,000		61,854
Gold Peak Industries Holding, Ltd.		277,714		29,072
Golden Resources Development International, Ltd.		370,000		20,306
Goldin Financial Holdings, Ltd. (a)		200,000		80,023
Goldin Properties Holdings, Ltd. (a)		286,000		120,994
Good Fellow Resources Holdings, Ltd. (a)		120,000		4,824
Guangnan Holdings, Ltd.		264,000		33,367
Guotai Junan International Holdings, Ltd.		288,000		146,913
Haitong International Securities Group, Ltd. (d)		242,365		124,368
Hao Tian Development Group, Ltd. (a)		1,140,000		47,066
Harbour Centre Development, Ltd.		88,000		158,664
HKR International, Ltd.		449,600		211,939
Hon Kwok Land Investment Co., Ltd.		140,000		48,789
Hong Kong Aircraft Engineering Co., Ltd. (d)		5,200		69,108
Hong Kong Ferry Holdings Co., Ltd.		10,000		10,475
Hong Kong Television Network, Ltd.		270,000		123,281
Hongkong Chinese, Ltd.		920,000		218,827
Hsin Chong Construction Group, Ltd.		348,000		54,076
Hung Hing Printing Group, Ltd.		252,000		37,423
Hutchison Telecommunications Hong Kong Holdings, Ltd. (d)		860,000		325,343
Hybrid Kinetic Group, Ltd. (a)		1,740,000		27,082
Imagi International Holdings, Ltd. (a)		4,131,000		48,124
International Standard Resources Holdings, Ltd. (a)		935,000		15,035
IPE Group, Ltd.		285,000		20,633
IRC, Ltd. (a)		600,000		61,322
IT, Ltd.		330,000		85,174
ITC Properties Group, Ltd.		81,000		30,950
Jinhui Holdings, Ltd. (a)		70,000		18,887
Johnson Electric Holdings, Ltd.		488,500		474,017
K Wah International Holdings, Ltd.		820,967		498,576
Kam Hing International Holdings, Ltd.		196,000		15,934
Kantone Holdings, Ltd.		930,000		11,170
Keck Seng Investments		94,000		58,877
King Stone Energy Group, Ltd. (a)		792,000		32,652
Kingmaker Footwear Holdings, Ltd.		102,000		20,175
Kingston Financial Group, Ltd.		2,171,000		210,303
Ko Yo Chemical Group, Ltd. (a)		2,680,000		31,811
Kowloon Development Co., Ltd.		173,000		213,449
Lai Sun Development (a)		7,569,666		205,554
Lai Sun Garment International, Ltd. (a)		430,000		67,289
Lam Soon Hong Kong, Ltd.		15,000		12,864
Landsea Green Properties Co., Ltd. (a)		120,000		11,325
Lee’s Pharmaceutical Holdings, Ltd.		110,000		104,482
Lerado Group Holdings Co., Ltd.		202,000		29,950
Hong Kong—(Continued)
Lifestyle International Holdings, Ltd.		30,500		56,517
Lippo China Resources, Ltd.		2,106,000		98,989
Lippo, Ltd.		122,000		66,826
Liu Chong Hing Investment, Ltd.		90,000		172,631
Luen Thai Holdings, Ltd.		156,000		54,798
Luk Fook Holdings International, Ltd.		166,000		637,089
Luks Group Vietnam Holdings Co., Ltd.		68,000		20,200
Lung Kee Bermuda Holdings		116,000		41,561
Magnificent Estates		1,560,000		73,509
Man Wah Holdings, Ltd.		216,800		339,977
Man Yue Technology Holdings, Ltd.		88,000		10,437
Matrix Holdings, Ltd. (c)		36,000		8,357
Mei Ah Entertainment Group, Ltd. (a)		800,000		13,119
Midland Holdings, Ltd.		460,000		222,239
Ming Fai International Holdings, Ltd.		145,000		15,909
Ming Fung Jewellery Group, Ltd. (a)		1,440,000		29,751
Miramar Hotel & Investment		4,000		5,116
Mongolia Energy Corp., Ltd. (a)		1,688,000		53,174
Mongolian Mining Corp. (a) (d)		941,500		125,236
National Electronic Holdings, Ltd.		166,000		19,473
Natural Beauty Bio-Technology, Ltd.		290,000		16,485
Neo-Neon Holdings, Ltd. (a)		420,500		95,411
Neptune Group, Ltd. (a)		1,060,000		46,598
New Century Group Hong Kong, Ltd.		912,000		18,241
New Times Energy Corp., Ltd. (a)		204,200		16,338
Newocean Energy Holdings, Ltd. (d)		616,000		503,591
Next Media, Ltd. (a)		414,000		53,456
Norstar Founders Group, Ltd. (a) (b) (c)		24,000		0
North Asia Resources Holdings, Ltd. (a)		335,000		7,886
Orange Sky Golden Harvest Entertainment Holdings, Ltd. (a)		555,882		34,380
Orient Overseas International, Ltd.		2,500		12,588
Oriental Watch Holdings		271,600		71,894
Pacific Andes International Holdings, Ltd.		1,213,323		48,619
Pacific Basin Shipping, Ltd.		1,010,000		725,765
Pacific Textile Holdings, Ltd.		270,000		412,902
Paliburg Holdings, Ltd.		362,000		117,750
Pan Asia Environmental Protection Group, Ltd. (a)		38,000		8,388
PCCW, Ltd.		521,000		233,216
Pearl Oriental Oil, Ltd. (a)		1,170,000		39,347
Pico Far East Holdings, Ltd.		468,000		163,574
Ping Shan Tea Group, Ltd. (a)		460,000		12,801
Playmates Holdings, Ltd.		64,000		85,239
PNG Resources Holdings, Ltd.		1,944,000		21,375
Polytec Asset Holdings, Ltd.		965,000		123,271
Public Financial Holdings, Ltd.		166,000		85,648
PYI Corp., Ltd.		2,714,366		64,486
Regal Hotels International Holdings, Ltd.		454,000		283,238
Richfield Group Holdings, Ltd. (a)		944,000		29,218
Rising Development Holdings, Ltd. (a)		272,000		24,765
Rivera Holdings, Ltd.		20,000		802
SA SA International Holdings, Ltd.		548,000		643,586
Sandmartin International Holdings, Ltd. (a)		104,000		5,968
SEA Holdings, Ltd.		94,000		52,490
Shenyin Wanguo HK, Ltd.		155,000		59,354
Shougang Concord Technology Holdings (a)		634,000		40,587

See accompanying notes to financial statements.

MSF-15

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Hong Kong—(Continued)
Shun Tak Holdings, Ltd.		979,500	$	578,934
Silver base Group Holdings, Ltd. (a) (d)		422,000		61,064
Sing Tao News Corp., Ltd.		276,000		40,216
Singamas Container Holdings, Ltd. (d)		942,000		221,636
Sinocop Resources Holdings, Ltd. (a)		70,000		5,409
SIS International Holdings		16,000		6,190
Sitoy Group Holdings, Ltd.		110,000		63,300
SmarTone Telecommunications Holdings, Ltd. (d)		206,500		234,788
SOCAM Development, Ltd.		179,876		208,425
Solomon Systech International, Ltd. (a)		920,000		42,838
Soundwill Holdings, Ltd.		50,000		94,871
South China China, Ltd. (a)		496,000		46,054
Stella International Holdings, Ltd.		60,000		152,999
Stelux Holdings International, Ltd.		260,500		91,251
Success Universe Group, Ltd. (a)		240,000		14,574
Sun Hing Vision Group Holdings, Ltd.		42,000		13,053
Sun Hung Kai & Co., Ltd.		400,440		223,474
Superb Summit International Group, Ltd. (a)		2,630,000		111,970
TAI Cheung Holdings (d)		250,000		189,185
Talent Property Group, Ltd. (a)		420,000		7,528
Tan Chong International, Ltd. (c)		63,000		24,049
Tao Heung Holdings, Ltd.		204,000		151,412
Taung Gold International, Ltd. (a) (b) (c) (d)		700,000		14,353
Television Broadcasts, Ltd. (d)		17,700		118,246
Texwinca Holdings, Ltd.		298,000		313,597
Titan Petrochemicals Group, Ltd. (a) (c)		1,000,000		322
Tongda Group Holdings, Ltd.		1,350,000		90,719
Town Health International Investments, Ltd. (a)		176,000		67,390
Tradelink Electronic Commerce, Ltd.		356,000		77,709
Transport International Holdings, Ltd.		109,600		233,933
Trinity, Ltd. (d)		632,000		210,780
TSC Group Holdings, Ltd. (a)		267,000		99,988
Tse Sui Luen Jewellery International, Ltd.		40,000		17,057
Tysan Holdings, Ltd.		146,000		53,865
United Laboratories International Holdings, Ltd. (The) (a) (d)		355,000		144,706
Universal Technologies Holdings, Ltd. (a)		710,000		40,963
Up Energy Development Group, Ltd. (a)		92,000		5,278
Upbest Group, Ltd.		8,000		856
Value Convergence Holdings, Ltd. (a)		104,000		15,430
Value Partners Group, Ltd.		380,000		295,100
Varitronix International, Ltd.		182,000		194,767
Vedan International Holdings, Ltd.		296,000		17,315
Victory City International Holdings, Ltd.		680,868		102,828
Vitasoy International Holdings, Ltd.		380,000		589,002
VST Holdings, Ltd.		487,200		123,942
Wai Kee Holdings, Ltd.		54,000		13,719
Wang On Group, Ltd.		3,040,000		52,561
Win Hanverky Holdings, Ltd.		332,000		40,277
Wing On Co. International, Ltd.		46,000		127,609
Wing Tai Properties, Ltd.		280,000		172,389
Xinyi Glass Holdings, Ltd. (d)		930,000		825,270
Xinyi Solar Holdings, Ltd. (a) (d)		930,000		190,694
Xpress Group, Ltd. (a)		600,000		31,620
Yeebo International Holdings, Ltd. (c)		158,000		23,228
YGM Trading, Ltd.		48,000		106,705
Hong Kong—(Continued)
Yugang International, Ltd. (a)		1,466,000		9,659
Zhuhai Holdings Investment Group, Ltd. (a)		218,000		40,498
				28,251,763
Ireland—1.4%
Aer Lingus Group plc		42,387		74,775
C&C Group plc		204,054		1,193,617
DCC plc		50,148		2,469,402
FBD Holdings plc		15,309		366,423
Glanbia plc		57,037		884,244
Grafton Group plc		111,227		1,191,174
Greencore Group plc		238,369		883,514
IFG Group plc		44,002		106,561
Irish Continental Group plc		1,706		62,397
Kenmare Resources plc (a)		145,693		49,691
Kingspan Group plc		67,194		1,201,890
Paddy Power plc		27,063		2,313,015
Smurfit Kappa Group plc		81,172		1,999,060
UDG Healthcare plc		117,031		627,781
				13,423,544
Israel—1.0%
Africa Israel Investments, Ltd. (a)		50,826		101,399
Africa Israel Properties, Ltd. (a)		7,501		118,178
Africa Israel Residences, Ltd.		880		14,714
Airport City, Ltd. (a)		18,842		173,636
AL-ROV Israel, Ltd. (a)		2,628		102,707
Allot Communications, Ltd. (a)		6,459		97,666
Alon Holdings Blue Square Israel, Ltd. (a)		8,063		34,243
Alrov Properties and Lodgings, Ltd. (a)		1,923		59,616
Amot Investments, Ltd.		28,877		88,259
AudioCodes, Ltd. (a)		17,523		124,955
Avgol Industries 1953, Ltd.		46,857		47,178
Azorim-Investment Development & Construction Co., Ltd. (a)		23,712		24,945
Babylon, Ltd.		13,198		30,844
Bayside Land Corp.		413		113,755
Big Shopping Centers 2004, Ltd.		716		28,453
Bio-cell, Ltd. (a)		2,190		13,846
BioLine RX, Ltd. (a)		25,645		7,287
Blue Square Real Estate, Ltd.		374		14,137
Cellcom Israel, Ltd.		11,368		156,511
Ceragon Networks, Ltd. (a)		14,799		43,478
Clal Biotechnology Industries, Ltd. (a)		17,580		39,866
Clal Insurance Enterprises Holdings, Ltd.		10,363		201,514
Compugen, Ltd. (a)		13,456		118,331
Delek Automotive Systems, Ltd.		16,947		183,432
Delta-Galil Industries, Ltd.		5,417		141,423
Direct Insurance Financial Investments, Ltd.		5,783		38,955
Elbit Systems, Ltd.		8,342		504,507
Electra, Ltd.		895		132,877
Elron Electronic Industries, Ltd. (a)		7,585		66,309
Equital, Ltd. (a)		550		8,604
Evogene, Ltd. (a)		8,162		160,369
EZchip Semiconductor, Ltd. (a)		9,853		245,205
First International Bank of Israel, Ltd.		10,887		180,270

See accompanying notes to financial statements.

MSF-16

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Israel—(Continued)
FMS Enterprises Migun, Ltd.		910	$	9,331
Formula Systems 1985, Ltd.		4,463		113,951
Frutarom Industries, Ltd.		19,140		402,757
Gilat Satellite Networks, Ltd. (a)		12,836		60,343
Given Imaging, Ltd. (a)		8,717		262,200
Golf & Co., Ltd.		6,101		20,565
Hadera Paper, Ltd. (a)		1,386		63,387
Harel Insurance Investments & Financial Services, Ltd.		57,410		335,097
Industrial Buildings Corp.		43,794		80,723
Israel Discount Bank, Ltd. - Class A (a)		336,890		644,118
Israel Land Development Co., Ltd. (The)		3,950		16,489
Ituran Location and Control, Ltd.		9,589		209,262
Jerusalem Oil Exploration (a)		5,621		218,818
Kamada, Ltd. (a)		11,968		174,984
Kerur Holdings, Ltd.		931		19,225
Maabarot Products, Ltd.		4,183		48,411
Magic Software Enterprises, Ltd.		9,462		67,436
Matrix IT, Ltd.		19,777		101,283
Mazor Robotics, Ltd. (a)		13,274		130,136
Meitav DS Investments, Ltd.		5,193		17,997
Melisron, Ltd.		6,384		173,706
Menorah Mivtachim Holdings, Ltd.		13,207		164,456
Migdal Insurance & Financial Holding, Ltd.		133,078		234,646
Mivtach Shamir Holdings, Ltd.		294		10,171
Naphtha Israel Petroleum Corp., Ltd. (a)		18,925		130,985
Neto ME Holdings, Ltd. (a)		1,150		66,802
Nitsba Holdings 1995, Ltd. (a)		16,809		246,606
Nova Measuring Instruments, Ltd. (a)		10,093		99,348
Oil Refineries, Ltd. (a)		568,229		183,005
Ormat Industries		29,986		205,615
Osem Investments, Ltd.		11,392		278,488
Partner Communications Co., Ltd. (a)		39,592		365,291
Paz Oil Co., Ltd. (a)		2,330		380,881
Perion Network, Ltd. (a)		3,246		39,984
Phoenix Holdings, Ltd. (The)		30,251		112,418
Plasson Industries, Ltd.		1,729		59,578
Rami Levi Chain Stores Hashikma Marketing 2006, Ltd.		2,926		159,975
Shikun & Binui, Ltd.		94,127		230,582
Shufersal, Ltd.		37,713		145,375
Space Communication, Ltd. (a)		2,951		48,275
Strauss Group, Ltd.		17,669		338,227
Tower Semiconductor, Ltd. (a)		10,537		60,184
Union Bank of Israel (a)		11,952		55,475
				10,204,055
Italy—3.3%
A2A S.p.A. (d)		450,367		528,834
ACEA S.p.A.		33,065		376,493
Acotel Group S.p.A. (a)		81		2,193
Alerion Cleanpower S.p.A.		10,865		49,228
Amplifon S.p.A.		48,850		272,403
Ansaldo STS S.p.A.		47,467		513,045
Arnoldo Mondadori Editore S.p.A. (a) (d)		62,817		121,425
Ascopiave S.p.A.		22,740		56,188
Italy—(Continued)
Astaldi S.p.A. (d)		32,469		342,275
Atlantia S.p.A.		45,015		1,017,612
Autogrill S.p.A. (a) (d)		54,430		461,410
Azimut Holding S.p.A.		51,142		1,410,345
Banca Carige S.p.A. (a) (d)		414,328		254,672
Banca Finnat Euramerica S.p.A.		50,851		22,186
Banca Generali S.p.A.		17,730		553,147
Banca IFIS S.p.A.		6,177		110,104
Banca Piccolo Credito Valtellinese Scarl (a) (d)		117,998		223,214
Banca Popolare dell’Emilia Romagna S.c.r.l. (a)		171,912		1,648,656
Banca Popolare dell’Etruria e del Lazio (a)		7,755		5,490
Banca Popolare di Milano Scarl (a)		1,773,934		1,115,848
Banca Popolare di Sondrio SCARL		154,558		891,160
Banca Profilo S.p.A.		117,883		32,360
Banco di Desio e della Brianza S.p.A.		20,306		61,532
Banco Popolare SC (a) (d)		839,831		1,620,653
BasicNet S.p.A. (a)		9,826		31,373
Biesse S.p.A. (a)		6,021		43,725
Brembo S.p.A.		17,718		477,528
Brioschi Sviluppo Immobiliare S.p.A. (a)		34,077		3,555
Brunello Cucinelli S.p.A. (d)		4,018		143,244
Buzzi Unicem S.p.A. (d)		39,838		721,148
Cairo Communication S.p.A.		11,446		93,816
Caltagirone Editore S.p.A. (a)		6,273		9,308
Carraro S.p.A. (a)		5,504		22,997
Cementir Holding S.p.A.		31,117		180,260
CIR-Compagnie Industriali Riunite S.p.A. (a)		256,784		404,871
Cosmo Pharmaceuticals S.p.A. (a)		632		60,136
Credito Bergamasco S.p.A.		2,162		48,417
Credito Emiliano S.p.A.		44,882		359,283
d’Amico International Shipping S.A. (a)		58,934		52,479
Danieli & C Officine Meccaniche S.p.A.		7,018		241,357
Datalogic S.p.A.		8,267		94,178
Davide Campari-Milano S.p.A. (d)		1,504		12,666
De’Longhi S.p.A.		17,527		286,434
DeA Capital S.p.A. (a)		18,071		31,661
DiaSorin S.p.A. (d)		10,148		476,346
Ei Towers S.p.A.		3,833		176,807
Engineering S.p.A.		2,641		158,172
ERG S.p.A.		32,977		442,484
Esprinet S.p.A.		18,719		138,360
Eurotech S.p.A. (a)		13,076		32,989
Falck Renewables S.p.A. (a) (d)		64,793		115,560
Finmeccanica S.p.A. (a)		224,698		1,723,364
Fondiaria-Sai S.p.A. (a) (d)		37,296		122,197
Gas Plus SpA		3,786		24,757
Geox S.p.A. (d)		52,589		191,070
Gruppo Editoriale L’Espresso S.p.A. (a)		80,856		151,663
Gruppo MutuiOnline S.p.A.		5,404		30,630
Gtech S.p.A.		23,515		717,279
Hera S.p.A.		365,807		830,171
IMMSI S.p.A. (a)		100,436		64,662
Indesit Co. S.p.A. (d)		25,444		338,734
Industria Macchine Automatiche S.p.A.		5,461		210,808
Intek Group S.p.A. (a)		80,757		35,559
Interpump Group S.p.A.		45,493		546,894
Iren S.p.A.		273,860		422,595

See accompanying notes to financial statements.

MSF-17

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Italy—(Continued)
Italcementi S.p.A.		42,131	$	360,793
Italmobiliare S.p.A. (a)		4,262		143,946
Juventus Football Club S.p.A. (a)		147,435		45,521
Landi Renzo S.p.A. (a)		31,132		51,336
MARR S.p.A.		16,293		271,234
Mediaset S.p.A. (a)		348,643		1,683,971
Mediolanum S.p.A.		34,288		298,453
Milano Assicurazioni S.p.A. (a)		484,485		535,527
Nice S.p.A.		9,890		37,501
Piaggio & C S.p.A. (d)		85,698		284,914
Poltrona Frau S.p.A. (a)		22,268		72,415
Prelios S.p.A. (a)		38,015		30,188
Prima Industrie S.p.A. (a)		243		3,101
Recordati S.p.A.		44,330		639,273
Reply S.p.A.		2,196		171,999
Retelit S.p.A. (a)		36,769		28,327
Sabaf S.p.A.		1,021		18,104
SAES Getters S.p.A.		1,416		13,634
Safilo Group S.p.A. (a)		22,504		529,135
Saras S.p.A. (a) (d)		134,526		154,435
SAVE S.p.A.		7,778		132,870
Snai S.p.A. (a)		21,135	��	40,210
Societa Cattolica di Assicurazioni S.c.r.l.		24,997		678,647
Societa Iniziative Autostradali e Servizi S.p.A. (d)		30,419		303,431
Societa per la Bonifica dei Terreni Ferraresi e Imprese Agricole S.p.A.		1,095		52,534
Sogefi S.p.A.		25,543		154,036
SOL S.p.A.		15,778		123,273
Sorin S.p.A. (a)		157,025		448,119
Tiscali S.p.A. (a)		802,477		47,578
Trevi Finanziaria Industriale S.p.A.		22,305		194,275
Uni Land S.p.A. (a) (b) (c)		4,937		0
Unione di Banche Italiane SCPA		54,789		374,151
Unipol Gruppo Finanziario S.p.A.		133,203		799,516
Vianini Lavori S.p.A.		2,113		15,028
Vittoria Assicurazioni S.p.A.		16,042		189,655
World Duty Free S.p.A. (a) (d)		54,430		685,542
Yoox S.p.A. (a)		22,641		1,016,132
Zignago Vetro S.p.A.		14,414		97,973
				32,686,787
Japan—21.6%
77 Bank, Ltd. (The)		125,000		606,327
A&A Material Corp. (a)		12,000		16,823
A&D Co., Ltd.		11,600		69,708
A/S One Corp.		8,100		190,762
Accordia Golf Co., Ltd.		55,200		696,244
Achilles Corp.		94,000		132,613
Adastria Holdings Co., Ltd.		8,320		301,233
ADEKA Corp.		50,300		554,643
Aderans Co., Ltd.		6,400		70,784
Advan Co., Ltd.		6,500		75,092
Aeon Delight Co., Ltd.		1,300		24,937
Aeon Fantasy Co., Ltd.		4,000		61,239
Agrex, Inc.		900		8,669
Ahresty Corp.		12,800		103,112
Japan—(Continued)
Ai Holdings Corp.		24,600		307,120
Aica Kogyo Co., Ltd.		24,400		482,819
Aichi Bank, Ltd. (The)		5,300		253,464
Aichi Corp.		19,600		89,665
Aichi Steel Corp.		62,000		256,879
Aichi Tokei Denki Co., Ltd.		19,000		54,057
Aida Engineering, Ltd.		33,400		362,377
Aigan Co., Ltd. (a)		8,200		21,662
Ain Pharmaciez, Inc.		5,000		245,649
Aiphone Co., Ltd.		9,200		155,995
Airport Facilities Co., Ltd. (d)		15,000		124,374
Aisan Industry Co., Ltd.		16,600		159,838
Aizawa Securities Co., Ltd.		22,300		194,128
Akebono Brake Industry Co., Ltd. (d)		11,100		49,500
Akita Bank, Ltd. (The) (d)		126,000		342,157
Alconix Corp.		3,100		69,072
Alinco, Inc.		5,800		58,431
Allied Telesis Holdings KK		44,500		38,112
Alpen Co., Ltd. (d)		9,600		172,556
Alpha Corp.		2,200		21,931
Alpha Systems, Inc.		3,940		55,989
Alpine Electronics, Inc.		25,000		350,922
Alps Electric Co., Ltd. (a)		92,500		1,053,514
Alps Logistics Co., Ltd.		4,100		41,684
Altech Corp.		4,700		46,593
Amano Corp.		32,200		295,781
Amiyaki Tei Co., Ltd.		2,100		74,590
Amuse, Inc.		3,000		57,933
Anest Iwata Corp.		18,000		111,897
Aohata Corp.		100		1,426
AOI Electronic Co., Ltd.		2,800		36,865
AOI Pro, Inc.		4,700		30,564
AOKI Holdings, Inc.		22,400		389,035
Aomori Bank, Ltd. (The)		118,000		306,201
Aoyama Trading Co., Ltd.		29,900		808,855
Arakawa Chemical Industries, Ltd.		10,900		96,837
Arata Corp. (d)		23,000		70,299
Araya Industrial Co., Ltd.		26,000		40,861
Arcland Sakamoto Co., Ltd.		8,400		146,107
Arcs Co., Ltd.		17,664		338,576
Argo Graphics, Inc.		3,700		62,379
Ariake Japan Co., Ltd.		7,100		174,909
Arisawa Manufacturing Co., Ltd.		20,700		118,144
Artnature, Inc.		3,500		79,002
Asahi Broadcasting Corp.		6,600		42,965
Asahi Co., Ltd. (d)		7,600		106,083
Asahi Diamond Industrial Co., Ltd.		32,500		334,454
Asahi Holdings, Inc.		14,100		239,938
Asahi Kogyosha Co., Ltd.		16,000		58,226
Asahi Net, Inc.		5,000		25,544
Asahi Organic Chemicals Industry Co., Ltd.		44,000		91,691
Asahi Printing Co., Ltd.		200		4,035
Asahipen Corp.		4,000		5,928
Asanuma Corp. (a)		29,000		48,261
Asatsu-DK, Inc. (d)		16,400		385,052
Asax Co., Ltd.		1,800		24,030
Ashimori Industry Co., Ltd. (a)		33,000		42,739

See accompanying notes to financial statements.

MSF-18

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Japan—(Continued)
ASKA Pharmaceutical Co., Ltd.		15,000	$	110,343
ASKUL Corp.		9,100		266,691
Asunaro Aoki Construction Co., Ltd.		8,000		45,494
Atsugi Co., Ltd.		104,000		119,782
Autobacs Seven Co., Ltd.		38,700		603,434
Avex Group Holdings, Inc. (d)		17,000		365,600
Awa Bank, Ltd. (The)		111,000		556,036
Axell Corp. (d)		3,800		64,442
Axial Retailing, Inc.		7,100		103,150
Azbil Corp.		11,300		263,480
Bando Chemical Industries, Ltd.		51,000		200,782
Bank of Iwate, Ltd. (The)		9,100		456,869
Bank of Kochi, Ltd. (The) (d)		16,000		25,489
Bank of Nagoya, Ltd. (The)		94,000		318,155
Bank of Okinawa, Ltd. (The)		10,800		428,425
Bank of Saga, Ltd. (The) (d)		82,000		176,120
Bank of the Ryukyus, Ltd. (d)		23,800		311,308
Belc Co., Ltd.		6,200		108,446
Belluna Co., Ltd.		31,100		150,779
Benefit One, Inc.		10,200		92,226
Best Bridal, Inc. (d)		10,600		66,949
Best Denki Co., Ltd. (a)		50,400		73,754
Bic Camera, Inc. (d)		469		263,468
Bit-isle, Inc. (d)		6,600		52,207
BML, Inc.		6,600		223,476
Bookoff Corp. (d)		4,700		30,981
Bull-Dog Sauce Co., Ltd.		6,000		10,375
Bunka Shutter Co., Ltd.		29,000		176,432
C Uyemura & Co., Ltd.		3,400		148,671
CAC Corp.		8,800		76,904
Calsonic Kansei Corp.		83,000		428,754
Can Do Co., Ltd. (d)		9,200		133,230
Canon Electronics, Inc. (d)		12,000		221,190
Carlit Holdings Co., Ltd. (a)		7,300		34,833
Cawachi, Ltd.		9,700		182,637
Central Glass Co., Ltd.		114,000		379,280
Central Security Patrols Co., Ltd.		3,300		30,089
Central Sports Co., Ltd. (d)		3,200		46,569
CFS Corp.		4,400		17,066
Chiba Kogyo Bank, Ltd. (The) (a)		25,500		188,875
Chino Corp.		20,000		42,658
Chiyoda Co., Ltd.		12,000		231,220
Chiyoda Integre Co., Ltd.		7,800		129,301
Chofu Seisakusho Co., Ltd. (d)		8,200		194,232
Chori Co., Ltd.		7,000		78,635
Chubu Shiryo Co., Ltd.		14,400		79,570
Chudenko Corp.		12,400		225,205
Chuetsu Pulp & Paper Co., Ltd.		55,000		104,702
Chugai Mining Co., Ltd. (a)		68,200		19,425
Chugai Ro Co., Ltd.		42,000		103,836
Chugoku Marine Paints, Ltd.		37,000		196,308
Chukyo Bank, Ltd. (The)		64,000		110,749
Chuo Denki Kogyo Co., Ltd. (a)		11,100		37,868
Chuo Gyorui Co., Ltd.		2,000		4,792
Chuo Spring Co., Ltd.		19,000		55,621
CKD Corp.		32,300		350,837
Clarion Co., Ltd. (a) (d)		38,000		57,157
Japan—(Continued)
Cleanup Corp.		14,500		131,369
CMIC Holdings Co., Ltd. (d)		5,800		75,099
CMK Corp. (d)		26,400		74,863
Coca-Cola Central Japan Co., Ltd.		26,471		549,822
Cocokara fine, Inc.		7,500		197,601
Computer Engineering & Consulting, Ltd.		7,000		44,619
Computer Institute of Japan, Ltd.		2,000		7,891
CONEXIO Corp. (d)		8,400		66,697
Core Corp.		3,000		21,443
Corona Corp.		8,500		91,609
Cosel Co., Ltd. (d)		13,100		152,202
Cosmo Oil Co., Ltd. (a)		157,000		300,142
Create Medic Co., Ltd.		1,800		16,592
CREATE SD HOLDINGS Co., Ltd.		5,400		186,870
Cross Plus, Inc.		1,100		9,271
CTI Engineering Co., Ltd.		6,100		61,310
Cybernet Systems Co., Ltd.		3,900		13,272
Cybozu, Inc.		11,900		47,606
Dai Nippon Toryo Co., Ltd. (d)		70,000		114,724
Dai-Dan Co., Ltd.		17,000		94,248
Dai-Ichi Kogyo Seiyaku Co., Ltd.		24,000		57,028
Dai-ichi Seiko Co., Ltd. (d)		6,300		76,029
Daibiru Corp.		24,500		300,442
Daido Kogyo Co., Ltd.		19,000		60,262
Daido Metal Co., Ltd.		21,000		209,993
Daidoh, Ltd. (d)		13,700		87,122
Daiei, Inc. (The) (a)		64,700		214,193
Daifuku Co., Ltd.		49,000		626,986
Daihatsu Diesel Manufacturing Co., Ltd.		7,000		45,090
Daihen Corp.		63,000		292,656
Daiho Corp.		43,000		191,219
Daiichi Jitsugyo Co., Ltd.		26,000		116,555
Daiichi Kigenso Kagaku-Kogyo Co., Ltd.		1,000		25,878
Daiichikosho Co., Ltd.		5,000		141,377
Daiken Corp.		40,000		107,351
Daiki Aluminium Industry Co., Ltd.		16,000		41,535
Daiki Ataka Engineering Co., Ltd.		10,000		49,712
Daiko Clearing Services Corp.		5,300		50,769
Daikoku Denki Co., Ltd.		4,400		90,112
Daikokutenbussan Co., Ltd.		2,900		76,423
Daikyo, Inc. (d)		151,000		410,766
Dainichi Co., Ltd. (d)		4,100		31,280
Dainichiseika Color & Chemicals Manufacturing Co., Ltd.		42,000		191,658
Daio Paper Corp.		50,000		501,582
Daisan Bank, Ltd. (The)		102,000		172,611
Daiseki Co., Ltd.		17,700		346,881
Daiseki Eco. Solution Co., Ltd.		1,000		18,966
Daishi Bank, Ltd. (The)		182,000		629,752
Daishinku Corp. (d)		21,000		78,498
Daiso Co., Ltd.		46,000		154,965
Daisyo Corp. (d)		5,300		66,644
Daito Bank, Ltd. (The)		88,000		96,188
Daito Electron Co., Ltd.		800		2,957
Daito Pharmaceutical Co., Ltd.		4,600		64,204
Daiwa Industries, Ltd.		15,000		101,520
Daiwabo Holdings Co., Ltd. (d)		134,000		262,695

See accompanying notes to financial statements.

MSF-19

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Japan—(Continued)
DC Co., Ltd.		11,500	$	76,283
DCM Holdings Co., Ltd.		46,300		321,299
Denki Kogyo Co., Ltd.		36,000		249,609
Denyo Co., Ltd.		9,800		139,347
Descente, Ltd.		26,000		176,466
DKK-Toa Corp.		2,200		10,679
DMG Mori Seiki Co., Ltd.		49,700		896,132
DMW Corp.		700		10,690
Doshisha Co., Ltd.		12,400		174,760
Doutor Nichires Holdings Co., Ltd.		18,600		310,545
Dr Ci:Labo Co., Ltd. (d)		62		189,582
DTS Corp.		12,000		210,647
Dunlop Sports Co., Ltd.		8,300		99,355
Duskin Co., Ltd.		26,800		508,142
Dydo Drinco, Inc.		4,300		180,544
Dynic Corp.		16,000		27,990
Eagle Industry Co., Ltd.		14,000		232,959
Ebara Jitsugyo Co., Ltd.		4,600		59,622
EDION Corp. (d)		53,200		311,215
Ehime Bank, Ltd. (The)		94,000		197,471
Eidai Co., Ltd.		15,000		74,416
Eighteenth Bank, Ltd. (The)		101,000		229,368
Eiken Chemical Co., Ltd.		8,200		155,024
Eizo Corp.		11,100		283,795
Elecom Co., Ltd.		4,500		56,114
Elematec Corp.		5,000		77,857
EM Systems Co., Ltd.		1,900		35,771
Emori & Co., Ltd.		2,500		53,271
en-japan, Inc. (d)		4,600		98,265
Enplas Corp.		1,100		75,636
Enshu, Ltd. (a)		23,000		33,772
EPS Corp. (d)		140		183,879
ESPEC Corp.		13,000		101,426
Excel Co., Ltd.		5,000		57,325
Exedy Corp.		16,800		492,217
Ezaki Glico Co., Ltd.		24,000		271,477
F-Tech, Inc.		3,600		55,688
F@N Communications, Inc.		500		14,900
Faith, Inc.		4,580		49,552
FALCO SD HOLDINGS Co., Ltd.		4,300		50,600
Fancl Corp. (d)		23,200		250,699
FCC Co., Ltd.		16,600		331,313
Ferrotec Corp.		19,900		112,847
FIDEA Holdings Co., Ltd.		83,610		158,968
Fields Corp.		8,800		169,971
First Juken Co., Ltd.		3,400		47,729
Foster Electric Co., Ltd.		13,800		254,742
FP Corp. (d)		6,600		470,832
France Bed Holdings Co., Ltd.		65,000		126,238
Fudo Tetra Corp. (a)		73,700		128,356
Fuji Co., Ltd. (d)		8,800		150,091
Fuji Corp., Ltd.		13,400		89,972
Fuji Electronics Co., Ltd.		5,600		74,209
Fuji Kiko Co., Ltd.		13,000		41,945
Fuji Kosan Co., Ltd.		4,600		29,750
Fuji Oil Co. Ltd.		26,700		85,223
Fuji Oil Co., Ltd.		31,400		467,895
Japan—(Continued)
Fuji Pharma Co., Ltd.		3,300		58,662
Fuji Seal International, Inc.		10,600		328,752
Fuji Soft, Inc.		10,400		239,947
Fujibo Holdings, Inc.		63,000		136,102
Fujicco Co., Ltd.		11,000		124,639
Fujikura Kasei Co., Ltd.		14,000		78,540
Fujikura, Ltd.		213,000		1,000,637
Fujimi, Inc.		10,400		134,968
Fujimori Kogyo Co., Ltd.		7,200		179,400
Fujisash Co., Ltd. (a) (d)		24,500		51,727
Fujitec Co., Ltd.		35,000		455,014
Fujitsu Frontech, Ltd. (d)		10,500		122,998
Fujitsu General, Ltd.		29,000		309,495
Fujiya Co., Ltd. (d)		57,000		107,840
FuKoKu Co., Ltd.		5,100		48,820
Fukuda Corp.		14,000		65,682
Fukui Bank, Ltd. (The)		144,000		333,925
Fukushima Bank, Ltd. (The) (d)		143,000		118,419
Fukushima Industries Corp.		7,400		111,896
Fukuyama Transporting Co., Ltd. (d)		81,000		445,191
Fumakilla, Ltd.		8,000		23,898
Funai Consulting, Inc.		11,700		93,481
Funai Electric Co., Ltd. (d)		7,900		102,855
Furukawa Battery Co., Ltd.		10,000		57,358
Furukawa Co., Ltd.		176,000		349,001
Furukawa Electric Co., Ltd.		199,000		500,153
Furuno Electric Co., Ltd. (d)		11,400		79,949
Furusato Industries, Ltd.		4,600		58,309
Furuya Metal Co., Ltd.		1,700		33,849
Fuso Chemical Co., Ltd.		800		20,001
Fuso Pharmaceutical Industries, Ltd.		41,000		133,287
Futaba Corp.		15,900		207,688
Futaba Industrial Co., Ltd. (a) (d)		31,700		122,123
Future Architect, Inc.		9,800		51,912
Fuyo General Lease Co., Ltd.		8,000		313,369
G-Tekt Corp.		4,700		160,474
Gakken Holdings Co., Ltd.		28,000		82,004
Gecoss Corp.		7,700		59,988
Genki Sushi Co., Ltd.		2,300		30,441
Geo Holdings Corp. (d)		19,600		175,718
GLOBERIDE, Inc.		45,000		66,736
GLORY, Ltd.		26,900		698,287
GMO internet, Inc.		3,200		42,054
GMO Payment Gateway, Inc. (d)		3,500		139,085
Godo Steel, Ltd.		90,000		167,242
Goldcrest Co., Ltd.		8,830		230,160
Goldwin, Inc.		18,000		81,434
Gourmet Kineya Co., Ltd.		8,000		53,842
GSI Creos Corp.		28,000		43,685
Gulliver International Co., Ltd.		33,600		187,765
Gun-Ei Chemical Industry Co., Ltd.		24,000		108,935
Gunze, Ltd.		118,000		296,356
Gurunavi, Inc.		7,500		223,126
H-One Co., Ltd. (d)		7,700		73,300
Hagihara Industries, Inc.		1,800		24,809
Hakudo Co., Ltd.		500		4,247
Hakuto Co., Ltd.		8,500		84,900

See accompanying notes to financial statements.

MSF-20

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Japan—(Continued)
Hakuyosha Co., Ltd.		8,000	$	18,568
Hamakyorex Co., Ltd.		4,400		121,244
Hanwa Co., Ltd.		111,000		595,356
Happinet Corp.		7,800		68,842
Hard Off Corp. Co., Ltd.		4,900		41,884
Harima Chemicals Group, Inc.		7,100		31,877
Harmonic Drive Systems, Inc.		600		13,702
Haruyama Trading Co., Ltd.		5,400		38,059
Hazama Ando Corp.		78,790		281,731
Heiwa Corp.		6,600		106,902
Heiwa Real Estate Co., Ltd.		22,200		385,743
Heiwado Co., Ltd.		17,200		246,356
HI-LEX Corp.		8,800		206,260
Hibiya Engineering, Ltd.		14,600		179,229
Hiday Hidaka Corp.		4,560		94,594
Higashi Nihon House Co., Ltd.		20,000		100,494
Higashi-Nippon Bank, Ltd. (The)		86,000		201,404
Higo Bank, Ltd. (The)		97,000		533,498
Himaraya Co., Ltd.		3,100		36,430
Hioki EE Corp.		4,900		64,727
Hiramatsu, Inc. (d)		12,900		80,532
Hirano Tecseed Co., Ltd.		500		5,152
HIS Co., Ltd.		9,900		494,588
Hisaka Works, Ltd.		12,000		113,195
Hitachi Koki Co., Ltd.		26,800		196,707
Hitachi Kokusai Electric, Inc.		2,000		28,171
Hitachi Metals Techno, Ltd.		2,000		19,134
Hitachi Zosen Corp.		80,000		613,196
Hochiki Corp.		10,000		54,280
Hodogaya Chemical Co., Ltd.		28,000		58,305
Hogy Medical Co., Ltd.		6,000		316,056
Hokkaido Gas Co., Ltd.		27,000		69,773
Hokkan Holdings, Ltd.		31,000		100,193
Hokko Chemical Industry Co., Ltd.		8,000		22,143
Hokkoku Bank, Ltd. (The) (d)		149,000		534,082
Hokuetsu Bank, Ltd. (The)		127,000		257,119
Hokuetsu Industries Co., Ltd.		4,000		12,359
Hokuetsu Kishu Paper Co., Ltd.		65,500		308,779
Hokuriku Electric Industry Co., Ltd.		37,000		59,147
Hokuriku Electrical Construction Co., Ltd.		9,000		34,418
Hokuriku Gas Co., Ltd.		10,000		24,989
Hokuto Corp. (d)		13,400		251,503
Honeys Co., Ltd. (d)		10,130		98,639
Hoosiers Holdings Co., Ltd. (d)		13,500		97,130
Horiba, Ltd.		19,400		663,810
Hosiden Corp. (d)		39,400		212,922
Hosokawa Micron Corp.		16,000		105,550
House Foods Group, Inc.		4,000		60,423
Howa Machinery, Ltd.		7,400		62,752
Hurxley Corp.		800		5,842
Hyakugo Bank, Ltd. (The)		130,000		520,397
Hyakujushi Bank, Ltd. (The)		136,000		473,134
I-Net Corp.		3,200		25,572
IBJ Leasing Co., Ltd.		7,200		209,031
Ichibanya Co., Ltd.		3,500		128,384
Ichikoh Industries, Ltd. (a)		26,000		41,027
ICHINEN HOLDINGS Co., Ltd.		9,300		71,505
Japan—(Continued)
Ichiyoshi Securities Co., Ltd.		1,600		26,799
Icom, Inc.		4,400		106,366
Idec Corp.		15,400		135,902
Ihara Chemical Industry Co., Ltd. (d)		24,000		181,206
Iida Group Holdings Co., Ltd. (a)		51,843		1,034,788
Iino Kaiun Kaisha, Ltd.		45,000		278,820
IJT Technology Holdings Co., Ltd. (a)		9,000		42,788
Ikegami Tsushinki Co., Ltd. (a)		30,000		31,163
Imasen Electric Industrial (d)		8,300		119,192
Imperial Hotel, Ltd. (d)		1,300		27,951
Inaba Denki Sangyo Co., Ltd.		11,300		352,396
Inaba Seisakusho Co., Ltd.		6,900		84,720
Inabata & Co., Ltd.		29,800		326,908
Inageya Co., Ltd.		12,200		115,786
Ines Corp. (d)		20,000		131,299
Infocom Corp.		8,600		77,676
Information Services International-Dentsu, Ltd.		7,300		79,452
Innotech Corp.		10,300		47,842
Intage Holdings, Inc.		8,000		99,184
Internet Initiative Japan, Inc.		10,800		289,789
Inui Steamship Co., Ltd. (a)		13,300		50,636
Inui Warehouse Co., Ltd.		700		6,896
Iriso Electronics Co., Ltd.		5,200		239,316
Ise Chemical Corp.		8,000		64,266
Iseki & Co., Ltd. (d)		105,000		313,775
Ishihara Sangyo Kaisha, Ltd. (a)		218,000		238,554
Ishii Iron Works Co., Ltd.		16,000		47,444
Ishizuka Glass Co., Ltd.		5,000		17,160
IT Holdings Corp.		44,500		702,691
Itfor, Inc.		10,300		45,747
Itochu Enex Co., Ltd.		32,300		177,841
Itochu-Shokuhin Co., Ltd.		2,600		84,745
Itoham Foods, Inc. (d)		80,000		348,168
Itoki Corp. (d)		22,700		129,565
IwaiCosmo Holdings, Inc.		9,800		138,687
Iwaki & Co., Ltd.		14,000		28,473
Iwasaki Electric Co., Ltd. (a)		38,000		78,039
Iwatani Corp.		91,000		462,132
Iwatsu Electric Co., Ltd.		62,000		59,627
Iwatsuka Confectionery Co., Ltd.		500		25,190
Izumiya Co., Ltd.		41,000		180,917
Izutsuya Co., Ltd. (a)		47,000		39,404
J-Oil Mills, Inc. (d)		61,000		164,068
Jalux, Inc.		4,000		44,283
Jamco Corp.		5,900		84,269
Janome Sewing Machine Co., Ltd. (a) (d)		97,000		79,612
Japan Airport Terminal Co., Ltd. (d)		21,700		492,140
Japan Aviation Electronics Industry, Ltd.		29,000		373,303
Japan Communications, Inc. (a)		109		10,470
Japan Digital Laboratory Co., Ltd.		12,600		176,671
Japan Foundation Engineering Co., Ltd.		14,100		51,351
Japan Medical Dynamic Marketing, Inc.		3,000		9,077
Japan Oil Transportation Co., Ltd.		1,000		2,225
Japan Pulp & Paper Co., Ltd.		51,000		159,956
Japan Radio Co., Ltd. (a) (d)		32,000		113,544
Japan Transcity Corp.		29,000		93,465
Japan Vilene Co., Ltd.		16,000		90,218

See accompanying notes to financial statements.

MSF-21

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Japan—(Continued)
Japan Wool Textile Co., Ltd. (The)		27,000	$	196,275
Jastec Co., Ltd. (d)		5,100		36,946
JBCC Holdings, Inc.		9,100		69,584
JCU Corp.		1,200		60,963
Jimoto Holdings, Inc.		49,500		100,731
JK Holdings Co., Ltd. (d)		5,600		31,295
JMS Co., Ltd.		15,000		42,647
Joban Kosan Co., Ltd. (a) (d)		8,000		12,331
Joshin Denki Co., Ltd.		23,000		176,689
Jowa Holdings Co., Ltd.		3,000		93,432
JSP Corp.		10,700		162,967
Juroku Bank, Ltd. (The)		164,000		602,170
Justsystems Corp. (a)		13,800		142,216
JVC Kenwood Corp. (d)		94,400		186,734
K’s Holdings Corp. (d)		4,400		127,123
Kadokawa Corp. (d)		10,600		360,045
Kaga Electronics Co., Ltd.		11,800		133,805
Kagome Co., Ltd. (d)		4,300		70,308
Kagoshima Bank, Ltd. (The)		85,000		541,026
Kaken Pharmaceutical Co., Ltd.		39,000		585,434
Kakiyasu Honten Co., Ltd.		4,600		65,129
Kameda Seika Co., Ltd.		8,000		211,749
Kamei Corp.		16,300		128,408
Kanaden Corp.		11,000		74,641
Kanagawa Chuo Kotsu Co., Ltd. (d)		20,000		97,863
Kanamoto Co., Ltd.		15,000		381,510
Kandenko Co., Ltd.		58,000		327,011
Kanematsu Corp.		245,000		403,774
Kanematsu Electronics, Ltd.		7,500		94,633
Kanematsu-NNK Corp. (a)		18,000		28,302
Kanemi Co., Ltd.		100		2,877
Kansai Urban Banking Corp.		140,000		162,472
Kanto Natural Gas Development, Ltd. (a) (b)		16,000		107,568
Kasai Kogyo Co., Ltd.		12,000		81,285
Kasumi Co., Ltd.		22,300		137,789
Katakura Chikkarin Co., Ltd.		8,000		20,456
Katakura Industries Co., Ltd.		13,200		150,099
Kato Sangyo Co., Ltd.		10,500		191,614
Kato Works Co., Ltd.		34,000		218,909
KAWADA TECHNOLOGIES, Inc. (d)		2,400		62,805
Kawai Musical Instruments Manufacturing Co., Ltd.		44,000		78,217
Kawasaki Kinkai Kisen Kaisha, Ltd.		7,000		20,763
Kawasumi Laboratories, Inc.		8,500		49,565
Keihanshin Building Co., Ltd.		14,500		77,598
Keihin Co. Ltd/Minato-Ku Tokyo Japan		31,000		54,374
Keihin Corp.		23,400		363,312
Keiyo Bank, Ltd. (The)		125,000		602,385
Keiyo Co., Ltd. (d)		17,200		76,640
Kenko Mayonnaise Co., Ltd.		5,900		50,393
Kentucky Fried Chicken Japan, Ltd.		4,000		80,339
KEY Coffee, Inc.		10,000		150,319
Kimoto Co., Ltd.		10,200		94,755
King Jim Co., Ltd.		5,800		37,423
Kinki Sharyo Co., Ltd.		21,000		65,545
Kintetsu World Express, Inc.		7,400		297,926
Kinugawa Rubber Industrial Co., Ltd.		28,000		138,998
Japan—(Continued)
Kisoji Co., Ltd. (d)		7,300		129,042
Kissei Pharmaceutical Co., Ltd.		14,600		359,822
Kita-Nippon Bank, Ltd. (The) (d)		4,900		123,730
Kitagawa Iron Works Co., Ltd.		50,000		96,126
Kitamura Co., Ltd.		3,700		21,400
Kitano Construction Corp.		22,000		51,141
Kito Corp.		4,900		97,567
Kitz Corp. (d)		59,100		296,961
Kiyo Bank, Ltd. (The) (a)		35,300		471,306
KLab, Inc. (a) (d)		14,800		113,055
Koa Corp.		18,900		194,306
Koatsu Gas Kogyo Co., Ltd.		16,000		92,946
Kohnan Shoji Co., Ltd. (d)		17,900		184,576
Kohsoku Corp.		5,400		47,288
Koike Sanso Kogyo Co., Ltd.		7,000		14,045
Kojima Co., Ltd. (a) (d)		12,000		32,618
Kokusai Co., Ltd.		3,400		41,229
Kokuyo Co., Ltd. (d)		48,400		354,798
KOMAIHALTEC, Inc.		24,000		76,150
Komatsu Seiren Co., Ltd.		19,000		101,304
Komatsu Wall Industry Co., Ltd.		3,800		74,798
Komeri Co., Ltd. (d)		16,100		412,011
Komori Corp.		41,600		708,839
Konaka Co., Ltd.		10,700		95,416
Kondotec, Inc.		11,200		79,281
Konishi Co., Ltd.		9,200		172,558
Kosaido Co., Ltd. (a)		3,700		20,456
Kose Corp.		15,700		498,735
Koshidaka Holdings Co., Ltd.		2,000		55,958
Kotobuki Spirits Co., Ltd.		2,600		44,384
Krosaki Harima Corp.		24,000		57,306
KRS Corp.		3,700		36,619
KU Holdings Co., Ltd.		4,000		54,431
Kumiai Chemical Industry Co., Ltd.		28,000		190,434
Kura Corp.		6,200		93,610
Kurabo Industries, Ltd. (d)		132,000		233,717
Kureha Corp. (d)		82,000		419,629
Kurimoto, Ltd.		63,000		149,373
Kuroda Electric Co., Ltd. (d)		19,200		288,235
Kusuri No. Aoki Co., Ltd.		1,700		94,981
KYB Co., Ltd.		80,000		421,164
Kyodo Printing Co., Ltd.		51,000		140,711
Kyodo Shiryo Co., Ltd.		41,000		43,649
Kyoei Steel, Ltd. (d)		10,000		188,756
Kyoei Tanker Co., Ltd. (a)		9,000		21,865
Kyokuto Boeki Kaisha, Ltd. (a)		9,000		19,344
Kyokuto Kaihatsu Kogyo Co., Ltd.		20,200		260,791
Kyokuto Securities Co., Ltd.		2,000		40,640
Kyokuyo Co., Ltd.		45,000		113,876
KYORIN Holdings, Inc.		25,000		535,327
Kyoritsu Maintenance Co., Ltd. (d)		6,000		215,578
Kyoritsu Printing Co., Ltd.		6,800		18,158
Kyosan Electric Manufacturing Co., Ltd.		31,000		102,395
Kyoto Kimono Yuzen Co., Ltd.		7,300		75,312
Kyowa Electronics Instruments Co., Ltd.		8,000		30,440
Kyowa Exeo Corp.		45,100		596,803
Kyowa Leather Cloth Co., Ltd.		3,300		14,724

See accompanying notes to financial statements.

MSF-22

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Japan—(Continued)
Kyudenko Corp.		26,000	$	176,892
LAC Co., Ltd.		5,900		38,070
Land Business Co., Ltd.		7,100		31,934
Lasertec Corp. (d)		9,600		93,123
LEC, Inc.		4,400		50,650
Life Corp.		15,500		246,852
Lintec Corp.		24,200		448,602
Lion Corp. (d)		77,000		429,906
Look, Inc.		21,000		55,949
Macnica, Inc.		6,300		168,440
Macromill, Inc. (d)		22,800		169,207
Maeda Corp.		74,000		490,975
Maeda Road Construction Co., Ltd.		36,000		591,964
Maezawa Kasei Industries Co., Ltd.		6,800		69,479
Maezawa Kyuso Industries Co., Ltd.		5,600		69,755
Makino Milling Machine Co., Ltd.		64,000		552,613
Mamiya-Op Co., Ltd.		28,000		65,383
Mandom Corp.		9,500		300,810
Mani, Inc. (d)		2,500		85,198
Mars Engineering Corp. (d)		5,300		98,068
Marubun Corp.		8,200		44,403
Marudai Food Co., Ltd.		60,000		175,640
Maruei Department Store Co., Ltd. (a) (d)		8,000		18,265
Maruetsu, Inc. (The)		24,000		79,182
Marufuji Sheet Piling Co., Ltd.		13,000		34,236
Maruha Nichiro Holdings, Inc.		212,000		368,964
Maruka Machinery Co., Ltd.		2,900		37,668
Marukyu Co., Ltd.		1,300		12,193
Marusan Securities Co., Ltd. (d)		40,600		379,143
Maruwa Co., Ltd. (d)		5,400		182,010
Maruyama Manufacturing Co., Inc.		24,000		62,201
Maruzen CHI Holdings Co., Ltd. (a)		18,800		55,075
Maruzen Showa Unyu Co., Ltd.		35,000		121,142
Marvelous AQL, Inc. (d)		17,000		126,142
Matsuda Sangyo Co., Ltd.		9,000		120,469
Matsui Construction Co., Ltd.		9,000		36,221
Matsumotokiyoshi Holdings Co., Ltd. (d)		16,200		565,997
Matsuya Foods Co., Ltd. (d)		4,800		78,932
Max Co., Ltd.		22,000		241,947
Maxvalu Nishinihon Co., Ltd.		2,400		32,989
Maxvalu Tokai Co., Ltd.		5,000		73,159
MEC Co., Ltd.		9,400		61,103
Medical System Network Co., Ltd.		7,900		35,814
Megachips Corp.		11,000		168,155
Megmilk Snow Brand Co., Ltd. (d)		24,000		302,482
Meidensha Corp.		91,000		340,150
Meiji Shipping Co., Ltd.		8,500		38,627
Meiko Electronics Co., Ltd. (d)		7,500		56,988
Meiko Network Japan Co., Ltd.		7,200		77,053
Meisei Industrial Co., Ltd.		23,000		93,820
Meitec Corp.		14,900		404,064
Meito Sangyo Co., Ltd.		4,500		44,660
Meito Transportation Co., Ltd.		2,800		17,663
Meiwa Corp.		10,900		39,814
Meiwa Estate Co., Ltd. (a)		8,300		40,440
Melco Holdings, Inc. (d)		7,800		100,721
Message Co., Ltd.		8,000		246,656
Japan—(Continued)
Michinoku Bank, Ltd. (The) (d)		82,000		160,519
Micronics Japan Co., Ltd.		7,700		386,917
Mie Bank, Ltd. (The)		54,000		116,600
Mikuni Corp.		3,000		11,461
Milbon Co., Ltd. (d)		6,960		272,447
Mimasu Semiconductor Industry Co., Ltd.		10,500		89,732
Minato Bank, Ltd. (The)		86,000		142,965
Ministop Co., Ltd.		9,100		142,143
Miraial Co., Ltd.		2,900		43,367
Mirait Holdings Corp.		34,700		308,371
Miroku Jyoho Service Co., Ltd.		7,000		26,361
Misawa Homes Co., Ltd.		15,900		245,076
Mitani Corp.		9,700		200,733
Mitani Sekisan Co., Ltd.		5,000		62,874
Mito Securities Co., Ltd.		32,000		156,998
Mitsuba Corp.		21,000		341,744
Mitsubishi Kakoki Kaisha, Ltd. (a)		43,000		72,424
Mitsubishi Nichiyu Forklift Co., Ltd. (d)		16,000		115,635
Mitsubishi Paper Mills, Ltd. (a)		198,000		173,327
Mitsubishi Pencil Co., Ltd.		10,800		240,289
Mitsubishi Research Institute, Inc.		3,300		66,867
Mitsubishi Shokuhin Co., Ltd. (d)		5,500		133,705
Mitsubishi Steel Manufacturing Co., Ltd.		91,000		231,474
Mitsuboshi Belting Co., Ltd.		31,000		177,550
Mitsui Engineering & Shipbuilding Co., Ltd.		414,000		855,049
Mitsui High-Tec, Inc.		17,500		129,682
Mitsui Home Co., Ltd.		17,000		83,383
Mitsui Knowledge Industry Co., Ltd. (d)		33,800		49,135
Mitsui Matsushima Co., Ltd.		82,000		127,939
Mitsui Mining & Smelting Co., Ltd.		320,000		984,408
Mitsui Sugar Co., Ltd.		54,000		207,617
Mitsui-Soko Co., Ltd.		17,000		79,155
Mitsumi Electric Co., Ltd. (a)		60,000		501,528
Mitsumura Printing Co., Ltd.		5,000		13,109
Mitsuuroko Holdings Co., Ltd.		19,900		107,245
Miura Co., Ltd. (d)		15,500		387,554
Miyaji Engineering Group, Inc. (a)		36,000		98,234
Miyazaki Bank, Ltd. (The)		98,000		274,246
Miyoshi Oil & Fat Co., Ltd.		40,000		59,771
Mizuno Corp. (d)		46,000		233,420
Mochida Pharmaceutical Co., Ltd.		6,600		392,221
Modec, Inc.		7,000		201,227
Monex Group, Inc.		3,000		13,486
Money Partners Group Co., Ltd.		11,900		31,817
Monogatari Corp. (The)		1,900		57,366
MORESCO Corp.		3,000		54,108
Morinaga & Co., Ltd.		114,000		234,142
Morinaga Milk Industry Co., Ltd.		104,000		308,445
Morita Holdings Corp.		25,000		210,224
Morozoff, Ltd.		13,000		39,040
Mory Industries, Inc.		18,000		71,059
MOS Food Services, Inc.		12,700		240,922
Moshi Moshi Hotline, Inc.		22,400		240,031
Mr Max Corp.		10,500		32,838
MTI, Ltd. (d)		4,300		68,392
Murakami Corp.		3,000		40,598
Musashi Seimitsu Industry Co., Ltd. (d)		11,200		242,810

See accompanying notes to financial statements.

MSF-23

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Japan—(Continued)
Musashino Bank, Ltd. (The)		18,100	$	608,354
Mutoh Holdings Co., Ltd.		7,000		35,247
NAC Co., Ltd.		5,300		83,704
Nachi-Fujikoshi Corp.		77,000		435,238
Nafco Co., Ltd.		1,400		21,157
Nagaileben Co., Ltd.		7,200		108,740
Nagano Bank, Ltd. (The)		49,000		84,818
Nagano Keiki Co., Ltd.		4,200		27,859
Nagatanien Co., Ltd.		14,000		121,873
Nagawa Co., Ltd.		3,400		66,920
Nakabayashi Co., Ltd.		24,000		48,114
Nakamuraya Co., Ltd.		26,000		97,875
Nakanishi, Inc.		200		28,619
Nakano Corp.		4,000		9,521
Nakayama Steel Works, Ltd. (a) (d)		63,000		56,917
Nakayamafuku Co., Ltd.		2,000		15,823
Namura Shipbuilding Co., Ltd.		16,100		217,940
Nanto Bank, Ltd. (The)		115,000		429,656
Natori Co., Ltd.		4,000		38,334
NDS Co., Ltd.		27,000		74,641
NEC Capital Solutions, Ltd.		5,500		150,841
NEC Fielding, Ltd.		9,800		109,179
NEC Networks & System Integration Corp.		12,200		294,993
NET One Systems Co., Ltd. (d)		47,900		314,061
Neturen Co., Ltd.		18,300		150,575
New Japan Chemical Co., Ltd. (a) (d)		20,100		53,745
Nice Holdings, Inc.		40,000		94,932
Nichi-iko Pharmaceutical Co., Ltd. (d)		8,800		135,825
Nichia Steel Works, Ltd.		13,000		50,663
Nichias Corp.		54,000		370,319
Nichiban Co., Ltd.		14,000		48,830
Nichicon Corp.		33,700		327,119
Nichiden Corp.		4,000		84,570
Nichiha Corp.		12,900		177,189
Nichii Gakkan Co.		24,700		198,105
Nichimo Co., Ltd.		16,000		30,435
Nichirei Corp.		129,000		658,819
Nichireki Co., Ltd.		16,000		159,783
Nidec Copal Electronics Corp.		11,200		65,809
Nifco, Inc.		24,000		636,331
NIFTY Corp.		4,500		51,749
Nihon Chouzai Co., Ltd.		80		2,130
Nihon Dempa Kogyo Co., Ltd.		11,000		94,313
Nihon Eslead Corp.		2,700		29,081
Nihon Kagaku Sangyo Co., Ltd.		3,000		21,162
Nihon Kohden Corp.		18,700		653,403
Nihon M&A Center, Inc.		5,000		337,904
Nihon Nohyaku Co., Ltd.		26,000		372,520
Nihon Parkerizing Co., Ltd.		24,000		500,997
Nihon Plast Co., Ltd.		2,500		17,158
Nihon Shokuhin Kako Co., Ltd.		3,000		10,199
Nihon Tokushu Toryo Co., Ltd.		2,200		12,892
Nihon Unisys, Ltd.		9,900		86,985
Nihon Yamamura Glass Co., Ltd.		54,000		95,442
Nikkato Corp.		300		1,173
Nikkiso Co., Ltd.		31,000		390,351
Nikko Co., Ltd. (d)		17,000		118,508
Japan—(Continued)
Nippon Beet Sugar Manufacturing Co., Ltd.		71,000		125,597
Nippon Carbon Co., Ltd. (d)		71,000		133,867
Nippon Ceramic Co., Ltd. (d)		8,500		133,033
Nippon Chemi-Con Corp. (a) (d)		89,000		342,777
Nippon Chemical Industrial Co., Ltd. (a)		55,000		74,900
Nippon Chemiphar Co., Ltd.		14,000		62,407
Nippon Chutetsukan KK		2,000		4,477
Nippon Coke & Engineering Co., Ltd.		148,000		190,092
Nippon Columbia Co., Ltd. (a)		4,100		23,705
Nippon Concrete Industries Co., Ltd. (d)		14,000		64,268
Nippon Conveyor Co., Ltd. (a) (d)		24,000		32,421
Nippon Denko Co., Ltd.		60,000		180,937
Nippon Densetsu Kogyo Co., Ltd.		21,000		285,882
Nippon Felt Co., Ltd.		8,600		37,742
Nippon Filcon Co., Ltd.		5,200		22,017
Nippon Fine Chemical Co., Ltd.		5,800		36,261
Nippon Flour Mills Co., Ltd. (d)		64,000		315,490
Nippon Formula Feed Manufacturing Co., Ltd.		43,000		49,908
Nippon Gas Co., Ltd.		15,400		163,866
Nippon Hume Corp.		11,000		96,679
Nippon Jogesuido Sekkei Co., Ltd. (d)		3,300		40,192
Nippon Kanzai Co., Ltd.		3,300		61,749
Nippon Kasei Chemical Co., Ltd.		18,000		24,830
Nippon Kinzoku Co., Ltd. (a)		29,000		39,160
Nippon Kodoshi Corp.		700		8,827
Nippon Koei Co., Ltd.		42,000		176,883
Nippon Konpo Unyu Soko Co., Ltd.		31,000		558,844
Nippon Koshuha Steel Co., Ltd. (a)		47,000		47,439
Nippon Kucho Service Co., Ltd.		3,000		32,509
Nippon Light Metal Holdings Co., Ltd. (d)		301,800		408,341
Nippon Paper Industries Co., Ltd. (d)		20,100		373,759
Nippon Parking Development Co., Ltd.		803		62,151
Nippon Pillar Packing Co., Ltd.		13,000		89,586
Nippon Piston Ring Co., Ltd.		50,000		95,753
Nippon Rietec Co., Ltd.		7,000		48,280
Nippon Road Co., Ltd. (The)		43,000		242,917
Nippon Seiki Co., Ltd.		24,000		464,432
Nippon Seiro Co., Ltd.		2,000		4,867
Nippon Seisen Co., Ltd.		10,000		44,017
Nippon Sharyo, Ltd. (d)		37,000		183,964
Nippon Sheet Glass Co., Ltd. (a)		527,000		687,436
Nippon Shinyaku Co., Ltd.		27,000		525,631
Nippon Signal Co., Ltd. (d)		32,400		273,922
Nippon Soda Co., Ltd.		79,000		504,388
Nippon Steel & Sumikin Bussan (d)		96,960		363,194
Nippon Steel & Sumikin Texeng		29,000		120,654
Nippon Suisan Kaisha, Ltd. (a)		142,400		323,657
Nippon Synthetic Chemical Industry Co., Ltd. (The)		33,000		296,166
Nippon Thompson Co., Ltd.		48,000		266,755
Nippon Valqua Industries, Ltd.		47,000		126,544
Nipro Corp. (d)		55,400		501,406
Nishi-Nippon Railroad Co., Ltd.		21,000		77,629
Nishikawa Rubber Co., Ltd.		1,200		20,677
Nishimatsu Construction Co., Ltd.		191,000		608,553
Nishimatsuya Chain Co., Ltd.		28,600		224,688
Nishio Rent All Co., Ltd.		8,900		225,380

See accompanying notes to financial statements.

MSF-24

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Japan—(Continued)
Nissan Shatai Co., Ltd.		2,000	$	29,075
Nissan Tokyo Sales Holdings Co., Ltd.		11,000		47,840
Nissei ASB Machine Co., Ltd.		2,100		51,951
Nissei Corp.		3,700		31,704
Nissei Plastic Industrial Co., Ltd.		7,100		42,151
Nissen Holdings Co., Ltd. (d)		17,900		68,713
Nisshin Fudosan Co.		18,400		76,751
Nisshin Oillio Group, Ltd. (The) (d)		65,000		211,253
Nisshin Steel Holdings Co., Ltd.		35,896		430,434
Nisshinbo Holdings, Inc.		82,000		789,607
Nissin Corp.		44,000		123,984
Nissin Electric Co., Ltd.		30,000		183,509
Nissin Kogyo Co., Ltd.		20,000		424,146
Nissin Sugar Co., Ltd.		2,400		48,527
Nissui Pharmaceutical Co., Ltd.		6,000		62,536
Nitta Corp.		12,800		282,412
Nittan Valve Co., Ltd.		6,300		19,218
Nittetsu Mining Co., Ltd.		38,000		187,458
Nitto Boseki Co., Ltd. (d)		88,000		465,176
Nitto FC Co., Ltd.		4,500		26,242
Nitto Fuji Flour Milling Co., Ltd.		4,000		11,898
Nitto Kogyo Corp.		15,100		255,923
Nitto Kohki Co., Ltd.		7,300		131,049
Nitto Seiko Co., Ltd.		15,000		49,379
Nittoc Construction Co., Ltd.		13,550		51,309
Nittoku Engineering Co., Ltd. (d)		8,700		79,271
Noevir Holdings Co., Ltd.		9,900		179,248
NOF Corp.		83,000		590,975
Nohmi Bosai, Ltd.		13,000		128,569
Nomura Co., Ltd.		21,000		175,188
Noritake Co., Ltd.		75,000		183,962
Noritsu Koki Co., Ltd.		8,000		50,490
Noritz Corp.		15,800		338,555
North Pacific Bank, Ltd.		132,800		540,799
NS Solutions Corp.		9,000		199,147
NS United Kaiun Kaisha, Ltd. (a)		67,000		197,385
NSD Co., Ltd.		20,900		247,637
Nuflare Technology, Inc.		1,300		161,656
Obara Group, Inc.		6,400		200,329
Obayashi Road Corp.		16,000		88,368
OBIC Business Consultants, Ltd.		5,500		179,427
Oenon Holdings, Inc.		34,000		78,890
Ogaki Kyoritsu Bank, Ltd. (The)		177,000		487,070
Ohara, Inc.		4,700		28,767
Ohashi Technica, Inc.		4,600		41,996
Ohsho Food Service Corp. (d)		5,400		165,251
Oiles Corp.		14,000		283,445
Oita Bank, Ltd. (The)		104,000		385,788
Okabe Co., Ltd.		25,700		303,390
Okamoto Industries, Inc.		44,000		137,218
Okamoto Machine Tool Works, Ltd. (a)		27,000		30,818
Okamura Corp.		32,000		272,150
Okaya Electric Industries Co., Ltd.		8,900		31,642
OKI Electric Cable Co., Ltd. (a)		6,000		11,414
Okinawa Cellular Telephone Co.		5,800		151,968
Okinawa Electric Power Co., Inc. (The)		9,300		313,060
OKK Corp. (d)		41,000		55,477
Japan—(Continued)
OKUMA Corp. (d)		70,000		772,666
Okumura Corp.		94,000		435,547
Okura Industrial Co., Ltd.		30,000		103,574
Okuwa Co., Ltd.		11,000		95,565
Olympic Corp.		7,800		55,988
ONO Sokki Co., Ltd.		11,000		46,936
Onoken Co., Ltd.		9,400		118,627
Onward Holdings Co., Ltd.		64,000		485,304
OPT, Inc.		4,700		44,690
Optex Co., Ltd. (d)		6,500		105,826
Organo Corp.		24,000		107,644
Origin Electric Co., Ltd.		19,000		57,951
Osaka Organic Chemical Industry, Ltd.		8,500		38,638
Osaka Steel Co., Ltd. (d)		8,300		144,073
OSAKA Titanium Technologies Co., Ltd. (d)		6,900		120,352
Osaki Electric Co., Ltd. (d)		17,000		88,661
OSG Corp.		35,400		602,041
Otsuka Kagu, Ltd.		5,500		53,619
OUG Holdings, Inc.		7,000		12,836
Oyo Corp.		11,800		180,742
Pacific Industrial Co., Ltd.		24,000		167,273
Pacific Metals Co., Ltd. (d)		81,000		296,862
Pack Corp. (The)		7,800		138,570
Pal Co., Ltd.		5,300		129,677
Paltac Corp.		18,450		239,125
PanaHome Corp.		45,000		331,750
Panasonic Industrial Devices SUNX Co., Ltd.		11,200		52,336
Panasonic Information Systems		1,700		48,977
Paramount Bed Holdings Co., Ltd.		8,000		268,163
Parco Co., Ltd.		11,200		105,628
Paris Miki Holdings, Inc.		17,000		78,037
Pasco Corp.		11,000		51,178
Pasona Group, Inc.		3,700		26,049
Penta-Ocean Construction Co., Ltd.		140,000		492,064
Pilot Corp.		7,300		251,236
Piolax, Inc.		5,900		232,796
Pioneer Corp. (a) (d)		153,800		322,462
Plenus Co., Ltd.		10,400		232,464
Press Kogyo Co., Ltd. (d)		60,000		249,044
Pressance Corp.		2,600		76,271
Prestige International, Inc.		10,400		97,870
Prima Meat Packers, Ltd.		78,000		143,847
Pronexus, Inc.		12,300		78,976
Proto Corp.		6,400		89,450
Qol Co., Ltd.		4,700		27,212
Raito Kogyo Co., Ltd.		29,800		219,122
Relo Holdings, Inc.		5,400		276,729
Renaissance, Inc.		5,100		38,058
Rengo Co., Ltd.		120,000		723,680
Renown, Inc. (a)		29,200		38,053
Resort Solution Co., Ltd.		4,000		9,249
Resorttrust, Inc.		32,800		599,335
Rheon Automatic Machinery Co., Ltd.		5,000		29,216
Rhythm Watch Co., Ltd.		64,000		85,896
Riberesute Corp. (d)		4,300		27,154
Ricoh Leasing Co., Ltd.		9,300		275,809
Right On Co., Ltd.		7,900		55,885

See accompanying notes to financial statements.

MSF-25

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares			Value
Japan—(Continued)
Riken Corp.		55,000		$	239,656
Riken Keiki Co., Ltd.		8,400			68,812
Riken Technos Corp.		23,000			129,433
Riken Vitamin Co., Ltd.		4,800			102,488
Riso Kagaku Corp.		10,179			209,382
Riso Kyoiku Co., Ltd. (d)		11,590			57,116
Rock Field Co., Ltd.		5,500			98,366
Rohto Pharmaceutical Co., Ltd.		37,000			564,651
Rokko Butter Co., Ltd. (d)		5,500			44,080
Roland Corp.		8,300			112,789
Round One Corp.		43,800			351,829
Royal Holdings Co., Ltd. (d)		15,800			236,719
Ryobi, Ltd.		88,000			355,135
Ryoden Trading Co., Ltd. (d)		18,000			122,759
Ryosan Co., Ltd.		20,500			436,841
Ryoyo Electro Corp. (d)		8,600			88,567
S Foods, Inc.		7,500			76,261
S&B Foods, Inc.		600			20,971
Sagami Chain Co., Ltd.		6,000			51,358
Saibu Gas Co., Ltd.		161,000			377,824
Saizeriya Co., Ltd. (d)		16,200			198,356
Sakai Chemical Industry Co., Ltd.		64,000			197,988
Sakai Heavy Industries, Ltd.		21,000			81,250
Sakai Moving Service Co., Ltd.		2,100			67,338
Sakai Ovex Co., Ltd.		32,000			66,958
Sakata INX Corp.		26,000			247,772
Sakata Seed Corp.		17,300			219,440
Sala Corp.		12,900			61,786
San Holdings, Inc.		2,700			36,267
San-A Co., Ltd.		8,800			240,657
San-Ai Oil Co., Ltd.		34,000			160,077
San-In Godo Bank, Ltd. (The)		92,000			660,949
Sanden Corp. (d)		71,000			338,258
Sanei Architecture Planning Co., Ltd.		4,300			34,211
Sangetsu Co., Ltd. (d)		15,400			384,040
Sanken Electric Co., Ltd.		61,000			450,299
Sanki Engineering Co., Ltd.		35,000			220,380
Sanko Marketing Foods Co., Ltd.		3,100	��		27,320
Sanko Metal Industrial Co., Ltd.		10,000			24,843
Sankyo Seiko Co., Ltd.		22,100			74,631
Sankyo Tateyama, Inc.		14,200			282,505
Sankyu, Inc.		149,000			581,293
Sanoh Industrial Co., Ltd.		13,800			96,277
Sanshin Electronics Co., Ltd.		16,800			116,288
Sanwa Holdings Corp.		106,000			719,777
Sanyo Chemical Industries, Ltd.		32,000			219,472
Sanyo Denki Co., Ltd.		23,000			143,330
Sanyo Electric Railway Co., Ltd.		5,000			20,002
Sanyo Housing Nagoya Co., Ltd.		5,100			56,693
Sanyo Industries, Ltd.		13,000			23,385
Sanyo Shokai, Ltd. (d)		73,000			197,839
Sanyo Special Steel Co., Ltd.		67,000			328,101
Sapporo Holdings, Ltd. (d)		173,000			727,703
Sasebo Heavy Industries Co., Ltd. (a)		74,000			83,158
Sata Construction Co., Ltd.		42,000			57,192
Sato Holdings Corp. (d)		11,900			270,178
Sato Shoji Corp.		6,500			41,794
Japan—(Continued)
Satori Electric Co., Ltd.		7,100			42,157
Sawada Holdings Co., Ltd. (d)		12,700			155,319
Sawai Pharmaceutical Co., Ltd.		6,800			438,997
Saxa Holdings, Inc.		33,000			50,552
SBS Holdings, Inc.		2,300			34,333
Scroll Corp.		15,700			50,884
SEC Carbon, Ltd.		7,000			21,953
Secom Joshinetsu Co., Ltd.		900			21,620
Seibu Electric Industry Co., Ltd.		12,000			52,117
Seika Corp.		34,000			80,510
Seikagaku Corp.		13,400			163,964
Seikitokyu Kogyo Co., Ltd. (a)		64,000			87,450
Seiko Holdings Corp.		44,000			217,334
Seiko PMC Corp. (d)		6,300			28,606
Seino Holdings Co., Ltd.		56,000			590,339
Seiren Co., Ltd.		29,600			235,480
Sekisui Jushi Corp.		18,000			255,796
Sekisui Plastics Co., Ltd.		24,000			64,332
Senko Co., Ltd. (d)		52,000			269,780
Senshu Electric Co., Ltd.		3,200			36,811
Senshu Ikeda Holdings, Inc.		102,900			479,016
Senshukai Co., Ltd. (d)		18,700			156,599
Septeni Holdings Co., Ltd.		8,000			99,357
Seria Co., Ltd.		4,700			189,181
Shibaura Electronics Co., Ltd.		2,800			45,995
Shibaura Mechatronics Corp. (a) (d)		18,000			41,611
Shibusawa Warehouse Co., Ltd. (The)		29,000			114,956
Shibuya Kogyo Co., Ltd.		11,600			197,050
Shidax Corp.		9,600			47,884
Shiga Bank, Ltd. (The)		96,000			505,006
Shikibo, Ltd.		83,000			106,621
Shikoku Bank, Ltd. (The)		108,000			242,550
Shikoku Chemicals Corp.		21,000			159,033
Shima Seiki Manufacturing, Ltd.		16,300			306,681
Shimachu Co., Ltd.		27,300			646,752
SHIMANE BANK, Ltd. (The) (d)		2,500			31,226
Shimizu Bank, Ltd. (The)		5,400			144,917
Shimojima Co., Ltd.		6,300			58,623
Shin Nippon Air Technologies Co., Ltd.		7,300			44,017
Shin-Etsu Polymer Co., Ltd.		28,500			102,713
Shin-Keisei Electric Railway Co., Ltd.		23,000			81,261
Shinagawa Refractories Co., Ltd.		27,000			57,520
Shindengen Electric Manufacturing Co., Ltd.		45,000			273,771
Shinkawa, Ltd.		5,300			34,626
Shinko Electric Industries Co., Ltd. (d)		40,300			334,679
Shinko Plantech Co., Ltd.		23,800			185,061
Shinko Shoji Co., Ltd. (d)		13,500			112,641
Shinko Wire Co., Ltd.		12,000			21,851
Shinmaywa Industries, Ltd.		54,000			469,026
Shinnihon Corp.		19,000			60,109
Shinsho Corp.		30,000			67,968
Shinwa Co., Ltd.		3,900			43,802
Ship Healthcare Holdings, Inc.		16,600			644,648
Shiroki Corp.		31,000			66,121
Shizuki Electric Co., Inc.		8,000			34,837
Shizuoka Gas Co., Ltd.		31,500			187,391
Shobunsha Publications, Inc.		6,700			41,447

See accompanying notes to financial statements.

MSF-26

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Japan—(Continued)
Shoei Foods Corp.		4,300	$	32,027
Shofu, Inc.		3,900		32,443
Shoko Co., Ltd. (d)		39,000		61,185
Showa Aircraft Industry Co., Ltd. (d)		5,000		58,999
Showa Corp.		29,300		472,775
Showa Sangyo Co., Ltd.		46,000		139,932
Siix Corp. (d)		8,900		108,167
Sinanen Co., Ltd.		27,000		105,460
Sinfonia Technology Co., Ltd.		58,000		93,319
Sinko Industries, Ltd.		7,600		61,211
Sintokogio, Ltd.		29,200		219,285
SKY Perfect JSAT Holdings, Inc.		87,000		471,368
SMK Corp.		40,000		265,223
SNT Corp.		10,900		42,452
Soda Nikka Co., Ltd.		7,000		29,401
Sodick Co., Ltd.		28,100		124,811
Soft99 Corp.		5,100		33,299
Softbank Technology Corp. (d)		1,600		26,288
Software Service, Inc.		1,500		49,577
Sogo Medical Co., Ltd.		2,800		106,688
Soshin Electric Co., Ltd.		1,500		5,446
Sotetsu Holdings, Inc.		6,000		20,537
Sotoh Co., Ltd.		4,300		37,094
Space Co., Ltd.		5,800		50,776
SPK Corp. (d)		2,500		43,717
Square Enix Holdings Co., Ltd. (d)		36,000		630,216
SRA Holdings		5,600		68,914
Srg Takamiya Co., Ltd.		2,600		28,891
ST Corp.		6,900		65,195
St. Marc Holdings Co., Ltd.		4,400		210,262
Star Micronics Co., Ltd. (d)		23,400		272,832
Starbucks Coffee Japan, Ltd. (d)		4,300		47,642
Starts Corp., Inc.		4,500		64,531
Starzen Co., Ltd.		38,000		98,559
Stella Chemifa Corp.		5,600		84,404
Step Co., Ltd.		4,100		31,856
Studio Alice Co., Ltd.		4,900		64,505
Subaru Enterprise Co., Ltd.		1,000		3,755
Sugimoto & Co., Ltd.		3,800		35,566
Sumida Corp.		8,500		41,766
Suminoe Textile Co., Ltd.		31,000		85,500
Sumitomo Bakelite Co., Ltd.		109,000		392,097
Sumitomo Densetsu Co., Ltd.		10,500		151,246
Sumitomo Forestry Co., Ltd.		400		4,663
Sumitomo Mitsui Construction Co., Ltd. (a) (d)		119,000		145,166
Sumitomo Osaka Cement Co., Ltd.		230,000		884,101
Sumitomo Precision Products Co., Ltd.		21,000		90,482
Sumitomo Real Estate Sales Co., Ltd.		8,760		268,533
Sumitomo Seika Chemicals Co., Ltd.		30,000		246,148
Sumitomo Warehouse Co., Ltd. (The)		73,000		422,717
Sun-Wa Technos Corp.		3,900		32,770
Suncall Corp.		11,000		71,957
SWCC Showa Holdings Co., Ltd. (a) (d)		163,000		165,824
Systena Corp.		12,600		89,329
T Hasegawa Co., Ltd.		11,800		162,516
T RAD Co., Ltd.		41,000		111,454
T&K Toka Co., Ltd.		5,600		122,537
Japan—(Continued)
Tachi-S Co., Ltd. (d)		15,100		209,051
Tachibana Eletech Co., Ltd.		5,900		77,969
Tadano, Ltd.		46,000		618,443
Taihei Dengyo Kaisha, Ltd.		20,000		124,880
Taiheiyo Kouhatsu, Inc. (d)		46,000		48,641
Taiho Kogyo Co., Ltd.		9,800		114,297
Taikisha, Ltd.		15,800		351,022
Taiko Bank, Ltd. (The)		41,000		90,465
Taiko Pharmaceutical Co., Ltd.		4,300		97,980
Taisei Lamick Co., Ltd. (d)		2,700		65,700
Taiyo Holdings Co., Ltd.		7,500		236,074
Taiyo Yuden Co., Ltd. (d)		22,500		294,031
Taka-Q, Ltd.		6,000		17,337
Takachiho Koheki Co., Ltd.		400		3,847
Takagi Securities Co., Ltd.		18,000		70,126
Takamatsu Construction Group Co., Ltd. (d)		8,100		145,772
Takano Co., Ltd.		6,000		32,507
Takaoka Toko Holdings Co., Ltd. (d)		5,365		99,938
Takara Leben Co., Ltd. (d)		15,600		53,194
Takara Printing Co., Ltd.		3,100		20,979
Takara Standard Co., Ltd.		52,000		392,233
Takasago International Corp.		48,000		270,104
Takasago Thermal Engineering Co., Ltd.		33,300		281,965
Takashima & Co., Ltd.		25,000		61,353
Take And Give Needs Co., Ltd.		4,710		102,591
Takeei Corp. (d)		8,700		105,987
Takeuchi Manufacturing Co., Ltd.		7,000		157,430
Takihyo Co., Ltd.		13,000		51,019
Takiron Co., Ltd.		27,000		111,373
Takisawa Machine Tool Co., Ltd.		35,000		49,339
Takuma Co., Ltd.		41,000		359,682
Tamron Co., Ltd. (d)		9,600		232,907
Tamura Corp.		47,000		129,292
Tanseisha Co., Ltd. (d)		11,000		75,048
Tatsuta Electric Wire and Cable Co., Ltd. (d)		24,100		145,733
Tayca Corp.		17,000		49,142
TBK Co., Ltd.		14,000		76,087
TECHNO ASSOCIE Co., Ltd.		300		3,124
Techno Medica Co., Ltd.		2,400		48,293
Techno Ryowa, Ltd.		4,800		22,144
Tecmo Koei Holdings Co., Ltd. (d)		12,200		144,195
Teikoku Electric Manufacturing Co., Ltd.		4,700		118,330
Teikoku Sen-I Co., Ltd.		13,000		150,407
Teikoku Tsushin Kogyo Co., Ltd.		24,000		40,637
Tekken Corp. (a) (d)		82,000		253,487
Temp Holdings Co., Ltd. (d)		7,400		196,781
Ten Allied Co., Ltd. (a)		2,600		7,608
Tenma Corp.		6,200		97,080
Teraoka Seisakusho Co., Ltd.		200		797
Tigers Polymer Corp.		2,200		9,564
TKC Corp.		12,400		210,805
Toa Corp. (a)		127,000		400,528
Toa Oil Co., Ltd. (d)		37,000		73,252
TOA ROAD Corp.		26,000		130,638
Toabo Corp.		56,000		42,596
Toagosei Co., Ltd.		109,000		467,035
Tobishima Corp. (a)		69,900		121,953

See accompanying notes to financial statements.

MSF-27

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Japan—(Continued)
Tobu Store Co., Ltd.		11,000	$	27,181
TOC Co., Ltd.		34,100		272,486
Tocalo Co., Ltd.		8,800		136,918
Tochigi Bank, Ltd. (The)		67,000		259,610
Toda Corp.		120,000		417,585
Toda Kogyo Corp.		22,000		60,719
Toei Animation Co., Ltd.		2,500		61,286
Toei Co., Ltd.		37,000		209,321
Toenec Corp.		20,000		119,902
Toho Bank, Ltd. (The)		115,000		358,560
Toho Co., Ltd.		20,000		72,063
Toho Holdings Co., Ltd.		25,000		401,274
Toho Titanium Co., Ltd. (d)		18,600		129,910
Toho Zinc Co., Ltd.		85,000		284,781
Tohoku Bank, Ltd. (The)		56,000		79,903
Tohokushinsha Film Corp.		4,800		39,775
Tohto Suisan Co., Ltd.		22,000		44,258
Tokai Carbon Co., Ltd.		112,000		391,074
Tokai Corp.		5,500		160,732
TOKAI Holdings Corp.		52,700		177,428
Tokai Lease Co., Ltd.		16,000		28,590
Tokai Rubber Industries, Ltd.		21,500		210,235
Token Corp.		4,160		199,877
Tokushu Tokai Paper Co., Ltd.		60,000		122,544
Tokuyama Corp. (d)		196,000		744,407
Tokyo Derica Co., Ltd.		3,900		56,249
Tokyo Dome Corp.		94,000		622,821
Tokyo Electron Device, Ltd.		2,400		35,591
Tokyo Energy & Systems, Inc.		15,000		77,635
Tokyo Keiki, Inc. (d)		32,000		95,317
Tokyo Ohka Kogyo Co., Ltd.		21,000		449,554
Tokyo Rakutenchi Co., Ltd.		17,000		79,597
Tokyo Rope Manufacturing Co., Ltd. (a) (d)		55,000		86,467
Tokyo Sangyo Co., Ltd.		12,000		43,480
Tokyo Seimitsu Co., Ltd.		19,900		419,226
Tokyo Steel Manufacturing Co., Ltd. (a) (d)		72,200		375,910
Tokyo Tekko Co., Ltd.		29,000		112,898
Tokyo Theatres Co., Inc.		42,000		63,131
Tokyo Tomin Bank, Ltd. (The)		21,500		223,601
Tokyu Construction Co., Ltd. (a) (d)		22,480		113,954
Tokyu Recreation Co., Ltd.		6,000		32,879
Toli Corp.		30,000		62,247
Tomato Bank, Ltd.		62,000		104,381
Tomen Devices Corp.		1,500		25,014
Tomen Electronics Corp.		6,500		71,590
Tomoe Corp.		16,000		76,921
Tomoe Engineering Co., Ltd.		3,600		57,619
Tomoegawa Co., Ltd.		12,000		22,733
Tomoku Co., Ltd.		37,000		127,497
TOMONY Holdings, Inc.		83,600		338,764
Tomy Co., Ltd.		38,000		169,414
Tonami Holdings Co., Ltd.		32,000		65,700
Toppan Forms Co., Ltd.		28,300		259,579
Topre Corp.		23,700		351,440
Topy Industries, Ltd.		122,000		226,511
Toridoll.corp (d)		9,000		80,668
Torigoe Co., Ltd. (The)		9,200		58,431
Japan—(Continued)
Torii Pharmaceutical Co., Ltd.		5,600		164,609
Torishima Pump Manufacturing Co., Ltd.		11,600		116,185
Tosei Corp.		13,200		108,312
Toshiba Machine Co., Ltd.		62,000		359,016
Toshiba Plant Systems & Services Corp.		21,000		313,477
Toshiba TEC Corp.		69,000		479,121
Tosho Co., Ltd.		3,500		60,350
Tosho Printing Co., Ltd.		26,000		87,559
Totetsu Kogyo Co., Ltd.		16,000		301,052
Tottori Bank, Ltd. (The)		37,000		68,661
Toukei Computer Co., Ltd.		2,200		31,261
Towa Bank, Ltd. (The)		178,000		159,167
Towa Corp.		11,100		50,682
Towa Pharmaceutical Co., Ltd. (d)		5,200		218,240
Toyo Construction Co., Ltd.		41,099		145,607
Toyo Corp.		15,800		162,965
Toyo Denki Seizo - Toyo Electric Manufacturing Co., Ltd. (d)		23,000		70,908
Toyo Engineering Corp.		62,000		252,740
Toyo Ink SC Holdings Co., Ltd.		107,000		528,923
Toyo Kanetsu KK		68,000		191,095
Toyo Kohan Co., Ltd.		35,000		164,087
Toyo Securities Co., Ltd.		43,000		156,335
Toyo Sugar Refining Co., Ltd.		9,000		8,902
Toyo Tanso Co., Ltd. (d)		7,200		136,966
Toyo Tire & Rubber Co., Ltd.		99,000		565,275
Toyo Wharf & Warehouse Co., Ltd.		30,000		78,119
Toyobo Co., Ltd.		464,000		856,728
TPR Co., Ltd.		12,200		207,501
Trancom Co., Ltd.		3,900		125,455
Transcosmos, Inc.		13,100		251,206
Trusco Nakayama Corp.		10,700		251,900
TS Tech Co., Ltd.		7,300		246,485
TSI Holdings Co., Ltd.		47,805		320,208
Tsubakimoto Chain Co.		77,000		587,783
Tsubakimoto Kogyo Co., Ltd.		8,000		22,668
Tsudakoma Corp. (a)		31,000		50,209
Tsugami Corp.		38,000		227,914
Tsukamoto Corp. Co., Ltd.		21,000		32,423
Tsukishima Kikai Co., Ltd.		13,000		134,070
Tsukuba Bank, Ltd. (The)		47,200		165,156
Tsukui Corp.		13,900		132,218
Tsurumi Manufacturing Co., Ltd.		10,000		98,001
Tsutsumi Jewelry Co., Ltd.		3,800		88,287
TTK Co., Ltd.		4,000		16,951
TV Tokyo Holdings Corp.		3,700		58,963
TYK Corp.		6,000		13,695
U-Shin, Ltd. (d)		16,000		116,910
UACJ Corp.		127,850		484,585
Uchida Yoko Co., Ltd.		32,000		86,582
Ueki Corp.		11,000		22,721
UKC Holdings Corp.		6,200		102,125
Ulvac, Inc. (a)		27,300		361,060
Uniden Corp. (a)		25,000		88,319
Union Tool Co.		7,000		160,626
Unipres Corp. (d)		19,400		363,827
United Arrows, Ltd.		9,300		348,344

See accompanying notes to financial statements.

MSF-28

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Japan—(Continued)
Universal Entertainment Corp. (d)		8,500	$	156,953
UNY Group Holdings Co., Ltd.		55,400		339,366
Uoriki Co., Ltd.		2,100		26,961
Usen Corp. (a) (d)		64,530		258,823
Ushio, Inc.		52,700		700,884
UT Holdings Co., Ltd. (d)		14,200		77,712
Utoc Corp.		5,100		18,299
Valor Co., Ltd.		16,900		223,488
Village Vanguard Co., Ltd. (d)		3,400		44,286
Vital KSK Holdings, Inc.		20,300		141,024
VT Holdings Co., Ltd. (d)		15,900		262,215
Wacoal Holdings Corp. (d)		26,000		264,927
Wacom Co., Ltd.		13,700		96,145
Wakachiku Construction Co., Ltd. (a)		69,000		89,541
Wakamoto Pharmaceutical Co., Ltd. (a)		9,000		23,207
Wakita & Co., Ltd.		20,000		235,676
Warabeya Nichiyo Co., Ltd.		8,400		152,103
Watabe Wedding Corp.		4,400		27,341
WATAMI Co., Ltd. (d)		11,200		147,033
Weathernews, Inc. (d)		3,600		82,189
Welcia Holdings Co., Ltd.		3,900		203,960
Wellnet Corp.		2,700		44,526
West Holdings Corp.		7,200		92,579
Wood One Co., Ltd.		19,000		56,596
Wowow, Inc.		2,700		91,692
Xebio Co., Ltd.		14,100		271,044
Y. A. C. Co., Ltd.		4,900		25,944
Yachiyo Bank, Ltd. (The)		8,500		221,354
Yachiyo Industry Co., Ltd.		5,600		39,137
Yahagi Construction Co., Ltd.		17,100		148,743
Yaizu Suisankagaku Industry Co., Ltd.		4,400		37,317
YAMABIKO Corp.		4,100		125,417
Yamagata Bank, Ltd. (The)		80,000		329,420
Yamaichi Electronics Co., Ltd. (a)		8,200		18,779
Yamanashi Chuo Bank, Ltd. (The)		91,000		396,403
Yamatane Corp. (d)		53,000		91,403
Yamato Corp.		9,000		30,342
Yamato International, Inc.		6,700		28,201
Yamaya Corp.		2,650		52,370
Yamazawa Co., Ltd.		1,000		14,613
Yamazen Corp.		32,100		197,158
Yaoko Co., Ltd.		3,600		141,568
Yashima Denki Co., Ltd.		7,500		31,007
Yasuda Warehouse Co., Ltd. (The)		7,400		81,807
Yellow Hat, Ltd.		10,700		190,950
Yodogawa Steel Works, Ltd.		70,000		302,085
Yokogawa Bridge Holdings Corp.		18,000		264,529
Yokohama Reito Co., Ltd.		26,500		201,133
Yokowo Co., Ltd.		7,900		40,232
Yomeishu Seizo Co., Ltd.		6,000		46,437
Yondenko Corp.		12,000		41,307
Yondoshi Holding, Inc.		11,700		177,249
Yonekyu Corp.		800		6,312
Yonex Co., Ltd.		5,900		33,295
Yorozu Corp. (d)		9,600		175,694
Yoshinoya Holdings Co., Ltd.		1,200		14,691
Yuasa Funashoku Co., Ltd.		8,000		19,099
Japan—(Continued)
Yuasa Trading Co., Ltd.		100,000		204,624
Yuken Kogyo Co., Ltd.		22,000		49,484
Yuki Gosei Kogyo Co., Ltd.		6,000		16,161
Yurtec Corp.		26,000		84,083
Yusen Logistics Co., Ltd. (d)		11,700		147,919
Yushin Precision Equipment Co., Ltd.		4,900		106,587
Yushiro Chemical Industry Co., Ltd.		7,300		69,865
Zappallas, Inc.		4,900		35,738
Zenrin Co., Ltd.		15,700		152,797
Zensho Holdings Co., Ltd. (d)		31,200		334,809
ZERIA Pharmaceutical Co., Ltd.		8,800		214,600
Zojirushi Corp.		10,000		35,541
Zuken, Inc. (d)		7,200		58,314
				214,441,507
Luxembourg—0.0%
L’Occitane International S.A.		56,250		120,735
Netherlands—2.1%
Aalberts Industries NV		53,139		1,701,291
Accell Group		13,869		256,276
AMG Advanced Metallurgical Group NV (a)		17,624		188,343
Amsterdam Commodities NV		10,026		228,314
APERAM (a) (d)		33,328		618,099
Arcadis NV		32,441		1,143,746
ASM International NV		26,751		883,993
Ballast Nedam (a)		1,358		19,663
BE Semiconductor Industries NV		23,461		265,795
Beter Bed Holding NV		10,318		249,879
BinckBank NV		39,299		417,594
Brunel International NV (d)		6,300		386,842
Corbion NV (d)		19,773		419,832
Delta Lloyd NV		91,549		2,277,608
DOCdata NV		1,934		43,239
Exact Holding NV (d)		7,888		255,133
Grontmij (a)		40,836		202,534
Heijmans NV		14,562		210,710
Hunter Douglas NV		2,423		109,757
KAS Bank NV		7,278		97,598
Kendrion NV		4,261		139,779
Koninklijke BAM Groep NV (d)		183,068		958,217
Koninklijke Wessanen NV		54,622		213,853
Macintosh Retail Group NV		7,046		84,682
Nederland Apparatenfabriek		2,742		113,157
Nutreco NV		38,964		1,940,243
Ordina NV (a)		57,689		151,217
PostNL NV (a)		219,352		1,255,132
Royal Imtech NV (a) (d)		38,313		112,887
SBM Offshore NV (a)		103,661		2,118,339
Sligro Food Group NV		13,645		529,317
SNS REAAL NV (a) (b) (c) (d)		105,329		0
Telegraaf Media Groep NV		13,542		169,671
Ten Cate NV		20,330		641,822
TKH Group NV		23,125		810,835
TNT Express NV		6,296		58,561
TomTom NV (a)		76,476		543,464

See accompanying notes to financial statements.

MSF-29

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Netherlands—(Continued)
Unit4 NV		16,955	$	895,692
USG People NV		43,376		578,977
Van Lanschot NV (a)		45		1,108
				21,293,199
New Zealand—0.8%
A2 Corp., Ltd. (a) (d)		134,580		88,649
Abano Healthcare Group, Ltd.		880		4,606
Air New Zealand, Ltd. (d)		170,907		230,679
Bathurst Resources New Zealand, Ltd. (a) (d)		206,414		34,431
Briscoe Group, Ltd.		13,123		25,362
Cavalier Corp., Ltd.		7,259		10,272
Chorus, Ltd.		106,254		125,906
Diligent Board Member Services, Inc. (a) (d)		19,249		60,186
Ebos Group, Ltd.		40,868		324,994
Fisher & Paykel Healthcare Corp., Ltd. (d)		259,685		820,108
Freightways, Ltd.		81,878		318,250
Hallenstein Glasson Holdings, Ltd.		19,012		60,524
Heartland New Zealand, Ltd.		72,313		50,574
Infratil, Ltd.		399,354		745,692
Kathmandu Holdings, Ltd.	��	23,984		68,852
Mainfreight, Ltd.		40,292		397,064
Methven, Ltd.		19,898		23,087
Michael Hill International, Ltd.		82,929		94,846
Millennium & Copthorne Hotels New Zealand, Ltd.		26,384		15,406
New Zealand Oil & Gas, Ltd.		178,730		117,732
New Zealand Refining Co., Ltd. (The)		27,432		46,424
Nuplex Industries, Ltd. (d)		105,582		294,650
NZX, Ltd.		130,860		132,849
Opus International Consultants, Ltd.		4,000		6,850
Pacific Edge, Ltd. (a)		17,353		19,019
PGG Wrightson, Ltd.		58,545		19,235
Pike River Coal Co., Ltd. (a) (b) (c)		82,575		0
Port of Tauranga, Ltd.		38,167		430,182
Pumpkin Patch, Ltd. (a)		31,660		23,178
Restaurant Brands New Zealand, Ltd.		55,682		128,778
Rubicon, Ltd. (a)		9,922		3,101
Ryman Healthcare, Ltd.		152,639		984,637
Sanford, Ltd.		314		1,204
Skellerup Holdings, Ltd.		29,759		42,360
Sky City Entertainment Group, Ltd.		295,453		906,539
Sky Network Television, Ltd.		107,194		512,952
Tower, Ltd. (d)		74,795		107,756
Trade Me Group, Ltd.		20,069		67,032
TrustPower, Ltd.		13,980		74,852
Vector, Ltd. (d)		163,940		346,283
Warehouse Group, Ltd. (The)		53,562		164,785
Xero, Ltd. (a) (d)		18,201		484,677
				8,414,563
Norway—1.2%
ABG Sundal Collier Holding ASA		167,319		148,106
Algeta ASA (a)		14,218		842,302
American Shipping ASA (a)		2,259		15,323
Archer, Ltd. (a)		40,112		32,982
Norway—(Continued)
Atea ASA		37,179		366,340
Austevoll Seafood ASA		48,445		285,293
Bionor Pharma ASA (a)		16,875		7,487
Bonheur ASA		4,316		91,945
BW Offshore, Ltd.		176,208		210,676
BWG Homes ASA (a)		39,260		74,491
Cermaq ASA (d)		32,403		576,942
Deep Sea Supply plc (a)		53,588		101,575
Det Norske Oljeselskap ASA (a) (d)		25,513		280,578
DNO International ASA (a)		256,355		1,027,822
DOF ASA (a)		26,204		137,276
Ekornes ASA		13,813		186,953
Electromagnetic GeoServices (a) (d)		82,083		106,528
Eltek ASA		122,435		143,599
Evry ASA		25,788		42,307
Farstad Shipping ASA		6,040		133,027
Frontline, Ltd. (a) (d)		36,608		143,519
Ganger Rolf ASA		7,335		154,196
Golden Ocean Group, Ltd.		173,259		417,334
Grieg Seafood ASA (a)		11,731		47,442
Hexagon Composites ASA		3,758		20,065
Hoegh LNG Holdings, Ltd. (a)		15,525		122,629
Hurtigruten ASA (a)		79,346		45,508
Kongsberg Automotive Holding ASA (a)		236,674		226,440
Kvaerner ASA		92,750		176,542
Leroy Seafood Group ASA		9,723		284,690
Nordic Semiconductor ASA (a) (d)		76,341		348,816
Norske Skogindustrier ASA (a) (d)		101,549		79,376
Northern Offshore, Ltd.		47,579		74,025
Norwegian Air Shuttle A/S (a) (d)		12,510		389,890
Norwegian Energy Co. ASA (a) (d)		159,559		5,267
Odfjell SE - A Shares (a)		1,949		13,173
Olav Thon Eiendomsselskap ASA		97		17,133
Opera Software ASA		35,363		484,803
Panoro Energy ASA (a)		64,409		32,385
PhotoCure ASA (a)		5,477		23,207
ProSafe SE (d)		46,555		359,236
Q-Free ASA (a)		24,256		55,933
REC Solar ASA (a)		10,877		151,463
Renewable Energy Corp. ASA (a) (d)		630,934		255,683
Salmar ASA (a)		8,438		103,066
Sevan Marine ASA (a)		19,916		82,397
Siem Offshore, Inc. (a)		86,433		137,515
Solstad Offshore ASA		6,576		130,982
Songa Offshore SE (a) (d)		82,163		42,109
SpareBank 1 SMN		51,820		470,322
SpareBank 1 SR Bank ASA		7,181		71,399
Stolt-Nielsen, Ltd.		9,173		253,370
Tomra Systems ASA		67,216		626,487
TTS Group ASA		18,359		18,748
Veidekke ASA		57,200		460,263
Veripos, Inc.		1,820		11,158
Wilh Wilhelmsen ASA		22,562		211,142
Wilh Wilhelmsen Holding ASA		5,524		184,397
				11,543,662

See accompanying notes to financial statements.

MSF-30

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Portugal—0.6%
Altri SGPS S.A.		79,420	$	244,864
Banco BPI S.A. (a) (d)		241,547		404,174
Banco Comercial Portugues S.A. (a)		5,819,037		1,333,033
Banco Espirito Santo S.A. (a) (d)		286,689		410,141
Mota-Engil SGPS S.A.		40,942		243,584
Novabase SGPS S.A.		7,827		28,107
Portucel Empresa Produtora de Pasta e Papel S.A.		135,397		542,182
REN - Redes Energeticas Nacionais SGPS S.A.		133,701		411,655
Semapa-Sociedade de Investimento e Gestao		48,412		542,414
Sonae (d)		597,292		862,287
Sonae Industria SGPS S.A. (a)		24,230		18,831
Sonaecom - SGPS S.A.		78,934		279,479
Teixeira Duarte S.A.		103,277		126,381
ZON OPTIMUS SGPS S.A. (d)		93,729		696,596
				6,143,728
Singapore—1.6%
Abterra, Ltd. (a)		51,720		26,640
Amara Holdings, Ltd.		105,000		46,679
Amtek Engineering, Ltd. (d)		132,000		49,798
ASL Marine Holdings, Ltd.		105,000		57,438
Ausgroup, Ltd. (a) (d)		267,000		40,031
Baker Technology, Ltd.		166,000		35,603
Banyan Tree Holdings, Ltd. (d)		155,000		81,130
Biosensors International Group, Ltd. (d)		473,000		313,735
Bonvests Holdings, Ltd.		18,000		16,411
Boustead Singapore, Ltd.		160,000		214,631
Breadtalk Group, Ltd.		82,000		58,586
Broadway Industrial Group, Ltd. (a)		138,000		24,770
Bukit Sembawang Estates, Ltd.		72,000		348,149
Bund Center Investment, Ltd.		552,000		94,233
CH Offshore, Ltd.		157,000		52,163
China Aviation Oil Singapore Corp., Ltd.		128,000		106,017
China Merchants Holdings Pacific, Ltd.		53,000		38,888
Chip Eng Seng Corp., Ltd.		327,000		186,870
Chuan Hup Holdings, Ltd.		125,000		25,752
Cityspring Infrastructure Trust		186,000		69,282
Cosco Corp. Singapore, Ltd. (d)		560,000		336,119
Creative Technology, Ltd.		22,600		38,330
CSC Holdings, Ltd.		284,000		22,293
CSE Global, Ltd.		301,000		182,570
CWT, Ltd.		119,000		127,950
Datapulse Technology, Ltd.		106,000		16,721
Delong Holdings, Ltd. (a)		91,000		30,376
DMX Technologies Group, Ltd.		186,000		30,997
Dyna-Mac Holdings, Ltd.		20,000		6,348
Elec & Eltek International Co., Ltd.		23,000		38,809
Eu Yan Sang International, Ltd.		90,000		62,019
Ezion Holdings, Ltd. (d)		406,800		717,897
Ezra Holdings, Ltd. (a) (d)		483,799		528,734
Falcon Energy Group, Ltd.		151,000		44,357
Far East Orchard, Ltd.		95,044		140,657
FJ Benjamin Holdings, Ltd.		106,000		18,084
Food Empire Holdings, Ltd.		118,000		50,426
Fragrance Group, Ltd. (d)		1,352,000		257,179
Singapore—(Continued)
Gallant Venture, Ltd. (a) (d)		479,000		102,587
GK Goh Holdings, Ltd.		12,000		7,939
GMG Global, Ltd.		2,022,000		161,939
Goodpack, Ltd.		156,000		241,427
GP Batteries International, Ltd.		21,000		10,900
GuocoLand, Ltd.		58,000		101,563
GuocoLeisure, Ltd. (d)		306,000		208,661
HanKore Environment Tech Group, Ltd. (a)		157,000		13,466
Hanwell Holdings, Ltd. (a)		19,000		3,680
Healthway Medical Corp., Ltd. (a)		701,750		38,435
HG Metal Manufacturing, Ltd.		460,000		28,093
Hi-P International, Ltd.		125,000		57,925
Hiap Hoe, Ltd.		58,000		37,989
Hiap Seng Engineering, Ltd.		61,500		10,998
HLH Group, Ltd. (a)		1,066,000		17,775
Ho Bee Investment, Ltd. (d)		153,000		257,435
Hong Fok Corp., Ltd.		223,400		123,308
Hong Leong Asia, Ltd.		74,000		78,429
Hotel Grand Central, Ltd.		1,000		848
Hotel Properties, Ltd.		125,000		308,214
Hour Glass, Ltd. (The)		43,000		57,030
HTL International Holdings, Ltd.		69,000		16,682
HupSteel, Ltd.		111,000		19,325
Hwa Hong Corp., Ltd.		138,000		32,802
Hyflux, Ltd. (d)		243,500		225,924
Indofood Agri Resources, Ltd. (d)		301,000		211,557
InnoTek, Ltd.		88,000		23,072
IPC Corp., Ltd.		296,000		36,135
Jaya Holdings, Ltd.		244,000		139,344
Jiutian Chemical Group, Ltd. (a)		649,000		44,210
K-Green Trust		177,000		146,629
K1 Ventures, Ltd.		483,000		73,870
Keppel Telecommunications & Transportation, Ltd.		67,000		81,870
Koh Brothers Group, Ltd.		97,000		24,225
LCD Global Investment, Ltd.		385,200		44,258
Li Heng Chemical Fibre Technologies, Ltd. (a)		309,000		28,252
Lian Beng Group, Ltd.		237,000		101,511
Low Keng Huat Singapore, Ltd.		153,000		83,056
Lum Chang Holdings, Ltd.		115,000		30,976
M1, Ltd. (d)		99,000		256,885
Manhattan Resources, Ltd. (a)		83,000		21,047
Marco Polo Marine, Ltd.		51,000		15,774
Mercator Lines Singapore, Ltd. (a)		70,000		5,880
Mermaid Maritime plc		29,000		11,420
Metro Holdings, Ltd.		199,600		133,094
Mewah International, Inc. (d)		205,000		76,627
Midas Holdings, Ltd. (d)		675,000		273,699
Nam Cheong, Ltd. (d)		659,000		164,733
Neptune Orient Lines, Ltd. (a)		76,000		67,851
NSL, Ltd.		15,000		19,223
Oceanus Group, Ltd. (a)		901,000		17,178
OKP Holdings, Ltd.		17,000		4,648
OSIM International, Ltd. (d)		109,000		198,914
Otto Marine, Ltd. (a)		522,000		39,494
Overseas Union Enterprise, Ltd. (d)		174,000		345,099
Pan-United Corp., Ltd. (d)		130,000		98,981

See accompanying notes to financial statements.

MSF-31

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Singapore—(Continued)
Petra Foods, Ltd.		111,000	$	283,835
Popular Holdings, Ltd.		192,000		37,292
QAF, Ltd.		123,811		80,872
Raffles Education Corp., Ltd. (a)		470,374		108,169
Raffles Medical Group, Ltd.		36,628		90,349
Rickmers Maritime		110,000		24,822
Riverstone Holdings, Ltd.		20,000		11,508
Rotary Engineering, Ltd.		128,000		67,089
Roxy-Pacific Holdings, Ltd.		128,750		57,650
S I2I, Ltd. (a)		1,741,000		19,366
Sapphire Corp., Ltd. (a)		26,000		2,514
SBS Transit, Ltd.		40,500		42,014
See Hup Seng, Ltd.		163,000		40,122
Sheng Siong Group, Ltd.		231,000		111,798
Sim Lian Group, Ltd.		121,500		75,557
Sinarmas Land, Ltd.		814,000		310,087
Sing Holdings, Ltd.		82,000		25,001
Singapore Post, Ltd. (d)		773,544		812,939
Singapore Reinsurance Corp., Ltd.		1,000		202
Sino Grandness Food Industry Group, Ltd. (a) (d)		154,000		88,556
SMRT Corp., Ltd. (d)		226,000		207,823
Stamford Land Corp., Ltd.		304,000		139,754
Sunningdale Tech, Ltd.		303,000		33,876
SunVic Chemical Holdings, Ltd. (a)		143,000		48,284
Super Group, Ltd.		100,000		301,595
Swiber Holdings, Ltd.		319,000		168,232
Swissco Holdings, Ltd.		80,000		23,517
Tat Hong Holdings, Ltd.		187,000		133,449
Thakral Corp., Ltd.		197,000		4,532
Tiong Woon Corp. Holding, Ltd.		218,250		60,705
Triyards holdings, Ltd. (a)		39,979		21,140
Tuan Sing Holdings, Ltd.		390,705		92,858
UMS Holdings, Ltd.		116,000		54,259
United Engineers, Ltd.		256,000		364,480
United Envirotech, Ltd.		214,000		153,682
United Fiber System, Ltd. (a)		426,950		6,777
United Overseas Insurance, Ltd. (c)		4,000		13,598
UOB-Kay Hian Holdings, Ltd.		178,000		233,466
UPP Holdings, Ltd.		218,000		44,104
Vard Holdings, Ltd. (a) (d)		289,000		186,862
Venture Corp., Ltd.		149,000		907,110
Vibrant Group, Ltd.		773,071		69,294
Vicom, Ltd.		2,000		7,775
Wee Hur Holdings, Ltd.		234,000		63,987
Wheelock Properties Singapore, Ltd.		104,000		139,795
Wing Tai Holdings, Ltd. (d)		267,621		417,202
Yeo Hiap Seng, Ltd.		19,712		38,275
YHI International, Ltd.		78,000		15,761
Yongnam Holdings, Ltd.		750,000		146,208
				15,907,700
Spain—2.3%
Abengoa S.A. (d)		20,451		68,656
Abengoa S.A. - B Shares		81,804		245,100
Acciona S.A. (d)		2,173		125,780
Spain—(Continued)
Acerinox S.A. (d)		64,877		827,535
Adveo Group International S.A.		5,993		123,762
Almirall S.A. (d)		34,815		568,229
Atresmedia Corp. de Medios de Comunicaion S.A. (d)		35,378		585,404
Azkoyen S.A. (a)		1,608		4,653
Bankinter S.A.		299,017		2,053,029
Baron de Ley (a)		1,446		117,173
Bolsas y Mercados Espanoles S.A. (d)		36,110		1,374,402
Caja de Ahorros del Mediterraneo (a) (b)��(c) (d)		14,621		0
Campofrio Food Group S.A. (a)		12,609		119,747
Cementos Portland Valderrivas S.A. (a)		7,045		53,921
Cie Automotive S.A.		19,638		216,229
Codere S.A. (a) (d)		11,050		10,506
Construcciones y Auxiliar de Ferrocarriles S.A.		858		454,365
Deoleo S.A. (a)		241,759		156,375
Dinamia Capital Privado Sociedad de Capital Riesgo S.A.		3,678		35,408
Duro Felguera S.A. (d)		33,927		228,932
Ebro Foods S.A.		42,775		1,003,028
Elecnor S.A.		13,487		207,469
Ence Energia y Celulosa S.A (d)		104,517		392,679
Ercros S.A. (a)		60,314		39,616
Faes Farma S.A.		146,536		535,362
Fluidra S.A.		9,730		36,545
Fomento de Construcciones y Contratas S.A. (a) (d)		17,778		396,338
Gamesa Corp. Tecnologica S.A. (a)		133,307		1,391,966
Grupo Catalana Occidente S.A.		26,168		939,184
Grupo Ezentis S.A. (a)		50,354		107,092
Iberpapel Gestion S.A.		185		3,844
Indra Sistemas S.A. (d)		51,661		865,741
Inmobiliaria Colonial S.A. (a) (d)		10,263		14,841
Jazztel plc (a) (d)		120,507		1,292,337
Laboratorios Farmaceuticos Rovi S.A.		7,964		109,343
Mediaset Espana Comunicacion S.A. (a)		83,216		962,880
Melia Hotels International S.A.		33,769		435,106
Miquel y Costas & Miquel S.A.		5,284		221,836
Natra S.A. (a)		7,533		23,031
NH Hoteles S.A. (a) (d)		74,813		441,285
Obrascon Huarte Lain S.A.		24,970		1,017,600
Papeles y Cartones de Europa S.A.		24,499		129,620
Pescanova S.A. (a) (b) (c)		7,446		0
Prim S.A.		3,013		23,760
Promotora de Informaciones S.A. (a) (d)		160,309		88,847
Prosegur Cia de Seguridad S.A. (d)		89,130		612,419
Realia Business S.A. (a) (d)		74,911		85,618
Sacyr Vallehermoso S.A. (a)		177,060		926,675
Solaria Energia y Medio Ambiente S.A. (a)		19,439		20,552
Tecnicas Reunidas S.A. (d)		14,817		808,447
Telecomunicaciones y Energia (a)		13,592		22,612
Tubacex S.A.		74,065		295,006
Tubos Reunidos S.A.		63,692		155,767
Vidrala S.A.		9,644		496,081
Viscofan S.A. (d)		23,625		1,346,687
Vocento S.A. (a)		5,362		11,132
Zeltia S.A. (a)		112,364		358,305
				23,187,857

See accompanying notes to financial statements.

MSF-32

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Sweden—3.7%
AarhusKarlshamn AB		14,131	$	905,620
Acando AB		32,257		66,751
Active Biotech AB (a) (d)		6,153		66,679
AddNode Group AB		1,849		11,158
AddTech AB - B Shares		32,544		534,681
AF AB - B Shares		19,509		685,159
Arise AB (a)		4,852		16,070
Atrium Ljungberg AB - B Shares		3,824		52,383
Avanza Bank Holding AB		5,548		181,455
Axfood AB (d)		11,896		596,961
Axis Communications AB (d)		20,453		712,497
B&B Tools AB - B Shares		12,796		234,745
BE Group AB (a)		31,085		57,136
Beijer AB G&L - B Shares		6,405		139,488
Beijer Alma AB		10,939		301,091
Beijer Electronics AB		5,229		54,859
Betsson AB (a)		15,053		478,126
Bilia AB - A Shares		10,743		275,037
Billerud AB		89,835		1,135,898
BioGaia AB - B Shares		7,656		301,692
Biotage AB		15,339		23,855
Bjoern Borg AB (a)		9,936		46,964
Bure Equity AB (d)		37,705		152,463
Byggmax Group AB		19,874		149,645
Castellum A.B.		88,397		1,377,748
Cision AB		3,202		17,136
Clas Ohlson AB - B Shares		19,724		371,799
Cloetta AB - B Shares (a)		15,301		46,342
Concentric AB		32,613		369,107
Concordia Maritime AB - B Shares		4,217		7,669
Connecta AB		4,752		28,004
Dios Fastigheter AB		25,743		182,827
Doro AB		8,437		57,760
Duni AB (d)		21,125		274,687
East Capital Explorer AB (a)		7,088		68,690
Enea AB (a)		6,525		55,325
Eniro AB (a)		55,843		432,493
Fabege AB		79,503		951,284
Fagerhult AB		2,130		74,411
Fastighets AB Balder - B Shares (a) (d)		36,044		370,001
Fenix Outdoor AB		384		17,067
Gunnebo AB		23,589		146,991
Haldex AB		33,062		309,809
Hexpol AB (d)		11,619		871,411
HIQ International AB (a) (d)		34,294		211,129
HMS Networks AB		709		15,056
Holmen AB - B Shares		32,135		1,170,980
Hufvudstaden AB - A Shares		15,492		207,819
Husqvarna AB - A Shares		9,289		55,759
Husqvarna AB - B Shares (d)		210,669		1,272,211
ICA Gruppen AB (a)		15,200		475,902
Industrial & Financial Systems		11,624		279,165
Indutrade AB		8,220		344,285
Intrum Justitia AB		33,868		950,821
JM AB		47,411		1,345,268
KappAhl AB (a)		29,980		176,236
Karolinska Development AB (a) (d)		7,514		36,153
Sweden—(Continued)
Klovern AB		22,837		101,204
KNOW IT AB		10,654		95,162
Kungsleden AB		74,623		501,801
Lagercrantz AB - B Shares		9,342		170,000
Lindab International AB (a)		46,206		456,979
Loomis AB		39,066		930,326
Meda AB - A Shares		104,406		1,327,493
Medivir AB - B Shares (a) (d)		16,404		216,032
Mekonomen AB (d)		9,563		294,901
Micronic Mydata AB (a) (d)		46,878		90,363
Modern Times Group AB - B Shares		9,830		510,744
MQ Holding AB		9,112		32,651
NCC AB - A Shares (d)		3,116		101,983
NCC AB - B Shares (d)		45,222		1,479,218
Nederman Holding AB		932		27,534
Net Entertainment NE AB - B Shares (a)		16,258		342,704
Net Insight AB (a)		143,837		32,222
New Wave Group AB - B Shares		27,702		141,671
Nibe Industrier AB - B Shares (d)		40,031		903,828
Nobia AB		90,272		766,495
Nolato AB - B Shares		12,091		276,531
Nordnet AB - B Shares		50,893		205,769
OEM International AB - B Shares		498		6,888
Orexo AB (a)		5,087		129,845
PA Resources AB (a)		3,844		5,374
Peab AB		89,685		549,624
Pricer AB - B Shares		57,101		58,477
Proact IT Group AB		4,203		53,069
Probi AB		2,989		18,418
Proffice AB - B Shares		32,500		133,026
Ratos AB - B Shares (d)		15,038		136,206
RaySearch Laboratories AB (a)		6,806		28,996
ReadSoft AB - B Shares		7,499		23,100
Rezidor Hotel Group AB (a)		41,212		256,422
rnb Retail and Brands AB (a)		5,888		12,147
Saab AB - Class B		27,146		728,063
Sagax AB		14,540		54,741
SAS AB (a)		78,024		200,363
Sectra AB - B Shares (a)		2,976		35,521
Semcon AB		8,454		79,590
SkiStar AB		12,482		153,780
SSAB AB - A Shares (d)		87,230		670,880
SSAB AB - B Shares		46,497		300,705
Sweco AB - B Shares		18,222		300,142
Swedish Orphan Biovitrum AB (a)		74,978		778,112
Systemair AB		6,265		130,188
TradeDoubler AB (a)		21,483		62,715
Transcom WorldWide S.A. (a)		22,591		4,376
Transmode Holding AB		2,253		40,144
Trelleborg AB - B Shares		43,767		872,482
Unibet Group plc		16,402		791,669
Vitrolife AB		7,246		106,521
Wallenstam AB - B Shares (d)		46,001		697,317
Wihlborgs Fastigheter AB		34,720		623,886
				36,800,156

See accompanying notes to financial statements.

MSF-33

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Switzerland—4.8%
Advanced Digital Broadcast Holdings S.A. (a)		557	$	9,745
AFG Arbonia-Forster Holding AG (a)		9,594		338,581
Allreal Holding AG (a)		6,898		955,675
Alpiq Holding AG (a)		28		3,847
APG SGA S.A.		818		228,227
Ascom Holding AG (a)		17,215		290,053
Autoneum Holding AG (a)		2,052		315,398
Bachem Holding AG (a)		1,972		107,656
Bank Coop AG		3,124		157,889
Banque Cantonale de Geneve		435		109,907
Banque Privee Edmond de Rothschild S.A.		3		48,368
Basilea Pharmaceutica (a)		2,000		236,918
Basler Kantonalbank		130		10,612
Belimo Holding AG		239		659,296
Bell AG		74		192,635
Bellevue Group AG		2,584		39,311
Berner Kantonalbank AG (d)		2,359		544,812
BKW AG		6,162		198,646
Bobst Group AG (a)		6,231		210,366
Bossard Holding AG		1,729		400,970
Bucher Industries AG		3,522		1,025,369
Burckhardt Compression Holding AG		1,451		637,194
Burkhalter Holding AG (a)		1,340		114,936
Carlo Gavazzi Holding AG		191		44,950
Cham Paper Holding AG (a)		169		42,198
Charles Voegele Holding AG (a)		4,263		52,061
Cicor Technologies (a)		644		24,959
Cie Financiere Tradition S.A. (a)		863		46,899
Clariant AG (a)		75,270		1,377,185
Coltene Holding AG (a)		1,860		95,574
Conzzeta AG		47		109,416
Daetwyler Holding AG (d)		3,203		445,927
Dufry AG (a)		9,253		1,628,878
EFG International AG (a) (d)		27,485		392,817
Emmi AG (a)		1,190		365,240
Energiedienst Holding AG (a)		3,017		99,751
Flughafen Zuerich AG		2,209		1,291,710
Forbo Holding AG (a)		1,023		874,069
Galenica AG		2,405		2,422,346
GAM Holding AG (a)		115,271		2,243,618
Gategroup Holding AG (a)		14,867		403,538
Georg Fischer AG (a)		2,362		1,662,561
Gurit Holding AG (a)		292		147,614
Helvetia Holding AG		3,360		1,686,286
Highlight Communications AG (a)		13,077		71,497
Huber & Suhner AG		6,932		364,480
Implenia AG (a)		8,148		594,405
Inficon Holding AG (a) (d)		996		384,210
Interroll Holding AG (a)		265		145,900
Intershop Holdings AG		753		282,695
Jungfraubahn Holding AG		85		6,212
Kaba Holding AG (a)		1,471		714,943
Kardex AG (a)		3,370		148,288
Komax Holding AG (a)		2,284		346,421
Kudelski S.A.		28,311		432,376
Kuoni Reisen Holding AG (a)		2,197		995,466
LEM Holding S.A.		349		273,058
Switzerland—(Continued)
Liechtensteinische Landesbank AG		2,973		123,292
LifeWatch AG (a)		4,907		41,685
Logitech International S.A. (d)		84,871		1,169,274
Lonza Group AG (a)		30,595		2,912,334
Luzerner Kantonalbank AG		1,836		705,673
MCH Group AG		1,044		69,795
Metall Zug AG		79		210,476
Meyer Burger Technology AG (a)		51,039		608,860
Micronas Semiconductor Holding AG (a) (d)		16,260		128,586
Mikron Holding AG (a)		474		3,285
Mobilezone Holding AG		17,624		185,802
Mobimo Holding AG (a)		3,387		707,984
Nobel Biocare Holding AG (a) (d)		57,298		895,744
OC Oerlikon Corp. AG (a)		101,100		1,513,770
Orascom Development Holding AG (a)		2,069		33,841
Orell Fuessli Holding AG (a)		428		42,957
Orior AG (a)		3,084		179,806
Panalpina Welttransport Holding AG (d)		4,140		695,509
Phoenix Mecano AG		384		234,561
PSP Swiss Property AG (a)		2,635		223,738
PubliGroupe AG		910		91,222
Rieter Holding AG (a) (d)		1,987		469,597
Romande Energie Holding S.A.		125		149,137
Schaffner Holding AG (a)		238		70,530
Schmolz & Bickenbach AG (a) (d)		291,720		360,931
Schweiter Technologies AG		567		430,216
Schweizerische National-Versicherungs-Gesellschaft AG (d)		8,748		634,436
Siegfried Holding AG (a)		1,948		352,797
St. Galler Kantonalbank AG		1,433		559,062
Straumann Holding AG (d)		153		28,840
Swiss Life Holding AG (a)		3,715		773,202
Swisslog Holding AG (a)		139,223		178,087
Swissquote Group Holding S.A.		5,895		260,370
Tamedia AG		904		109,354
Tecan Group AG (d)		3,723		440,939
Temenos Group AG (a) (d)		24,817		703,062
Tornos Holding AG (a)		3,719		19,370
U-Blox AG (a)		3,324		362,192
Valiant Holding		7,115		636,758
Valora Holding AG (d)		1,951		544,248
Vaudoise Assurances Holding S.A.		618		266,118
Verwaltungs- und Privat-Bank AG		2,526		275,940
Vetropack Holding AG		131		267,447
Von Roll Holding AG (a)		27,242		42,523
Vontobel Holding AG		13,645		565,512
Walliser Kantonalbank		137		115,593
Walter Meier AG		1,540		99,702
Ypsomed Holding AG (a)		2,012		146,910
Zehnder Group AG (d)		6,564		301,788
Zueblin Immobilien Holding AG (a)		20,587		43,378
Zug Estates Holding AG (a)		73		95,230
Zuger Kantonalbank AG		70		346,755
				47,482,177

See accompanying notes to financial statements.

MSF-34

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
United Kingdom—22.2%
4imprint Group plc		6,953	$	77,062
888 Holdings plc (d)		66,302		189,825
A.G.BARR plc		49,005		459,355
Acal plc		9,528		51,928
Afren plc (a)		557,996		1,563,943
African Barrick Gold plc		30,782		94,940
Aga Rangemaster Group plc (a)		25,439		71,243
Air Partner plc		992		9,220
Alent plc		145,875		857,041
AMEC plc		7,659		138,312
Amlin plc		302,061		2,303,878
Anglo Pacific Group plc		29,836		91,250
Anglo-Eastern Plantations		4,252		47,507
Anite plc		150,636		247,014
Ashmore Group plc (d)		158,060		1,056,717
Ashtead Group plc		288,080		3,644,954
Atrium European Real Estate, Ltd. (a)		114,274		657,303
Avon Rubber plc		13,389		129,782
AZ Electronic Materials S.A.		60,863		398,794
Balfour Beatty plc (d)		331,723		1,579,641
Bank of Georgia Holdings plc		3,494		138,879
Barratt Developments plc		542,674		3,139,067
BBA Aviation plc		288,870		1,537,674
Beazley plc		386,682		1,745,611
Bellway plc		82,065		2,141,808
Berendsen plc		106,561		1,658,729
Berkeley Group Holdings plc		70,062		3,098,815
Betfair Group plc		16,616		297,252
Bioquell plc		5,000		11,508
Bloomsbury Publishing plc		30,485		89,123
Bodycote plc		122,371		1,359,551
Booker Group plc		568,154		1,534,600
BOOT HENRY plc		1,476		4,893
Bovis Homes Group plc		92,138		1,215,871
Braemar Shipping Services plc		6,245		57,902
Brammer plc		44,820		333,963
Brewin Dolphin Holdings plc		143,539		725,511
British Polythene Industries plc		12,178		130,080
Britvic plc		142,790		1,641,015
BTG plc (a)		150,041		1,433,120
Bwin.Party Digital Entertainment plc (d)		374,077		763,005
Cable & Wireless Communications plc		732,967		682,904
Cairn Energy plc (a)		351,764		1,572,773
Camellia plc		24		3,439
Cape plc		61,478		283,284
Capital & Counties Properties plc		107,134		585,916
Capital & Regional plc		97,482		71,254
Carclo plc		16,990		80,586
Carillion plc (d)		238,276		1,307,757
Carr’s Milling Industries plc		1,554		43,439
Castings plc		1,484		10,481
Catlin Group, Ltd.		266,277		2,569,565
Centamin plc (a)		239,434		176,715
Centaur Media plc		92,526		89,620
Charles Stanley Group plc		989		8,271
Charles Taylor plc		428		1,809
Chemring Group plc (d)		102,201		379,269
United Kingdom—(Continued)
Chesnara plc		55,231		294,056
Chime Communications plc		23,457		130,818
Cineworld Group plc		64,468		405,736
Clarkson plc		6,362		210,932
Close Brothers Group plc		98,159		2,237,768
Cobham plc		661,214		3,006,985
Colt Group S.A. (a)		208,005		442,454
Communisis plc		74,463		69,679
Computacenter plc		49,003		519,107
Consort Medical plc		18,608		294,917
Costain Group plc (d)		15,864		72,768
Cranswick plc		30,441		600,432
Creston plc		5,272		8,162
CSR plc		122,475		1,285,797
Daily Mail & General Trust plc (d)		156,527		2,494,989
Dairy Crest Group plc (d)		85,916		768,466
Darty plc		129,758		253,387
De La Rue plc		36,783		531,024
Debenhams plc		788,181		953,264
Dechra Pharmaceuticals plc		41,847		487,346
Development Securities plc		64,608		285,467
Devro plc		101,974		486,406
Dignity plc		31,299		747,068
Diploma plc		67,126		752,327
Dixons Retail plc (a)		2,176,730		1,749,651
Domino Printing Sciences plc		70,471		894,465
Domino’s Pizza Group plc		62,875		534,303
Drax Group plc		193,155		2,565,857
DS Smith plc		529,602		2,920,487
Dunelm Group plc		11,505		171,832
E2V Technologies plc		61,165		152,204
easyJet plc (d)		93,444		2,379,061
Electrocomponents plc		261,440		1,213,469
Elementis plc		255,861		1,142,637
EnQuest plc (a) (d)		429,925		960,651
Enterprise Inns plc (a)		348,057		887,755
Essar Energy plc (a) (d)		157,334		189,827
Essentra plc		129,023		1,840,932
Euromoney Institutional Investor plc		20,461		457,709
Exillon Energy plc (a) (d)		19,973		56,912
F&C Asset Management plc		295,113		449,832
Fenner plc		118,143		949,720
Ferrexpo plc		107,348		341,318
Fidessa Group plc		20,495		765,146
Findel plc (a)		17,439		78,778
Firstgroup plc		771,434		1,579,652
Fortune Oil plc		575,627		90,070
Fuller Smith & Turner		7,667		117,140
Galliford Try plc		41,886		814,303
Gem Diamonds, Ltd. (a)		61,908		149,046
Genus plc		36,981		797,336
Go-Ahead Group plc		22,995		670,942
Greene King plc		120,037		1,755,220
Greggs plc (d)		54,722		391,199
Halfords Group plc		119,495		883,128
Halma plc		198,998		1,990,673
Hansard Global plc		6,197		9,868

See accompanying notes to financial statements.

MSF-35

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
United Kingdom—(Continued)
Hardy Oil & Gas plc (a)		14,946	$	18,557
Hays plc		644,027		1,385,878
Headlam Group plc		56,842		382,398
Helical Bar plc		65,404		353,755
Henderson Group plc		548,846		2,079,810
Heritage Oil plc (a)		105,352		260,417
Hikma Pharmaceuticals plc (d)		82,141		1,633,966
Hill & Smith Holdings plc		48,903		417,915
Hilton Food Group plc		1,888		13,350
Hiscox, Ltd.		206,205		2,374,887
Hochschild Mining plc		69,571		163,606
Hogg Robinson Group plc		81,837		106,842
Home Retail Group plc		448,340		1,425,712
Homeserve plc		170,640		778,759
Hornby plc		1,884		2,573
Howden Joinery Group plc		345,962		1,980,766
Hunting plc (d)		69,198		896,326
Huntsworth plc		31,310		35,789
Hyder Consulting plc		16,799		176,673
ICAP plc		151,421		1,134,505
IG Group Holdings plc		136,967		1,401,062
Imagination Technologies Group plc (a) (d)		17,170		50,898
Inchcape plc		245,182		2,496,672
Informa plc		293,165		2,785,710
Inmarsat plc		194,647		2,438,461
Innovation Group plc (a)		520,476		299,947
Intermediate Capital Group plc		56,516		393,339
International Personal Finance plc		167,310		1,385,140
Interserve plc		82,100		847,331
Invensys plc		205,768		1,736,276
IP Group plc (a)		134,473		377,998
ITE Group plc		128,734		655,613
James Fisher & Sons plc		20,889		432,448
Jardine Lloyd Thompson Group plc		80,781		1,365,157
JD Sports Fashion plc		9,241		222,975
JD Wetherspoon plc		61,195		771,875
JKX Oil & Gas plc (a)		48,421		57,325
John Menzies plc		19,888		233,315
John Wood Group plc		167,033		1,905,434
Johnston Press plc (a)		221,296		58,723
Jupiter Fund Management plc		141,577		903,189
Kcom Group plc		394,746		643,550
Keller Group plc		36,149		688,204
Kier Group plc		16,359		497,648
Ladbrokes plc (d)		533,684		1,582,137
Laird plc		156,521		719,811
Lamprell plc (a)		113,934		264,827
Lancashire Holdings, Ltd.		82,826		1,112,583
Latchways plc		918		19,162
Laura Ashley Holdings plc		25,157		10,790
Lavendon Group plc		44,306		127,086
London Stock Exchange Group plc		21,205		608,748
Lonmin plc (a)		229,666		1,179,752
Lookers plc		122,220		245,019
Low & Bonar plc		37,972		45,224
LSL Property Services plc		2,076		15,148
Man Group plc		757,211		1,066,694
United Kingdom—(Continued)
Management Consulting Group plc		9,097		3,891
Marshalls plc		73,011		213,812
Marston’s plc		388,928		924,885
McBride plc (a)		112,043		185,253
Mears Group plc		51,685		406,959
Mecom Group plc		42,085		60,703
Meggitt plc		240,740		2,108,724
Melrose Industries plc		190,842		966,719
Michael Page International plc		126,237		1,023,648
Micro Focus International plc		74,994		955,186
Millennium & Copthorne Hotels plc		89,395		888,973
Mitchells & Butlers plc (a)		113,439		793,154
Mitie Group plc (d)		176,827		931,413
MJ Gleeson Group plc		1,023		5,473
Mondi plc		64,354		1,119,136
Moneysupermarket.com Group plc		121,798		364,372
Morgan Advanced Materials plc		182,381		960,917
Morgan Sindall Group plc		15,921		199,119
Mothercare plc (a) (d)		41,074		267,360
N Brown Group plc		92,789		820,397
National Express Group plc		318,383		1,451,835
NCC Group plc		68,996		211,561
New World Resources plc - A Shares (a) (d)		11,898		14,394
Northgate plc		71,837		612,688
Novae Group plc		24,669		256,783
Ocado Group plc (a)		168,218		1,234,581
Optos plc (a)		26,295		88,212
Oxford Biomedica plc (a) (d)		67,707		2,607
Oxford Instruments plc		17,521		513,468
Pace plc		170,988		903,954
PayPoint plc		30,239		507,980
Pendragon plc		294,775		167,235
Pennon Group plc		183,169		2,000,797
Persimmon plc (a)		199,016		4,088,522
Petra Diamonds, Ltd. (a)		147,321		289,295
Petropavlovsk plc (d)		85,219		102,807
Phoenix Group Holdings		44,630		537,572
Phoenix IT Group, Ltd.		21,830		48,446
Photo-Me International plc		27,274		59,691
Premier Farnell plc		206,598		761,642
Premier Foods plc (a)		126,593		262,940
Premier Oil plc		272,250		1,415,392
Punch Taverns plc (a)		322,649		64,190
PV Crystalox Solar plc (a) (d)		36,217		8,678
PZ Cussons plc		133,219		831,333
QinetiQ Group plc		338,186		1,216,168
Quintain Estates & Development plc (a)		278,012		435,120
Rank Group plc		27,081		60,587
Rathbone Brothers plc		24,973		668,059
Raven Russia, Ltd. (a)		58,157		76,564
REA Holdings plc		1,120		8,343
Redrow plc		183,456		951,596
Regus plc		350,864		1,266,048
Renishaw plc		21,312		687,887
Renold plc (a)		64,766		53,983
Renovo Group plc (a)		13,825		4,382
Rentokil Initial plc		493,754		947,892

See accompanying notes to financial statements.

MSF-36

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
United Kingdom—(Continued)
Restaurant Group plc		119,275	$	1,172,959
Ricardo plc		10,889		121,026
Rightmove plc		42,268		1,924,747
RM plc		49,467		94,149
Robert Walters plc		16,972		87,708
Rotork plc		43,384		2,070,969
RPC Group plc		92,930		909,853
RPS Group plc		139,248		775,784
Salamander Energy plc (a)		143,094		265,736
Savills plc		84,393		902,405
SDL plc		52,526		313,335
Senior plc		227,772		1,159,486
Sepura plc		11,245		26,104
Serco Group plc		45,096		372,681
Severfield-Rowen plc (a)		125,960		125,860
Shanks Group plc		246,393		444,052
SIG plc		351,400		1,232,514
Smiths News plc		105,529		412,411
Soco International plc (a)		119,335		782,688
Spectris plc		75,025		3,183,944
Speedy Hire plc		231,047		245,092
Spirax-Sarco Engineering plc		41,098		2,040,573
Spirent Communications plc		344,790		591,409
Spirit Pub Co. plc (d)		327,364		416,961
Sportech plc (a)		20,264		27,372
Sports Direct International plc (a)		48,604		577,200
St. Ives plc		36,663		104,969
St. James’s Place plc		91,335		1,101,232
St. Modwen Properties plc		110,240		670,666
Stagecoach Group plc		233,416		1,465,273
Sthree plc		46,658		279,561
SuperGroup plc (a)		17,932		420,546
Synergy Health plc		30,931		616,910
Synthomer plc		163,534		691,931
TalkTalk Telecom Group plc (d)		188,301		956,788
Taylor Wimpey plc		1,648,812		3,056,725
Ted Baker plc		6,525		247,563
Telecity Group plc		22,852		275,245
Telecom Plus plc		21,749		638,725
Thomas Cook Group plc (a)		821,921		2,276,930
Thorntons plc (a)		25,294		55,744
Topps Tiles plc		106,295		205,552
Torotrak plc (a)		15,625		5,609
Travis Perkins plc		27,016		840,881
Tribal Group plc		25,502		71,995
Trifast plc		6,100		8,106
Trinity Mirror plc (a)		174,518		590,704
TT electronics plc		99,086		323,203
TUI Travel plc		208,335		1,426,316
Tullett Prebon plc		133,791		834,660
UBM plc		29,120		316,411
UK Mail Group plc		1,868		19,161
Ultra Electronics Holdings plc		18,981		608,127
Unite Group plc		128,010		855,485
UTV Media plc		54,341		193,432
Vectura Group plc (a)		199,135		461,725
Vesuvius plc (d)		153,649		1,298,598
United Kingdom—(Continued)
Victrex plc		43,917		1,341,834
Vislink plc		37,188		27,709
Vitec Group plc (The)		11,459		121,351
Volex plc (d)		14,989		29,092
Vp plc		1,199		13,250
WH Smith plc		85,603		1,423,028
Wincanton plc (a)		58,903		123,178
Wolfson Microelectronics plc (a)		84,440		205,383
WS Atkins plc		76,087		1,791,431
Xaar plc		21,952		407,446
Xchanging plc		144,207		366,779
XP Power, Ltd. (d)		3,554		93,506
				220,306,105
United States—0.0%
Kofax, Ltd. (a)		34,020		229,708
Total Common Stocks (Cost $715,389,152)				988,691,296
Rights—0.0%
Australia—0.0%
Peak Resources, Ltd., Expires 01/13/14 (a) (c)		6,909		43
Austria—0.0%
Intercell AG (a) (b) (c)		24,163		0
Hong Kong—0.0%
Hon Kwok Land Investment Co., Ltd., Expires 01/14/14 (a)		70,000		0
Lai Sun Garment International, Ltd., Expires 01/27/14 (a) (c)		68,800		3,336
				3,336
Japan—0.0%
Nichi-iko Pharmaceutical Co., Ltd., Expires 01/24/14 (a) (d)		8,800		39,274
Norway—0.0%
Norwegian Energy Co., Expires 01/13/14 (a)		957,083		15,780
Singapore—0.0%
Falcon Energy Group, Ltd., Expires 06/16/18 (a)		15,100		491
Spain—0.0%
Faes Farma S.A., Expires 01/10/14 (a)		146,536		8,467
United Kingdom—0.0%
Torotrak plc, Expires 01/09/14 (a) (c)		1,953		117
Total Rights (Cost $50,890)				67,508

See accompanying notes to financial statements.

MSF-37

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Preferred Stock—0.0%

Security Description	Shares/ Principal Amount*		Value
France—0.0%
Valneva SE (a) (d) (Cost $8,927)		7,852	$	3,775
Warrant—0.0%
Italy—0.0%
Seat Pagine Gialle, Expires 08/31/14 (a) (c) (d) (Cost $0)		402,113		0
Short-Term Investments—15.6%
Mutual Fund—15.4%
State Street Navigator Securities Lending MET Portfolio (e)		152,961,476		152,961,476
Repurchase Agreement—0.2%
Fixed Income Clearing Corp. Repurchase Agreement dated 12/31/13 at 0.000% to be repurchased at $1,987,000 on 01/02/14, collateralized by $2,020,000 U.S. Treasury Note at 0.625% due 07/15/16 with a value of $2,028,131.		1,987,000		1,987,000
Total Short-Term Investments (Cost $154,948,476)				154,948,476
Total Investments—115.0% (Cost $870,397,445) (f)				1,143,711,055
Other assets and liabilities (net)—(15.0)%				(149,252,829	)
Net Assets—100.0%			$	994,458,226

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) Non-income producing security.

(b) Security was valued in good faith under procedures approved by the Board of Trustees. As of December 31, 2013, these securities represent 0.03% of net assets.

(c) Illiquid security. As of December 31, 2013, these securities represent 0.1% of net assets.

(d) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $146,590,257 and the collateral received consisted of cash in the amount of $152,961,476 and non-cash collateral with a value of $1,725,248. The cash collateral is invested in a money market fund managed by an affiliate of the custodian. The non-cash collateral received consists primarily of government securities and bank letters of credit, and is held for the benefit of the Portfolio at the Portfolio’s custodian. The Portfolio cannot repledge or resell this collateral. As such, this collateral is excluded from the Statement of Assets and Liabilities.

(e) Represents investment of cash collateral received from securities lending transactions.

(f) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $881,458,586. The aggregate unrealized appreciation and depreciation of investments were $340,282,247 and $(78,029,778), respectively, resulting in net unrealized appreciation of $262,252,469 for federal income tax purposes.

Ten Largest Industries as of December 31, 2013 (Unaudited)	% of Net Assets
Machinery		6.3
Commercial Banks		4.2
Construction & Engineering		3.9
Hotels, Restaurants & Leisure		3.8
Metals & Mining		3.7
Oil, Gas & Consumable Fuels		3.5
Media		3.5
Household Durables		3.4
Specialty Retail		3.4
Real Estate Management & Development		3.1

See accompanying notes to financial statements.

MSF-38

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2		Level 3		Total
Common Stocks
Australia	$	206,225	$	49,680,908	$	24,817	$	49,911,950
Austria		3,345		8,744,717		0		8,748,062
Belgium		231,699		11,758,090		137,117		12,126,906
Canada		83,711,894		13,327		—		83,725,221
China		—		45,071		—		45,071
Denmark		—		19,263,323		—		19,263,323
Finland		—		24,989,040		—		24,989,040
France		—		46,230,822		0		46,230,822
Germany		1,142,336		51,267,098		—		52,409,434
Greece		171,776		632,445		0		804,221
Hong Kong		693,022		27,507,181		51,560		28,251,763
Ireland		—		13,423,544		—		13,423,544
Israel		—		10,204,055		—		10,204,055
Italy		—		32,686,787		0		32,686,787
Japan		1,034,788		213,299,151		107,568		214,441,507
Luxembourg		—		120,735		—		120,735
Netherlands		—		21,293,199		0		21,293,199
New Zealand		15,406		8,399,157		0		8,414,563
Norway		—		11,543,662		—		11,543,662
Portugal		—		6,143,728		—		6,143,728
Singapore		98,676		15,809,024		—		15,907,700
Spain		—		23,187,857		0		23,187,857
Sweden		—		36,800,156		—		36,800,156
Switzerland		—		47,482,177		—		47,482,177
United Kingdom		—		220,306,105		—		220,306,105
United States		—		229,708		—		229,708
Total Common Stocks		87,309,167		901,061,067		321,062		988,691,296
Rights
Australia		43		—		—		43
Austria		—		—		0		0
Hong Kong		3,336		—		—		3,336
Japan		39,274		—		—		39,274
Norway		—		15,780		—		15,780
Singapore		491		—		—		491
Spain		8,467		—		—		8,467
United Kingdom		—		117		—		117
Total Rights		51,611		15,897		0		67,508
Total Preferred Stock*		—		3,775		—		3,775
Total Warrant*		0		—		—		0

See accompanying notes to financial statements.

MSF-39

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy—(Continued)

Description	Level 1		Level 2			Level 3		Total
Short-Term Investments
Mutual Fund	$	152,961,476	$	—		$	—	$	152,961,476
Repurchase Agreement		—		1,987,000			—		1,987,000
Total Short-Term Investments		152,961,476		1,987,000			—		154,948,476
Total Investments	$	240,322,254	$	903,067,739		$	321,062	$	1,143,711,055
Collateral for securities loaned (Liability)	$	—	$	(152,961,476	)	$	—	$	(152,961,476	)

* See Schedule of Investments for additional detailed categorizations.

Transfers from Level 1 to Level 2 in the amount of $1,296,765 were due to the application of a systematic fair valuation model factor. Transfers from Level 2 to Level 1 in the amount of $456,737 were due to the discontinuation of a systematic fair valuation model factor.

Following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:

Investments in Securities	Balance as of December 31, 2012		Realized Gain/ (Loss)			Change in Unrealized Appreciation/ (Depreciation)			Purchases		Sales			Transfers in to Level 3		Transfers out of Level 3			Balance as of December 31, 2013		Change in Unrealized Appreciation/ (Depreciation) from investments still held at December 31, 2013
Common Stocks
Australia	$	271,903	$	(80,968	)	$	7,116		$	—	$	(152,453	)	$	28,577	$	(49,358	)	$	24,817	$	(25,937	)
Austria		0		—			0			—		—			—		—			0		0
Belgium		66		—			67,731			—		—			69,320		—			137,117		67,796
Canada		17,069		—			283,055			—		(298,002	)		—		(2,122	)		—		—
Denmark		0		(233,105	)		233,105			—		—			—		—			—		0
France		0		(2,520	)		(27,841	)		—		(405	)		30,766		—			0		0
Greece		15,784		—			(15,784	)		—		—			—		—			0		—
Hong Kong		95,600		(169,942	)		137,937			38,408		(65,667	)		15,224		—			51,560		(16,432	)
Italy		0		(81,803	)		81,803			—		—			—		—			0		0
Japan		0		(19,294	)		39,581			—		—			87,281		—			107,568		20,287
Netherlands		0		—			(146,020	)		—		—			146,020		—			0		0
New Zealand		0		—			0			—		—			—		—			0		0
Spain		0		—			(137,926	)		—		—			137,926		—			0		0
Total	$	400,422	$	(587,632	)	$	522,757		$	38,408	$	(516,527	)	$	515,114	$	(51,480	)	$	321,062	$	45,714

Common stock transfers into level 3 were due to trading halts on the securities’ respective exchanges which resulted in the lack of observable inputs.

Common stock transfers out of level 3 were due to the resumption of trading activity which resulted in the availability of significant observable inputs.

See accompanying notes to financial statements.

MSF-40

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	1,143,711,055
Cash		840
Cash denominated in foreign currencies (c)		3,074,579
Receivable for:
Investments sold		881,515
Fund shares sold		89,843
Dividends		1,224,413
Prepaid expenses		2,321
Total Assets		1,148,984,566
Liabilities
Collateral for securities loaned		152,961,476
Payables for:
Investments purchased		304,506
Fund shares redeemed		388,914
Accrued Expenses:
Management fees		656,288
Distribution and service fees		16,681
Deferred trustees’ fees		48,554
Other expenses		149,921
Total Liabilities		154,526,340
Net Assets	$	994,458,226
Net assets consist of:
Paid in surplus	$	678,018,978
Undistributed net investment income		10,016,566
Accumulated net realized gain		33,082,778
Unrealized appreciation on investments and foreign currency transactions		273,339,904
Net Assets	$	994,458,226
Net Assets
Class A	$	913,348,848
Class B		81,109,378
Capital Shares Outstanding*
Class A		54,277,768
Class B		4,841,237
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	16.83
Class B		16.75

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $870,397,445.

(b) Includes securities loaned at value of $146,590,257.

(c) Identified cost of cash denominated in foreign currencies was $3,058,424.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	23,481,660
Interest		328
Securities lending income		1,595,250
Total investment income		25,077,238
Expenses
Management fees		7,199,546
Administration fees		16,535
Custodian and accounting fees		1,026,585
Distribution and service fees—Class B		177,298
Audit and tax services		60,111
Legal		27,754
Trustees’ fees and expenses		35,358
Shareholder reporting		31,564
Insurance		4,756
Miscellaneous		82,630
Total expenses		8,662,137
Less management fee waiver		(50,000	)
Net expenses		8,612,137
Net Investment Income		16,465,101
Net Realized and Unrealized Gain
Net realized gain (loss) on:
Investments		35,108,353
Futures contracts		666,509
Foreign currency transactions		(198,191	)
Net realized gain		35,576,671
Net change in unrealized appreciation on:
Investments		171,300,173
Foreign currency transactions		35,467
Net change in unrealized appreciation		171,335,640
Net realized and unrealized gain		206,912,311
Net Increase in Net Assets From Operations	$	223,377,412

(a) Net of foreign withholding taxes of $1,762,801.

See accompanying notes to financial statements.

MSF-41

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	16,465,101		$	14,673,149
Net realized gain		35,576,671			26,314,687
Net change in unrealized appreciation		171,335,640			79,471,383
Increase in net assets from operations		223,377,412			120,459,219
From Distributions to Shareholders
Net investment income
Class A		(16,583,025	)		(16,076,028	)
Class B		(1,219,147	)		(1,337,619	)
Net realized capital gains
Class A		(23,007,574	)		(60,998,339	)
Class B		(1,906,054	)		(5,683,825	)
Total distributions		(42,715,800	)		(84,095,811	)
Increase in net assets from capital share transactions		36,860,137			104,946,293
Total increase in net assets		217,521,749			141,309,701
Net Assets
Beginning of period		776,936,477			635,626,776
End of period	$	994,458,226		$	776,936,477
Undistributed net investment income
End of period	$	10,016,566		$	9,027,249

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		4,884,609		$	71,182,005			4,255,013		$	56,127,004
Reinvestments		2,902,536			39,590,599			5,942,511			77,074,367
Redemptions		(5,021,741	)		(76,955,031	)		(2,372,141	)		(31,841,367	)
Net increase		2,765,404		$	33,817,573			7,825,383		$	101,360,004
Class B
Sales		1,118,126		$	16,478,798			867,722		$	11,073,815
Reinvestments		229,794			3,125,201			542,615			7,021,444
Redemptions		(1,110,043	)		(16,561,435	)		(1,102,554	)		(14,508,970	)
Net increase		237,877		$	3,042,564			307,783		$	3,586,289
Increase derived from capital shares transactions				$	36,860,137					$	104,946,293

See accompanying notes to financial statements.

MSF-42

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	13.85		$	13.25		$	16.68		$	14.54		$	10.16
Income (Loss) from Investment Operations
Net investment income (a)		0.28			0.27			0.29			0.20			0.20
Net realized and unrealized gain (loss) on investments		3.42			2.04			(2.77	)		3.00			4.18
Total from investment operations		3.70			2.31			(2.48	)		3.20			4.38
Less Distributions
Distributions from net investment income		(0.30	)		(0.36	)		(0.35	)		(0.25	)		0.00
Distributions from net realized capital gains		(0.42	)		(1.35	)		(0.60	)		(0.81	)		0.00
Total distributions		(0.72	)		(1.71	)		(0.95	)		(1.06	)		0.00
Net Asset Value, End of Period	$	16.83		$	13.85		$	13.25		$	16.68		$	14.54
Total Return (%) (b)		27.94			18.25			(16.08	)		22.93			43.11
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.95			0.98			1.02			1.01			1.00
Net ratio of expenses to average net assets (%) (c)		0.94			0.98			1.02			1.01			1.00
Ratio of net investment income to average net assets (%)		1.86			2.06			1.86			1.38			1.65
Portfolio turnover rate (%)		12			12			25			13			26
Net assets, end of period (in millions)	$	913.3		$	713.4		$	578.9		$	697.0		$	448.7

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	13.79		$	13.20		$	16.62		$	14.50		$	10.16
Income (Loss) from Investment Operations
Net investment income (a)		0.24			0.24			0.26			0.16			0.11
Net realized and unrealized gain (loss) on investments		3.41			2.02			(2.77	)		2.98			4.23
Total from investment operations		3.65			2.26			(2.51	)		3.14			4.34
Less Distributions
Distributions from net investment income		(0.27	)		(0.32	)		(0.31	)		(0.21	)		0.00
Distributions from net realized capital gains		(0.42	)		(1.35	)		(0.60	)		(0.81	)		0.00
Total distributions		(0.69	)		(1.67	)		(0.91	)		(1.02	)		0.00
Net Asset Value, End of Period	$	16.75		$	13.79		$	13.20		$	16.62		$	14.50
Total Return (%) (b)		27.60			17.90			(16.25	)		22.59			42.72
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		1.20			1.23			1.27			1.26			1.25
Net ratio of expenses to average net assets (%) (c)		1.19			1.23			1.27			1.26			1.25
Ratio of net investment income to average net assets (%)		1.58			1.81			1.69			1.12			0.81
Portfolio turnover rate (%)		12			12			25			13			26
Net assets, end of period (in millions)	$	81.1		$	63.5		$	56.7		$	43.6		$	20.8

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

See accompanying notes to financial statements.

MSF-43

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is Met/Dimensional International Small Company Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers two classes of shares: Class A and B shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-44

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-45

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to foreign currency transactions, and passive foreign investment companies (PFICs). These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

At December 31, 2013, the Portfolio had investments in repurchase agreements with a gross value of $1,987,000, which is included as part of investments at value on the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at December 31, 2013.

MSF-46

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

3. Investments in Derivative Instruments

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

During the year ended December 31, 2013, the Portfolio entered into equity index futures contracts which were subject to equity price risk. During the period April 17, 2013 through May 9, 2013, the Portfolio had bought and sold $47,104,453 in equity index futures contracts. At December 31, 2013, the Portfolio did not have any open futures contracts. For the year ended December 31, 2013, the Portfolio had realized gains in the amount of $666,509 which are shown under net realized gain on futures contracts in the Statement of Operations.

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels.

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

Foreign Investment Risk: The investments by the Portfolio in foreign securities may involve risks not present in domestic investments. Because securities may be denominated in foreign currencies, may require settlement in foreign currencies and may pay interest or dividends in foreign currencies, changes in the relationship of these foreign currencies to the U.S. dollar can significantly affect the value of the investments and earnings of the Portfolio. Foreign investments may also subject the Portfolio to foreign government exchange restrictions, expropriation, taxation or other political, social or economic developments, all of which could affect the market and/or credit risk of the investments. In addition to the risks described above, risks may arise from forward foreign currency contracts with respect to the potential inability of counterparties to meet the terms of their contracts.

MSF-47

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	118,260,585	$	0	$	112,743,719

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the following annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average daily net assets
$7,199,546		0.850	%	Of the first $100 million
		0.800	%	On amounts in excess of $100 million

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. Dimensional Fund Advisors LP is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average daily net assets
0.050%	Of the first $100 million

An identical agreement was in place for the period April 30, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 are shown as management fee waiver in the Statement of Operations.

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A and B Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B Shares. Under the Distribution and Service Plan, the Class B Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

MSF-48

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

8. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$17,802,172	$	24,740,269	$	24,913,628	$	59,355,542	$	42,715,800	$	84,095,811

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Total
$25,466,895	$	28,743,116	$	262,277,791	$	—	$	316,487,802

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, the Portfolio had no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

MSF-49

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of Met/Dimensional International Small Company Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Met/Dimensional International Small Company Portfolio, one of the portfolios constituting Metropolitan Series Fund (the “Fund”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Met/Dimensional International Small Company Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 27, 2014

MSF-50

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

MSF-51

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-52

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the Met/Dimensional International Small Company Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-53

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the Met/Dimensional International Small Company Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the one- and three-year periods ended June 30, 2013. The Board also took into account that the Portfolio outperformed its benchmark, the MSCI World Ex USA Small Cap Index, for the one- and three-year periods ended October 31, 2013, and underperformed its benchmark for the five-year period ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board

MSF-54

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the Met/Dimensional International Small Company Portfolio, the Board considered that the Portfolio’s actual management fees and total expenses (exclusive of 12b-1 fees) were below the Expense Group median, the Expense Universe median and the Sub-advised Expense Universe median. The Board also noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board further noted that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group and above the average of the Sub-advised Expense Universe at the Portfolio’s current size. The Board also considered that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the Met/Dimensional International Small Company Portfolio, the Board noted that the Portfolio’s advisory fee contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-55

Metropolitan Series Fund

Met/Dimensional International Small Company Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-56

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Managed by MetLife Advisers, LLC

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A and B shares of the MetLife Conservative Allocation Portfolio returned 4.50% and 4.29%, respectively. The Portfolio’s benchmark, the Dow Jones Conservative Index¹, returned 1.41%.

MARKET ENVIRONMENT / CONDITIONS

Global economic expansion was in low gear through much of 2013, becoming more bifurcated in the second half of the year. Developed economies continued to strengthen whereas emerging markets faced the dual challenges of slowing growth and tighter global financial conditions. In the U.S., equity markets rallied in the first quarter but experienced a sharp decline in May and June when the Federal Reserve (the “Fed”) hinted at the possibility of reducing its unprecedented bond-buying program. This announcement subsequently sent global markets into a plunge. Domestically, Treasury yields rose while credit spreads widened. The dollar rallied and Treasury Inflation Protected Securities (“TIPS”) posted a substantial loss on reduced inflation expectations. Emerging markets sold off while their currencies tumbled against the U.S. dollar. Volatility spiked in bond and currency markets. The Fed’s accommodative language and policy stance boosted risk appetite in the third quarter and sent investors back into risk assets. Equity performance was strong both domestically and outside of the U.S. Credit spreads tightened, resulting in solid excess returns in both investment grade and high yield bond sectors. Volatility came down significantly in both equity and rate markets following the late September Federal Open Market Committee decision not to pare back the Fed’s asset-purchasing program. Economic reports that came out in the fourth quarter indicated robust domestic growth which in turn boosted investor confidence and made the looming taper even more likely. In December, reduced fiscal drag, falling unemployment and stronger economic growth prompted the Fed to announce a $10 billion reduction in the level of its asset-buying program starting in January 2014, causing stock markets to rally sharply on the news.

The vast majority of global equity markets concluded the year in record territories, supported by accommodative monetary policies around the world. The U.S. equity market outperformed the rest of the world with the S&P 500 Index up 32.4%, trailed by Japan (27.2%), Europe (25.2%), and Asia-Pacific ex-Japan (5.5%), as reported by MSCI. Within U.S. equity markets, smaller cap names generally delivered a better performance than their large cap counterparts. Growth stocks modestly outpaced value stocks over the trailing one year period, most prominently in the small cap space. In terms of sectors, Consumer Discretionary, Health Care, and Industrials proved to be the best performing sectors, while Telecom and Utility stocks trailed. Emerging market equities, however, produced a moderately negative return in 2013 after an impressive 2012. Growing signs of strength in the U.S. economy raised speculation that the Fed would start reducing its stimulus sooner than anticipated. Disappointing economic data across the developing world also reduced investors’ risk appetite as the year progressed.

Within fixed income, interest rate risk drove the majority of domestic bond sectors into negative territory, especially in longer dated securities as the yield curve steepened. High Yield Credit was the only bright spot with a positive 7.4% return for the year. Investors’ demand for additional yield provided steady support for high yield issues throughout 2013, and resulted in meaningful spread narrowing. Internationally, peripheral European debt enjoyed double digit returns for U.S. investors stemming from the combination of positive local returns and the euro strengthening against the dollar. On the other extreme, the Barclays Global Japan Index fell 16.0%, driven entirely by a large currency depreciation induced by Japan’s Prime Minister Shinzo Abe. With Japan being the largest component of the Barclays Global Aggregate ex-U.S. Index, the Index as a whole was down 3.1% for the year. Similar to the equity side, emerging market debt struggled and produced a negative return in 2013, due largely to weak emerging market currencies vis-à-vis the dollar.

PORTFOLIO REVIEW / PERIOD-END POSITIONING

The MetLife Conservative Allocation Portfolio invested in underlying portfolios of the Met Investors Series Trust and the Metropolitan Series Fund to maintain a broad asset allocation of approximately 20% to equities and 80% to fixed income. The Portfolio’s large fixed income position (80%) restrained absolute performance during the full twelve month period when stocks significantly outperformed bonds. However, on a relative basis, performance was comfortably ahead of its benchmark index, the Dow Jones Conservative Index. Outperformance was attributable to a combination of asset class exposures and favorable security selection in the underlying portfolios. From an asset class exposure perspective, a moderate overweight to high yield bonds due to the opportunistic positioning of the core bond managers along with a slight overweight to equity compared to the benchmark contributed positively to relative performance.

The fixed income portion of the Portfolio produced a slightly negative impact on relative performance. Not surprisingly, the PIMCO Inflation Protected Bond Portfolio was the largest performance detractor given that TIPS was the worst performing fixed income segment during the year. That negative contribution was partially offset by positive contributions from several other underlying bond portfolios, including Western Asset Management U.S. Government Portfolio and Met/Templeton International Bond Portfolio. While the PIMCO Inflation Protected Bond Portfolio was largely an asset class story, the portfolios on the positive side were a successful security selection story in the sense that they generated a positive excess return relative to their respective asset class indices. The Western Asset Management U.S. Government Portfolio performed particularly well in the Mortgage-Backed Securities sector, an area in which it has been consistently adding value. The Met/Templeton International Bond Portfolio generated a large outperformance against its benchmark, driven primarily by the portfolio’s currency positioning. More specifically, a sizable underweight in Japanese yen proved to be the right decision as the yen tumbled against the dollar.

MSF-1

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Managed by MetLife Advisers, LLC

Portfolio Manager Commentary*—(Continued)

Domestic equity was the big winner in 2013. Not only did our U.S. equity portfolios generate the best absolute return relative to international equity and fixed income underlying portfolios, they also produced the best asset class specific excess return derived from solid stock selection. Outperformance was most pronounced in the large cap space across value and growth spectrum. The T. Rowe Price Large Cap Growth Portfolio was the leading contributor in the domestic equity space. The portfolio’s holdings in the Consumer Discretionary sector added substantially to the performance. Overweight positions in Priceline, Amazon, and Netflix all proved to be beneficial during 2013. Furthermore, a handful of Technology stocks, such as MasterCard and Google, also had a positive contribution. Other domestic equity portfolios that provided a strong contribution on the positive side included MFS Value Portfolio, Invesco Comstock Portfolio and Jennison Growth Portfolio. The MFS Value Portfolio’s sector positioning, namely an underweight in the bottom performing Utilities sector combined with an overweight in the better performing Industrials sector benefited the portfolio. Additionally, its stock selection within the Financials sector was effective across a large number of names. Both the Invesco Comstock Portfolio’s and Jennison Growth Portfolio’s strong performance was driven by favorable stock selection. While the Jennison Growth Portfolio’s stock selection contribution was more concentrated in the Technology sector, the Invesco Comstock Portfolio’s was more in the Financials sector. In contrast, several mid cap and small cap equity portfolios detracted from relative performance, however, to a lesser degree.

The results from the underlying international equity portfolios were mixed. The two portfolios that provide exposure to emerging markets and real estate investment trusts (“REITs”) generally have lower correlations with the rest of the equity market and therefore add diversification benefits to the Portfolio. Unfortunately, these two asset classes had a difficult year in 2013. As a result, MFS Emerging Markets Equity Portfolio and Clarion Global Real Estate Portfolio significantly hindered the overall performance. On a relative basis, while the Harris Oakmark International Portfolio produced the largest positive contribution among all equity portfolios, that positive effect was more than offset by the underperformance generated from the other international portfolios, especially the Clarion Global Real Estate Portfolio.

Investment Committee

MetLife Advisers, LLC

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the advisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

A $10,000 INVESTMENT COMPARED TO THE DOW JONES CONSERVATIVE INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		Since Inception2
MetLife Conservative Allocation Portfolio
Class A		4.50		9.54		5.57
Class B		4.29		9.29		5.31
Dow Jones Conservative Index		1.41		6.25		5.05

¹ The Dow Jones Conservative Index is a total returns index designed to provide asset allocation strategists with a target risk benchmark. Each month, the Index adjusts its weighting of stocks, bonds, and cash indices (both domestic and foreign) from Barclays and Dow Jones such that the risk combination will have 20% of the risk of an all equity portfolio.

² Inception date of the Class A and Class B shares is 5/2/05. Index since inception return is based on the Portfolio’s inception date.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
PIMCO Total Return Portfolio(Class A)		18.9
Western Asset Management U.S. Government Portfolio(Class A)		15.0
BlackRock Bond Income Portfolio(Class A)		12.5
PIMCO Inflation Protected Bond Portfolio(Class A)		9.9
JPMorgan Core Bond Portfolio(Class A)		8.5
Met/Franklin Low Duration Total Return Portfolio(Class A)		6.0
Western Asset Management Strategic Bond Opportunities Portfolio(Class A)		2.6
WMC Core Equity Opportunities Portfolio (formerly Davis Venture Value Portfolio)(Class A)		2.3
T. Rowe Price Large Cap Value Portfolio(Class A)		2.3
MFS Value Portfolio(Class A)		2.0

MSF-3

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

MetLife Conservative Allocation Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)(b)	Actual		0.62	%	$	1,000.00	$	1,040.60	$	3.19
	Hypothetical*		0.62	%	$	1,000.00	$	1,022.08	$	3.16
Class B(a)(b)	Actual		0.87	%	$	1,000.00	$	1,039.10	$	4.47
	Hypothetical*		0.87	%	$	1,000.00	$	1,020.82	$	4.43

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects an expense limitation agreement between MetLife Advisers, LLC and the Portfolio as described in Note 5 of the Notes to Financial Statements.

^(b) The annualized expense ratio reflects the expenses of both the Portfolio and the Underlying Portfolios in which it invests.

MSF-4

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Schedule of Investments as of December 31, 2013

Mutual Funds—100.0% of Net Assets

Security Description	Shares		Value
Affiliated Investment Companies—100.0%
Baillie Gifford International Stock Portfolio (Class A) (a)		674,662	$	7,110,933
BlackRock Bond Income Portfolio (Class A) (a)		819,606		87,968,317
BlackRock Capital Appreciation Portfolio (Class A) (a)		187,852		7,110,215
BlackRock High Yield Portfolio (Class A) (b)		558,310		4,952,207
BlackRock Large Cap Value Portfolio (Class A) (a)		591,358		7,108,123
Clarion Global Real Estate Portfolio (Class A) (b)		636,517		7,090,795
Goldman Sachs Mid Cap Value Portfolio (Class A) (b)		200,123		3,554,184
Harris Oakmark International Portfolio (Class A) (b)		371,169		7,100,466
Invesco Comstock Portfolio (Class A) (b)		975,148		14,217,664
Jennison Growth Portfolio (Class A) (a)		539,041		8,527,623
JPMorgan Core Bond Portfolio (Class A) (b)		5,870,256		59,700,506
JPMorgan Small Cap Value Portfolio (Class A) (b)		177,607		3,539,714
Lord Abbett Bond Debenture Portfolio (Class A) (b)		365,350		4,950,489
Met/Artisan Mid Cap Value Portfolio (Class A) (a)		13,233		3,554,259
Met/Eaton Vance Floating Rate Portfolio (Class A) (b)		1,327,385		14,110,106
Met/Franklin Low Duration Total Return Portfolio (Class A) (b)		4,198,867		42,282,590
Met/Templeton International Bond Portfolio (Class A) (b)		1,206,952		14,145,481
MFS Emerging Markets Equity Portfolio (Class A) (b)		170,443		1,767,495
MFS Research International Portfolio (Class A) (b)		443,928		5,331,579
MFS Value Portfolio (Class A) (a)		801,107		14,219,643
Neuberger Berman Genesis Portfolio (Class A) (a)		391,139		7,095,262
Affiliated Investment Companies—(Continued)
PIMCO Inflation Protected Bond Portfolio (Class A) (b)		7,032,253	$	69,970,921
PIMCO Total Return Portfolio (Class A) (b)		11,231,865		133,322,240
T. Rowe Price Large Cap Growth Portfolio (Class A) (a)		347,982		8,529,032
T. Rowe Price Large Cap Value Portfolio (Class A) (b)		508,477		16,347,532
Third Avenue Small Cap Value Portfolio (Class A) (b)		506,729		10,661,578
Western Asset Management Strategic Bond Opportunities Portfolio (Class A) (a)		1,364,300		18,349,841
Western Asset Management U.S. Government Portfolio (Class A) (a)		8,784,176		105,497,954
WMC Core Equity Opportunities Portfolio (formerly Davis Venture Value Portfolio) (Class A) (a)		380,528		16,351,273
Total Mutual Funds (Cost $675,930,028)				704,468,022
Total Investments—100.0% (Cost $675,930,028) (c)				704,468,022
Other assets and liabilities (net)—0.0%				(210,388	)
Net Assets—100.0%			$	704,257,634

(a) A Portfolio of Metropolitan Series Fund. (See Note 6 of the Notes to Financial Statements for a summary of transactions in the securities of affiliated issuers.)

(b) A Portfolio of Met Investors Series Trust. (See Note 6 of the Notes to Financial Statements for a summary of transactions in the securities of affiliated issuers.)

(c) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $679,469,810. The aggregate unrealized appreciation and depreciation of investments were $37,648,327 and $(12,650,115), respectively, resulting in net unrealized appreciation of $24,998,212 for federal income tax purposes.

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2		Level 3		Total
Mutual Funds
Affiliated Investment Companies	$	704,468,022	$	—	$	—	$	704,468,022
Total Investments	$	704,468,022	$	—	$	—	$	704,468,022

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Affiliated investments at value (a)	$	704,468,022
Cash		1
Receivable for:
Investments sold		387,971
Fund shares sold		238,266
Due from investment adviser		61,885
Total Assets		705,156,145
Liabilities
Payables for:
Investments purchased		81,814
Fund shares redeemed		544,423
Accrued expenses:
Management fees		55,624
Distribution and service fees		139,331
Deferred trustees’ fees		48,554
Other expenses		28,765
Total Liabilities		898,511
Net Assets	$	704,257,634
Net assets consist of:
Paid in surplus	$	624,693,581
Undistributed net investment income		26,235,354
Accumulated net realized gain		24,790,705
Unrealized appreciation on affiliated investments		28,537,994
Net Assets	$	704,257,634
Net Assets
Class A	$	50,502,598
Class B		653,755,036
Capital Shares Outstanding*
Class A		4,190,206
Class B		54,629,189
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	12.05
Class B		11.97

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of affiliated investments was $675,930,028.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends from Affiliated Underlying Portfolios	$	21,398,630
Total investment income		21,398,630
Expenses
Management fees		690,431
Administration fees		12,520
Custodian and accounting fees		25,120
Distribution and service fees—Class B		1,750,598
Audit and tax services		27,722
Legal		27,754
Trustees’ fees and expenses		35,359
Miscellaneous		6,263
Total expenses		2,575,767
Less expenses reimbursed by the Adviser		(61,885	)
Net expenses		2,513,882
Net Investment Income		18,884,748
Net Realized and Unrealized Gain
Net realized gain on:
Affiliated investments		27,529,699
Capital gain distributions from Affiliated Underlying Portfolios		11,490,217
Net realized gain		39,019,916
Net change in unrealized depreciation on affiliated investments		(26,985,702	)
Net realized and unrealized gain		12,034,214
Net Increase in Net Assets from Operations	$	30,918,962

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	18,884,748		$	17,323,643
Net realized gain		39,019,916			8,606,344
Net change in unrealized appreciation (depreciation)		(26,985,702	)		38,179,561
Increase in net assets from operations		30,918,962			64,109,548
From Distributions to Shareholders
Net investment income
Class A		(1,669,825	)		(1,675,020	)
Class B		(20,320,447	)		(21,223,316	)
Net realized capital gains
Class A		(252,309	)		(1,293,214	)
Class B		(3,326,264	)		(17,639,431	)
Total distributions		(25,568,845	)		(41,830,981	)
Increase (decrease) in net assets from capital share transactions		(78,957,486	)		72,616,439
Total Increase (Decrease) in Net Assets		(73,607,369	)		94,895,006
Net Assets
Beginning of period		777,865,003			682,969,997
End of period	$	704,257,634		$	777,865,003
Undistributed net investment income
End of period	$	26,235,354		$	21,818,331

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		1,010,238		$	12,089,640			1,088,531		$	12,718,526
Reinvestments		162,755			1,922,134			261,519			2,968,234
Redemptions		(1,579,390	)		(18,842,708	)		(950,918	)		(11,109,262	)
Net increase (decrease)		(406,397	)	$	(4,830,934	)		399,132		$	4,577,498
Class B
Sales		5,676,456		$	67,480,408			10,029,567		$	116,934,083
Reinvestments		2,012,486			23,646,711			3,439,181			38,862,747
Redemptions		(14,002,275	)		(165,253,671	)		(7,544,007	)		(87,757,889	)
Net increase (decrease)		(6,313,333	)	$	(74,126,552	)		5,924,741		$	68,038,941
Increase (decrease) derived from capital shares transactions				$	(78,957,486	)				$	72,616,439

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	11.94		$	11.60		$	11.51		$	10.87		$	9.42
Income (Loss) from Investment Operations
Net investment income (a)		0.33			0.30			0.33			0.33			0.53
Net realized and unrealized gain on investments		0.20			0.77			0.07			0.77			1.35
Total from investment operations		0.53			1.07			0.40			1.10			1.88
Less Distributions
Distributions from net investment income		(0.36	)		(0.41	)		(0.31	)		(0.46	)		(0.36	)
Distributions from net realized capital gains		(0.06	)		(0.32	)		0.00			0.00			(0.07	)
Total distributions		(0.42	)		(0.73	)		(0.31	)		(0.46	)		(0.43	)
Net Asset Value, End of Period	$	12.05		$	11.94		$	11.60		$	11.51		$	10.87
Total Return (%) (b)		4.50			9.49			3.48			10.34			20.73
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%) (c)		0.11			0.11			0.11			0.11			0.12
Net ratio of expenses to average net assets (%) (c) (d)		0.10			0.10			0.10			0.10			0.10
Ratio of net investment income to average net assets (%) (e)		2.73			2.58			2.84			2.97			5.36
Portfolio turnover rate (%)		18			9			33			21			22
Net assets, end of period (in millions)	$	50.5		$	54.9		$	48.7		$	45.7		$	31.1

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	11.86		$	11.53		$	11.44		$	10.81		$	9.36
Income (Loss) from Investment Operations
Net investment income (a)		0.29			0.27			0.29			0.30			0.47
Net realized and unrealized gain on investments		0.22			0.76			0.08			0.77			1.38
Total from investment operations		0.51			1.03			0.37			1.07			1.85
Less Distributions
Distributions from net investment income		(0.34	)		(0.38	)		(0.28	)		(0.44	)		(0.33	)
Distributions from net realized capital gains		(0.06	)		(0.32	)		0.00			0.00			(0.07	)
Total distributions		(0.40	)		(0.70	)		(0.28	)		(0.44	)		(0.40	)
Net Asset Value, End of Period	$	11.97		$	11.86		$	11.53		$	11.44		$	10.81
Total Return (%) (b)		4.29			9.18			3.25			10.05			20.52
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%) (c)		0.36			0.36			0.36			0.36			0.37
Net ratio of expenses to average net assets (%) (c) (d)		0.35			0.35			0.35			0.35			0.35
Ratio of net investment income to average net assets (%) (e)		2.49			2.35			2.49			2.68			4.73
Portfolio turnover rate (%)		18			9			33			21			22
Net assets, end of period (in millions)	$	653.8		$	723.0		$	634.3		$	562.4		$	404.3

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) The ratio of operating expenses to average net assets does not include expenses of the Underlying Portfolios in which the Portfolio invests.

(d) Net ratio of expenses to average net assets includes the effect of the expense limitation agreement as detailed in Note 5 of the Notes to Financial Statements.

(e) Recognition of net investment income by the Asset Allocation Portfolio is affected by the timing of the declaration of dividends by the Underlying Portfolios in which it invests.

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is MetLife Conservative Allocation Portfolio (the “Asset Allocation Portfolio”), which is diversified. The Asset Allocation Portfolio operates under a “fund of funds” structure, investing substantially all of its assets in other Portfolios advised by MetLife Advisers, LLC (“MetLife Advisers”), an affiliate of MetLife, Inc., or its affiliates (each, an “Underlying Portfolio,” and, collectively, the “Underlying Portfolios”). Shares in the Asset Allocation Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Asset Allocation Portfolio has registered and offers two classes of shares: Class A and B shares. Shares of each Class of the Asset Allocation Portfolio represent an equal pro rata interest in the Asset Allocation Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Asset Allocation Portfolio, and certain Asset Allocation Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Asset Allocation Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Asset Allocation Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Investments in the Underlying Portfolios are valued at their closing daily net asset value on the valuation date. Investments in the Underlying Portfolios are categorized as Level 1 within the fair value hierarchy. For information about the use of fair value pricing by the Underlying Portfolios, please refer to the prospectuses of the Underlying Portfolios.

Investment Transactions and Related Investment Income - Asset Allocation Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Capital gains distributions received from the Underlying Portfolios are recorded as net realized gain in the Statement of Operations.

Income Taxes - It is the Asset Allocation Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Asset Allocation Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Asset Allocation Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Asset Allocation Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to distributions from Underlying Portfolios. These adjustments have no impact on net assets or the results of operations.

3. Certain Risks

Market Risk: In the normal course of business, the Underlying Portfolios invest in securities and enter into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Underlying Portfolios may decline in response to certain events, including those directly involving the companies whose securities are owned by the Underlying Portfolios; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

MSF-10

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Credit and Counterparty Risk: The Underlying Portfolios may be exposed to counterparty risk, or the risk that an entity with which the Underlying Portfolios have unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Underlying Portfolios to credit and counterparty risk consist principally of cash due from counterparties and investments. The Underlying Portfolios manage counterparty risk by entering into agreements only with counterparties that they believe have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Underlying Portfolios’ investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of their trading partners, (ii) monitoring and/or limiting the amount of their net exposure to each individual counterparty based on the adviser’s assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Underlying Portfolios restrict their exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom the Underlying Portfolios undertake a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels.

Additional risks associated with each type of investment are described within the respective security type notes. The Asset Allocation Portfolio’s prospectus includes a discussion of the principal risks of investing in the Asset Allocation Portfolio and Underlying Portfolios in which it invests.

4. Investment Transactions

Aggregate cost of purchases and proceeds of sales of shares of the Underlying Portfolios by the Asset Allocation Portfolio, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	137,889,378	$	0	$	212,053,219

5. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Asset Allocation Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Asset Allocation Portfolio. For providing investment management services to the Asset Allocation Portfolio, MetLife Advisers receives monthly compensation at the following annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$690,431		0.100	%	Of the first $500 million
		0.075	%	Of the next $500 million
		0.050	%	On amounts in excess of $1 billion

In addition to the above management fee paid to MetLife Advisers, the Asset Allocation Portfolio indirectly pays MetLife Advisers an investment advisory fee through its investments in the Underlying Portfolios.

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

Expense Limitation Agreement - Pursuant to an expense agreement relating to each class of the Asset Allocation Portfolio, MetLife Advisers has contractually agreed, from April 29, 2013 to April 27, 2014, to waive a portion of its advisory fees or pay a portion of the other operating expenses (not including acquired fund fees and expenses, brokerage costs, interest, taxes, or extraordinary expenses) to the extent total operating expenses exceed stated annual expense limits (based on the Asset Allocation Portfolio’s then-current fiscal year). For the Asset Allocation Portfolio, this subsidy, and identical subsidies in effect in earlier periods, are subject to the obligation of each class of the Asset Allocation Portfolio to repay MetLife Advisers in future years, if any, when a class’ expenses fall below the stated expense limit pertaining to that class that was in effect at the time of the subsidy in question. Such deferred expenses may be charged to a class in a subsequent year to the extent that the charge does not cause the total expenses in such subsequent year to exceed the class’ stated expense limit that was in effect at the time of the subsidy in question; provided, however, that no class of the Asset Allocation Portfolio is obligated to repay any expense paid by MetLife Advisers more than five years after the end of the fiscal year in which such expense was incurred. The expense limits (annual rates as a percentage of each class of the Asset Allocation Portfolio’s net average daily net assets) in effect from April 29, 2013 to April 27, 2014 are 0.10% and 0.35% for Class A and B, respectively.

MSF-11

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

As of December 31, 2013, the amount of expenses deferred in 2008 subject to repayment until December 31, 2013 was $57,938. The amount of expenses deferred in 2009 subject to repayment until December 31, 2014 was $70,498. The amount of expenses deferred in 2010 subject to repayment until December 31, 2015 was $71,127. The amount of expenses deferred in 2011 subject to repayment until December 31, 2016 was $38,237. The amount of expenses deferred in 2012 subject to repayment until December 31, 2017 was $74,663. The amount of expenses deferred in 2013 subject to repayment until December 31, 2018 was $61,885.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Asset Allocation Portfolio’s Class A and B Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Asset Allocation Portfolio’s Class B shares. Under the Distribution and Services Plan, the Class B shares of the Asset Allocation Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Asset Allocation Portfolio shares for promoting or selling and servicing the Class B shares of the Asset Allocation Portfolio. The fees under the Distribution and Services Plan for each class of the Asset Allocation Portfolio’s shares are calculated as a percentage of the Asset Allocation Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B shares. Amount incurred by the Asset Allocation Portfolio for the year ended December 31, 2013 is shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an active employee of MetLife or its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Asset Allocation Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

6. Transactions in Securities of Underlying Portfolios

The Portfolio does not invest in the Underlying Portfolios for the purpose of exercising control; however, investments by the Portfolio within its principal investment strategies may represent a significant portion of the Underlying Portfolios net assets. Transactions in the Underlying Portfolios for the year ended December 31, 2013 were as follows:

Underlying Portfolio	Number of shares held at December 31, 2012		Shares purchased		Shares sold			Number of shares held at December 31, 2013
Baillie Gifford International Equity		846,959		67,321		(239,618	)		674,662
BlackRock Bond Income		1,146,396		67,230		(394,020	)		819,606
BlackRock Capital Appreciation		273,865		12,166		(98,179	)		187,852
BlackRock High Yield		872,775		71,747		(386,212	)		558,310
BlackRock Large Cap Value		795,391		83,818		(287,851	)		591,358
Clarion Global Real Estate		683,679		132,724		(179,886	)		636,517
Goldman Sachs Mid Cap Value		—		260,647		(60,524	)		200,123
Harris Oakmark International		521,734		45,227		(195,792	)		371,169
Invesco Comstock		715,871		627,816		(368,539	)		975,148
Jennison Growth		666,475		123,978		(251,412	)		539,041
JPMorgan Core Bond		—		6,297,359		(427,103	)		5,870,256
JPMorgan Small Cap Value		—		239,128		(61,521	)		177,607
Lord Abbett Bond Debenture		579,509		33,758		(247,917	)		365,350
Met/Artisan Mid Cap Value		39,468		1,616		(27,851	)		13,233
Met/Eaton Vance Floating Rate		1,454,133		96,359		(223,107	)		1,327,385
Met/Franklin Low Duration Total Return		4,608,698		182,390		(592,221	)		4,198,867
Met/Templeton International Bond		1,315,985		66,027		(175,060	)		1,206,952
MFS Emerging Markets		—		203,594		(33,151	)		170,443
MFS Research International		757,763		47,164		(360,999	)		443,928
MFS Value		1,126,366		83,555		(408,814	)		801,107
Neuberger Berman Genesis		591,216		16,934		(217,011	)		391,139
PIMCO Inflation Protected Bond		6,545,154		922,196		(435,097	)		7,032,253
PIMCO Total Return		12,702,254		904,761		(2,375,150	)		11,231,865
Pioneer Fund		1,072,190		6,960		(1,079,150	)		—

MSF-12

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Underlying Portfolio	Number of shares held at December 31, 2012		Shares purchased		Shares sold			Number of shares held at December 31, 2013
T. Rowe Price Large Cap Growth		442,961		74,397		(169,376	)		347,982
T. Rowe Price Large Cap Value		638,282		76,449		(206,254	)		508,477
Third Avenue Small Cap Value		980,671		29,754		(503,696	)		506,729
Western Asset Management Strategic Bond Opportunities		1,668,765		94,665		(399,130	)		1,364,300
Western Asset Management U.S. Government		10,056,639		347,870		(1,620,333	)		8,784,176
WMC Core Equity Opportunities Portfolio (formerly Davis Venture Value Portfolio)		469,422		70,879		(159,773	)		380,528

Underlying Portfolio	Net Realized Gain/(Loss) on sales of Underlying Portfolios			Capital Gain Distributions from Underlying Portfolios		Dividend Income from Underlying Portfolios		Ending Value as of December 31, 2013
Baillie Gifford International Equity	$	305,711		$	—	$	129,155	$	7,110,933
BlackRock Bond Income		4,827,990			2,383,127		3,909,793		87,968,317
BlackRock Capital Appreciation		346,323			—		68,964		7,110,215
BlackRock High Yield		424,859			143,825		366,312		4,952,207
BlackRock Large Cap Value		405,385			444,060		114,855		7,108,123
Clarion Global Real Estate		162,273			—		546,108		7,090,795
Goldman Sachs Mid Cap Value		46,664			138,106		42,918		3,554,184
Harris Oakmark International		1,093,551			—		223,649		7,100,466
Invesco Comstock		1,023,712			—		204,858		14,217,664
Jennison Growth		546,845			98,424		40,098		8,527,623
JPMorgan Core Bond		(149,041	)		267,270		334,087		59,700,506
JPMorgan Small Cap Value		114,761			—		27,467		3,539,714
Lord Abbett Bond Debenture		400,766			—		365,824		4,950,489
Met/Artisan Mid Cap Value		1,978,467			—		34,873		3,554,259
Met/Eaton Vance Floating Rate		115,136			71,994		636,422		14,110,106
Met/Franklin Low Duration Total Return		(5,668	)		—		841,563		42,282,590
Met/Templeton International Bond		137,204			68,291		340,164		14,145,481
MFS Emerging Markets		(9,415	)		—		24,735		1,767,495
MFS Research International		577,526			—		169,755		5,331,579
MFS Value		2,142,529			525,900		309,719		14,219,643
Neuberger Berman Genesis		588,178			—		66,944		7,095,262
PIMCO Inflation Protected Bond		19,447			4,187,483		1,759,670		69,970,921
PIMCO Total Return		1,527,629			2,862,196		6,520,109		133,322,240
Pioneer Fund		3,230,348			—		6,343		—
T. Rowe Price Large Cap Growth		1,751,161			—		28,863		8,529,032
T. Rowe Price Large Cap Value		1,120,521			—		311,307		16,347,532
Third Avenue Small Cap Value		892,455			—		148,903		10,661,578
Western Asset Management Strategic Bond Opportunities		663,745			—		1,018,728		18,349,841
Western Asset Management U.S. Government		568,114			—		2,555,643		105,497,954
WMC Core Equity Opportunities Portfolio (formerly Davis Venture Value Portfolio)		2,682,523			299,541		250,801		16,351,273
	$	27,529,699		$	11,490,217	$	21,398,630	$	704,468,022

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

8. Income Tax Information

The tax character of distributions paid for the years ended December 31, 2013 and 2012 were as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$21,990,272	$	24,369,513	$	3,578,573	$	17,461,468	$	25,568,845	$	41,830,981

MSF-13

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Total
$27,137,222	$	27,477,173	$	24,998,212	$	—	$	79,612,607

The Asset Allocation Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, the Asset Allocation Portfolio had no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

9. Subsequent Events

At a meeting held on November 20, 2013, the Board approved for the Portfolio to be renamed the MetLife Asset Allocation 20 Portfolio. This change becomes effective on April 28, 2014.

MSF-14

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of MetLife Conservative Allocation Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of MetLife Conservative Allocation Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the transfer agent. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of MetLife Conservative Allocation Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 27, 2014

MSF-15

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

MSF-16

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-17

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Board of Trustees’ Consideration of Advisory Agreement

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the MetLife Conservative Allocation Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹ As the Adviser has the day-to-day responsibility for managing the MetLife Conservative Allocation Portfolio’s investments, the Board only approved an Advisory Agreement with respect to the MetLife Conservative Allocation Portfolio.

In considering the Agreement, the Board reviewed a variety of materials provided by the Adviser relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser under the Agreement. The Board also took into account its experience with the Adviser and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser, including quarterly performance reports prepared by management containing reviews of investment results. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolio by the Adviser; (2) the performance of the Portfolio as compared to a peer group and an appropriate index; (3) the Adviser’s personnel and operations; (4) the financial condition of the Adviser; (5) the level and method of computing each Portfolio’s advisory fees; (6) the profitability of the Adviser under the Advisory Agreement; (7) any “fall-out” benefits to the Adviser and its affiliates (i.e., ancillary benefits realized by the Adviser or its affiliates from the Adviser’s relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; and (9) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser has provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act.

The Board considered the provision of investment advisory services by the Adviser to the Asset Allocation Portfolios (i.e., MetLife Aggressive Strategy Portfolio, MetLife Balanced Strategy Portfolio, MetLife Conservative Allocation Portfolio, MetLife Conservative to Moderate Allocation Portfolio, MetLife Defensive Strategy Portfolio, MetLife Growth Strategy Portfolio, MetLife Moderate Allocation Portfolio, MetLife Moderate to Aggressive Allocation Portfolio and MetLife Moderate Strategy Portfolio), the American Funds of Funds (i.e., American Funds Balanced Allocation Portfolio, American Funds Growth Allocation Portfolio and American Funds Moderate Allocation Portfolio), the MetLife Balanced Plus Portfolio and the MetLife Multi-Index Targeted Risk Portfolio. With respect to the Asset Allocation Portfolios, the Board noted that the Adviser has hired, at its own cost, an independent consultant to provide research and consulting services with respect to the periodic asset allocation targets for each of the Asset Allocation Portfolios and to investments in other Portfolios of the Trusts (the “Underlying Portfolios”), which may assist the Adviser with the selection of

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-18

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Board of Trustees’ Consideration of Advisory Agreement—(Continued)

Underlying Portfolios for inclusion in each Asset Allocation Portfolio. Additionally, the Board considered that an Investment Committee, consisting of investment professionals from across MetLife, meets at least quarterly to review the asset allocations and discuss the performance of the Asset Allocation Portfolios and the American Funds of Funds.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the MetLife Conservative Allocation Portfolio’s performance, the Board considered that the Portfolio underperformed the median of its Performance Universe and its Lipper Index for the one- and three-year periods ended June 30, 2013. The Board also considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the five-year period ended June 30, 2013. The Board further considered that the Portfolio outperformed the Conservative AA Broad Index for the one- and five-year periods ended October 31, 2013 and underperformed its benchmark for the three-year period ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses.

With respect to the MetLife Conservative Allocation Portfolio, the Board considered that the Portfolio’s actual management fees and total expenses (exclusive of 12b-1 fees) were below the Expense Group median and Expense Universe median. The Board further noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also took into account that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. With respect to the Asset Allocation Portfolios, the Board noted that the advisory fee is in addition to the fees received by the Adviser and its affiliates with regard to the Underlying Portfolios in which the Asset Allocation Portfolios may invest. In considering the profitability to the Adviser from the Asset Allocation Portfolios, the Board took into consideration the profitability to the Adviser of the funds underlying the Asset Allocation Portfolios. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products.

MSF-19

Metropolitan Series Fund

MetLife Conservative Allocation Portfolio

Board of Trustees’ Consideration of Advisory Agreement—(Continued)

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the MetLife Conservative Allocation Portfolio, the Board noted that the Portfolio’s advisory fee contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-20

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Managed by MetLife Advisers, LLC

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A and B shares of the MetLife Conservative to Moderate Allocation Portfolio returned 11.20% and 10.92%, respectively. The Portfolio’s benchmark, the Dow Jones Moderately Conservative Index¹, returned 8.13%.

MARKET ENVIRONMENT / CONDITIONS

Global economic expansion was in low gear through much of 2013, becoming more bifurcated in the second half of the year. Developed economies continued to strengthen whereas emerging markets faced the dual challenges of slowing growth and tighter global financial conditions. In the U.S., equity markets rallied in the first quarter but experienced a sharp decline in May and June when the Federal Reserve (the “Fed”) hinted at the possibility of reducing its unprecedented bond-buying program. This announcement subsequently sent global markets into a plunge. Domestically, Treasury yields rose while credit spreads widened. The dollar rallied and Treasury Inflation Protected Securities (“TIPS”) posted a substantial loss on reduced inflation expectations. Emerging markets sold off while their currencies tumbled against the U.S. dollar. Volatility spiked in bond and currency markets. The Fed’s accommodative language and policy stance boosted risk appetite in the third quarter and sent investors back into risk assets. Equity performance was strong both domestically and outside of the U.S. Credit spreads tightened, resulting in solid excess returns in both investment grade and high yield bond sectors. Volatility came down significantly in both equity and rate markets following the late September Federal Open Market Committee decision not to pare back the Fed’s asset-purchasing program. Economic reports that came out in the fourth quarter indicated robust domestic growth which in turn boosted investor confidence and made the looming taper even more likely. In December, reduced fiscal drag, falling unemployment and stronger economic growth prompted the Fed to announce a $10 billion reduction in the level of its asset-buying program starting in January 2014, causing stock markets to rally sharply on the news.

The vast majority of global equity markets concluded the year in record territories, supported by accommodative monetary policies around the world. The U.S. equity market outperformed the rest of the world with the S&P 500 Index up 32.4%, trailed by Japan (27.2%), Europe (25.2%), and Asia-Pacific ex-Japan (5.5%), as reported by MSCI. Within U.S. equity markets, smaller cap names generally delivered a better performance than their large cap counterparts. Growth stocks modestly outpaced value stocks over the trailing one year period, most prominently in the small cap space. In terms of sectors, Consumer Discretionary, Health Care, and Industrials proved to be the best performing sectors, while Telecom and Utility stocks trailed. Emerging market equities, however, produced a moderately negative return in 2013 after an impressive 2012. Growing signs of strength in the U.S. economy raised speculation that the Fed would start reducing its stimulus sooner than anticipated. Disappointing economic data across the developing world also reduced investors’ risk appetite as the year progressed.

Within fixed income, interest rate risk drove the majority of domestic bond sectors into negative territory, especially in longer dated securities as the yield curve steepened. High Yield Credit was the only bright spot with a positive 7.4% return for the year. Investors’ demand for additional yield provided steady support for high yield issues throughout 2013, and resulted in meaningful spread narrowing. Internationally, peripheral European debt enjoyed double digit returns for U.S. investors stemming from the combination of positive local returns and the euro strengthening against the dollar. On the other extreme, the Barclays Global Japan Index fell 16.0%, driven entirely by a large currency depreciation induced by Japan’s Prime Minister Shinzo Abe. With Japan being the largest component of the Barclays Global Aggregate ex-U.S. Index, the Index as a whole was down 3.1% for the year. Similar to the equity side, emerging market debt struggled and produced a negative return in 2013, due largely to weak emerging market currencies vis-à-vis the dollar.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The MetLife Conservative to Moderate Allocation Portfolio invested in underlying portfolios of the Met Investors Series Trust and the Metropolitan Series Fund to maintain a broad asset allocation of approximately 40% to equities and 60% to fixed income. The Portfolio’s large fixed income position (60%) restrained absolute performance during the full twelve month period when stocks significantly outperformed bonds. However, on a relative basis, performance was comfortably ahead of its benchmark index, the Dow Jones Moderately Conservative Index. Outperformance was attributable to a combination of asset class exposures and favorable security selection in the underlying portfolios. From an asset class exposure perspective, a moderate overweight to high yield bonds due to the opportunistic positioning of the core bond managers along with a slight overweight to equity compared to the benchmark contributed positively to relative performance.

Within the fixed income portion of the Portfolio, not surprisingly, the PIMCO Inflation Protected Bond Portfolio was the largest performance detractor given that TIPS was the worst performing fixed income segment during the year. That negative contribution was partially offset by positive contributions from several other underlying bond portfolios, including Western Asset Management U.S. Government Portfolio and Met/Templeton International Bond Portfolio. While the PIMCO Inflation Protected Bond Portfolio was largely an asset class story, the portfolios on the positive side were a successful security selection story in the sense that they generated a positive excess return relative to their respective asset class indices. The Western Asset Management U.S. Government Portfolio performed particularly well in the Mortgage-Backed Securities sector, an area in which it has been consistently adding value. The Met/Templeton International Bond Portfolio generated a large outperformance against its benchmark, driven primarily by the portfolio’s currency positioning. More specifically, a sizable underweight in Japanese yen proved to be the right decision as the yen tumbled against the dollar.

MSF-1

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Managed by MetLife Advisers, LLC

Portfolio Manager Commentary*—(Continued)

Domestic equity was the big winner in 2013. Not only did our U.S. equity portfolios generate the best absolute return relative to international equity and fixed income underlying portfolios, they also produced the best asset class specific excess return derived from solid stock selection. Outperformance was most pronounced in the large cap space across value and growth spectrum. The T. Rowe Price Large Cap Growth Portfolio was the leading contributor in the domestic equity space. The portfolio’s holdings in the Consumer Discretionary sector added substantially to the performance. Overweight positions in Priceline, Amazon, and Netflix all proved to be beneficial during 2013. Furthermore, a handful of Technology stocks, such as MasterCard and Google, also had a positive contribution. Other domestic equity portfolios that provided a strong contribution on the positive side included MFS Value Portfolio, Invesco Comstock Portfolio and ClearBridge Aggressive Growth Portfolio. The MFS Value Portfolio’s sector positioning, namely an underweight in the bottom performing Utilities sector combined with an overweight in the better performing Industrials sector benefited the portfolio. Additionally, its stock selection within the Financials sector was effective across a large number of names. Both the Invesco Comstock Portfolio’s and Jennison Growth Portfolio’s strong performance was driven by favorable stock selection. In contrast, several mid cap and small cap equity portfolios detracted from relative performance, however, to a lesser degree.

The results from the underlying international equity portfolios were mixed. The two portfolios that provide exposure to emerging markets and real estate investment trusts (“REITs”) generally have lower correlations with the rest of the equity market and therefore add diversification benefits to the Portfolio. Unfortunately, these two asset classes had a difficult year in 2013. As a result, MFS Emerging Markets Equity Portfolio and Clarion Global Real Estate Portfolio significantly hindered the overall performance. On a relative basis, while the Harris Oakmark International Portfolio produced the largest positive contribution among all equity portfolios, that positive effect was more than offset by the underperformance generated from several other international portfolios, especially the Clarion Global Real Estate Portfolio.

Investment Committee

MetLife Advisers, LLC

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the advisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

A $10,000 INVESTMENT COMPARED TO THE DOW JONES MODERATELY CONSERVATIVE INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		Since Inception2
MetLife Conservative to Moderate Allocation Portfolio
Class A		11.20		11.77		6.18
Class B		10.92		11.50		5.91
Dow Jones Moderately Conservative Index		8.13		9.45		5.85

¹ The Dow Jones Moderately Conservative Index is a total returns index designed to provide asset allocation strategists with a target risk benchmark. Each month, the Index adjusts its weighting of stocks, bonds, and cash indices (both domestic and foreign) from Barclays and Dow Jones such that the risk combination will have 40% of the risk of an all equity portfolio.

² Inception date of the Class A and Class B shares is 5/2/05. Index since inception return is based on the Portfolio’s inception date.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
PIMCO Total Return Portfolio (Class A)		14.8
BlackRock Bond Income Portfolio (Class A)		9.4
Western Asset Management U.S. Government Portfolio (Class A)		8.8
PIMCO Inflation Protected Bond Portfolio (Class A)		6.7
JPMorgan Core Bond Portfolio (Class A)		6.3
MFS Value Portfolio (Class A)		4.7
T. Rowe Price Large Cap Value Portfolio (Class A)		4.6
Met/Franklin Low Duration Total Return Portfolio (Class A)		4.0
WMC Core Equity Opportunities Portfolio (formerly Davis Venture Value Portfolio) (Class A)		3.1
Invesco Comstock Portfolio (Class A)		3.1

MSF-3

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

MetLife Conservative to Moderate Allocation Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.66	%	$	1,000.00	$	1,075.30	$	3.45
	Hypothetical*		0.66	%	$	1,000.00	$	1,021.88	$	3.36
Class B(a)	Actual		0.91	%	$	1,000.00	$	1,074.20	$	4.76
	Hypothetical*		0.91	%	$	1,000.00	$	1,020.62	$	4.63

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio reflects the expenses of both the Portfolio and the Underlying Portfolios in which it invests.

MSF-4

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Schedule of Investments as of December 31, 2013

Mutual Funds—100.0% of Net Assets

Security Description	Shares		Value
Affiliated Investment Companies—100.0%
Baillie Gifford International Stock Portfolio (Class A) (a)		3,499,409	$	36,883,771
BlackRock Bond Income Portfolio (Class A) (a)		1,557,182		167,132,330
BlackRock Capital Appreciation Portfolio (Class A) (a)		990,300		37,482,857
BlackRock High Yield Portfolio (Class A) (b)		1,422,298		12,615,781
BlackRock Large Cap Value Portfolio (Class A) (a)		3,065,295		36,844,845
Clarion Global Real Estate Portfolio (Class A) (b)		1,568,400		17,471,980
ClearBridge Aggressive Growth Portfolio (Class A) (b)		1,380,024		18,561,317
Goldman Sachs Mid Cap Value Portfolio (Class A) (b)		1,039,162		18,455,509
Harris Oakmark International Portfolio (Class A) (b)		2,389,106		45,703,589
Invesco Comstock Portfolio (Class A) (b)		3,805,416		55,482,962
Invesco Small Cap Growth Portfolio (Class A) (b)		1,807,941		37,117,019
Jennison Growth Portfolio (Class A) (a)		1,762,477		27,882,386
JPMorgan Core Bond Portfolio (Class A) (b)		11,007,462		111,945,889
JPMorgan Small Cap Value Portfolio (Class A) (b)		461,918		9,206,019
Lord Abbett Bond Debenture Portfolio (Class A) (b)		930,138		12,603,374
Met/Artisan Mid Cap Value Portfolio (Class A) (a)		68,472		18,391,665
Met/Eaton Vance Floating Rate Portfolio (Class A) (b)		3,342,055		35,526,047
Met/Franklin Low Duration Total Return Portfolio (Class A) (b)		7,018,649		70,677,797
Met/Templeton International Bond Portfolio (Class A) (b)		4,520,341		52,978,400
MFS Emerging Markets Equity Portfolio (Class A) (b)		1,687,237		17,496,644
MFS Research International Portfolio (Class A) (b)		2,284,354		27,435,088
MFS Value Portfolio (Class A) (a)		4,694,365		83,324,985
Neuberger Berman Genesis Portfolio (Class A) (a)		1,015,597		18,422,927
Affiliated Investment Companies—(Continued)
PIMCO Inflation Protected Bond Portfolio (Class A) (b)		11,939,482		118,797,846
PIMCO Total Return Portfolio (Class A) (b)		22,207,312		263,600,798
T. Rowe Price Large Cap Growth Portfolio (Class A) (a)		1,893,047		46,398,571
T. Rowe Price Large Cap Value Portfolio (Class A) (b)		2,576,002		82,818,477
T. Rowe Price Mid Cap Growth Portfolio (Class A) (b)		1,503,974		18,483,841
Third Avenue Small Cap Value Portfolio (Class A) (b)		1,315,291		27,673,729
Van Eck Global Natural Resources Portfolio (Class A) (a)		1,263,823		17,958,924
Western Asset Management Strategic Bond Opportunities Portfolio (Class A) (a)		2,116,592		28,468,168
Western Asset Management U.S. Government Portfolio (Class A) (a)		13,089,672		157,206,956
WMC Core Equity Opportunities Portfolio (formerly Davis Venture Value Portfolio) (Class A) (a)		1,293,728		55,591,504
Total Mutual Funds (Cost $1,572,215,168)				1,786,641,995
Total Investments—100.0% (Cost $1,572,215,168) (c)				1,786,641,995
Other assets and liabilities (net)—0.0%				(533,883	)
Net Assets—100.0%			$	1,786,108,112

(a) A Portfolio of Metropolitan Series Fund. (See Note 6 of the Notes to Financial Statements for a summary of transactions in the securities of affiliated issuers.)

(b) A Portfolio of Met Investors Series Trust. (See Note 6 of the Notes to Financial Statements for a summary of transactions in the securities of affiliated issuers.)

(c) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $1,586,962,259. The aggregate unrealized appreciation and depreciation of investments were $217,594,163 and $(17,914,427), respectively, resulting in net unrealized appreciation of $199,679,736 for federal income tax purposes.

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1- unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2		Level 3		Total
Mutual Funds
Affiliated Investment Companies	$	1,786,641,995	$	—	$	—	$	1,786,641,995
Total Investments	$	1,786,641,995	$	—	$	—	$	1,786,641,995

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Affiliated investments at value (a)	$	1,786,641,995
Receivable for:
Investments sold		166,263
Fund shares sold		573,834
Total Assets		1,787,382,092
Liabilities
Payables for:
Investments purchased		97,794
Fund shares redeemed		642,303
Accrued expenses:
Management fees		107,160
Distribution and service fees		354,036
Deferred trustees’ fees		48,554
Other expenses		24,133
Total Liabilities		1,273,980
Net Assets	$	1,786,108,112
Net assets consist of:
Paid in surplus	$	1,471,889,567
Undistributed net investment income		50,366,350
Accumulated net realized gain		49,425,368
Unrealized appreciation on affiliated investments		214,426,827
Net Assets	$	1,786,108,112
Net Assets
Class A	$	107,738,919
Class B		1,678,369,193
Capital Shares Outstanding*
Class A		8,292,669
Class B		130,214,189
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	12.99
Class B		12.89

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of affiliated investments was $1,572,215,168.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends from Affiliated Underlying Portfolios	$	42,801,691
Total investment income		42,801,691
Expenses
Management fees		1,257,589
Administration fees		12,520
Custodian and accounting fees		25,120
Distribution and service fees—Class B		4,153,917
Audit and tax services		27,722
Legal		56,954
Trustees’ fees and expenses		35,359
Miscellaneous		8,654
Total expenses		5,577,835
Net Investment Income		37,223,856
Net Realized and Unrealized Gain
Net realized gain on:
Affiliated investments		59,294,685
Capital gain distributions from Affiliated Underlying Portfolios		26,401,775
Net realized gain		85,696,460
Net change in unrealized appreciation on affiliated investments		59,784,094
Net realized and unrealized gain		145,480,554
Net Increase in Net Assets From Operations	$	182,704,410

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	37,223,856		$	36,425,965
Net realized gain		85,696,460			30,416,972
Net change in unrealized appreciation		59,784,094			113,534,991
Increase in net assets from operations		182,704,410			180,377,928
From Distributions to Shareholders
Net investment income
Class A		(2,796,845	)		(2,776,843	)
Class B		(41,855,943	)		(45,718,404	)
Net realized capital gains
Class A		(1,053,884	)		(277,684	)
Class B		(17,273,881	)		(4,946,143	)
Total distributions		(62,980,553	)		(53,719,074	)
Increase (decrease) in net assets from capital share transactions		(48,986,259	)		5,332,912
Total increase in net assets		70,737,598			131,991,766
Net Assets
Beginning of period		1,715,370,514			1,583,378,748
End of period	$	1,786,108,112		$	1,715,370,514
Undistributed Net Investment Income
End of period	$	50,366,350		$	44,421,842

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		1,772,088		$	22,163,090			1,526,616		$	17,878,512
Reinvestments		317,717			3,850,729			266,074			3,054,527
Redemptions		(1,815,178	)		(22,693,095	)		(1,311,723	)		(15,356,898	)
Net increase		274,627		$	3,320,724			480,967		$	5,576,141
Class B
Sales		8,148,498		$	101,089,311			10,785,396		$	124,647,869
Reinvestments		4,911,115			59,129,824			4,440,364			50,664,547
Redemptions		(17,141,715	)		(212,526,118	)		(15,056,933	)		(175,555,645	)
Net increase (decrease)		(4,082,102	)	$	(52,306,983	)		168,827		$	(243,229	)
Increase (decrease) derived from capital shares transactions				$	(48,986,259	)				$	5,332,912

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	12.14		$	11.25		$	11.36		$	10.54		$	8.91
Income (Loss) from Investment Operations
Net investment income (a)		0.29			0.28			0.29			0.28			0.41
Net realized and unrealized gain (loss) on investments		1.04			1.02			(0.14	)		0.94			1.63
Total from investment operations		1.33			1.30			0.15			1.22			2.04
Less Distributions
Distributions from net investment income		(0.35	)		(0.37	)		(0.26	)		(0.40	)		(0.34	)
Distributions from net realized capital gains		(0.13	)		(0.04	)		0.00			0.00			(0.07	)
Total distributions		(0.48	)		(0.41	)		(0.26	)		(0.40	)		(0.41	)
Net Asset Value, End of Period	$	12.99		$	12.14		$	11.25		$	11.36		$	10.54
Total Return (%) (b)		11.20			11.74			1.27			11.78			24.00
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%) (c)		0.08			0.08			0.08			0.10			0.10
Net ratio of expenses to average net assets (%) (c) (d)		0.08			0.08			0.08			0.10			0.10
Ratio of net investment income to average net assets (%) (e)		2.31			2.37			2.50			2.64			4.30
Portfolio turnover rate (%)		15			10			32			16			26
Net assets, end of period (in millions)	$	107.7		$	97.3		$	84.8		$	86.2		$	70.3
	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	12.05		$	11.17		$	11.28		$	10.47		$	8.85
Income (Loss) from Investment Operations
Net investment income (a)		0.26			0.25			0.24			0.25			0.38
Net realized and unrealized gain (loss) on investments		1.03			1.01			(0.11	)		0.94			1.62
Total from investment operations		1.29			1.26			0.13			1.19			2.00
Less Distributions
Distributions from net investment income		(0.32	)		(0.34	)		(0.24	)		(0.38	)		(0.31	)
Distributions from net realized capital gains		(0.13	)		(0.04	)		0.00			0.00			(0.07	)
Total distributions		(0.45	)		(0.38	)		(0.24	)		(0.38	)		(0.38	)
Net Asset Value, End of Period	$	12.89		$	12.05		$	11.17		$	11.28		$	10.47
Total Return (%) (b)		10.92			11.46			1.05			11.53			23.68
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%) (c)		0.33			0.33			0.33			0.35			0.35
Net ratio of expenses to average net assets (%) (c) (d)		0.33			0.33			0.33			0.35			0.35
Ratio of net investment income to average net assets (%) (e)		2.10			2.16			2.16			2.31			4.08
Portfolio turnover rate (%)		15			10			32			16			26
Net assets, end of period (in millions)	$	1,678.4		$	1,618.0		$	1,498.6		$	1,364.2		$	1,022.4

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) The ratio of operating expenses to average net assets does not include expenses of the Underlying Portfolios in which the Portfolio invests.

(d) Net ratio of expenses to average net assets includes the effect of the expense limitation agreement as detailed in Note 5 of the Notes to Financial Statements.

(e) Recognition of net investment income by the Asset Allocation Portfolio is affected by the timing of the declaration of dividends by the Underlying Portfolios in which it invests.

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is MetLife Conservative to Moderate Allocation Portfolio (the “Asset Allocation Portfolio”), which is diversified. The Asset Allocation Portfolio operates under a “fund of funds” structure, investing substantially all of its assets in other Portfolios advised by MetLife Advisers, LLC (“MetLife Advisers”), an affiliate of MetLife, Inc., or its affiliates (each, an “Underlying Portfolio,” and, collectively, the “Underlying Portfolios”).

Shares in the Asset Allocation Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Asset Allocation Portfolio has registered and offers two classes of shares: Class A and B shares. Shares of each Class of the Asset Allocation Portfolio represent an equal pro rata interest in the Asset Allocation Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Asset Allocation Portfolio, and certain Asset Allocation Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Asset Allocation Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Asset Allocation Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Investments in the Underlying Portfolios are valued at their closing daily net asset value on the valuation date. Investments in the Underlying Portfolios are categorized as Level 1 within the fair value hierarchy. For information about the use of fair value pricing by the Underlying Portfolios, please refer to the prospectuses of the Underlying Portfolios.

Investment Transactions and Related Investment Income - Asset Allocation Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Capital gains distributions received from the Underlying Portfolios are recorded as net realized gain in the Statement of Operations.

Income Taxes - It is the Asset Allocation Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Asset Allocation Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Asset Allocation Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Asset Allocation Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to distributions from Underlying Portfolios. These adjustments have no impact on net assets or the results of operations.

3. Certain Risks

Market Risk: In the normal course of business, the Underlying Portfolios invest in securities and enter into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Underlying Portfolios may decline in response to certain events, including those directly

MSF-10

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

involving the companies whose securities are owned by the Underlying Portfolios; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Underlying Portfolios may be exposed to counterparty risk, or the risk that an entity with which the Underlying Portfolios have unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Underlying Portfolios to credit and counterparty risk consist principally of cash due from counterparties and investments. The Underlying Portfolios manage counterparty risk by entering into agreements only with counterparties that they believe have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Underlying Portfolios’ investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of their trading partners, (ii) monitoring and/or limiting the amount of their net exposure to each individual counterparty based on the adviser’s assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Underlying Portfolios restrict their exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom the Underlying Portfolios undertake a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels.

Additional risks associated with each type of investment are described within the respective security type notes. The Asset Allocation Portfolio’s prospectus includes a discussion of the principal risks of investing in the Asset Allocation Portfolio and Underlying Portfolios in which it invests.

4. Investment Transactions

Aggregate cost of purchases and proceeds of sales of shares of the Underlying Portfolios by the Asset Allocation Portfolio, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	260,056,044	$	0	$	308,373,823

5. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Asset Allocation Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Asset Allocation Portfolio. For providing investment management services to the Asset Allocation Portfolio, MetLife Advisers receives monthly compensation at the following annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$1,257,589		0.100	%	Of the first $500 million
		0.075	%	Of the next $500 million
		0.050	%	On amounts in excess of $1 billion

In addition to the above management fee paid to MetLife Advisers, the Asset Allocation Portfolio indirectly pays MetLife Advisers an investment advisory fee through its investments in the Underlying Portfolios.

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

Expense Limitation Agreement - Pursuant to an expense agreement relating to each class of the Asset Allocation Portfolio, MetLife Advisers has contractually agreed, from April 29, 2013 to April 27, 2014, to waive a portion of its advisory fees or pay a portion of the other operating expenses (not including acquired fund fees and expenses, brokerage costs, interest, taxes, or extraordinary expenses) to the extent total operating expenses exceed stated annual expense limits (based on the Asset Allocation Portfolio’s then-current fiscal year). For the Asset Allocation Portfolio, this subsidy, and identical subsidies in effect in earlier periods, are subject to the obligation of each class of the Asset Allocation Portfolio to repay MetLife Advisers in future years, if any, when a class’ expenses fall below the stated expense limit pertaining to that class that was in effect at the time of the subsidy in question. Such deferred expenses may be charged to a class in a subsequent year to the extent that the charge does not cause the total expenses in such subsequent year to exceed the class’ stated expense limit that was in effect at the time of the subsidy in question; provided, however, that no class of

MSF-11

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the Asset Allocation Portfolio is obligated to repay any expense paid by MetLife Advisers more than five years after the end of the fiscal year in which such expense was incurred. The expense limits (annual rates as a percentage of each class of the Asset Allocation Portfolio’s net average daily net assets) in effect from April 29, 2013 to April 27, 2014 are 0.10% and 0.35% for Class A and B, respectively. As of December 31, 2013, there were no expenses deferred in prior periods subject to repayment.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Asset Allocation Portfolio’s Class A and B Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Asset Allocation Portfolio’s Class B shares. Under the Distribution and Services Plan, the Class B shares of the Asset Allocation Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Asset Allocation Portfolio shares for promoting or selling and servicing the Class B shares of the Asset Allocation Portfolio. The fees under the Distribution and Services Plan for each class of the Asset Allocation Portfolio’s shares are calculated as a percentage of the Asset Allocation Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B shares. Amount incurred by the Asset Allocation Portfolio for the year ended December 31, 2013 is shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an active employee of MetLife or its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Asset Allocation Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

6. Transactions in Securities of Underlying Portfolios

The Portfolio does not invest in the Underlying Portfolios for the purpose of exercising control; however, investments by the Portfolio within its principal investment strategies may represent a significant portion of the Underlying Portfolios net assets. Transactions in the Underlying Portfolios for the year ended December 31, 2013 were as follows:

Underlying Portfolio	Number of shares held at December 31, 2012		Shares purchased		Shares sold			Number of shares held at December 31, 2013
Baillie Gifford International Stock		3,748,738		75,546		(324,875	)		3,499,409
BlackRock Bond Income		1,777,846		131,558		(352,222	)		1,557,182
BlackRock Capital Appreciation		1,209,011		11,657		(230,368	)		990,300
BlackRock High Yield		1,937,239		144,207		(659,148	)		1,422,298
BlackRock Large Cap Value		3,514,436		258,874		(708,015	)		3,065,295
Clarion Global Real Estate		1,515,989		136,235		(83,824	)		1,568,400
ClearBridge Aggressive Growth		1,853,344		8,576		(481,896	)		1,380,024
Goldman Sachs Mid Cap Value		1,233,638		61,739		(256,215	)		1,039,162
Harris Oakmark International		3,477,710		89,361		(1,177,965	)		2,389,106
Invesco Comstock		4,750,258		65,031		(1,009,873	)		3,805,416
Invesco Small Cap Growth		2,218,940		155,341		(566,340	)		1,807,941
Jennison Growth		1,468,699		618,517		(324,739	)		1,762,477
JPMorgan Core Bond		—		11,023,551		(16,089	)		11,007,462
JPMorgan Small Cap Value		—		517,024		(55,106	)		461,918
Lord Abbett Bond Debenture		1,283,657		67,121		(420,640	)		930,138
Met/Artisan Mid Cap Value		87,415		946		(19,889	)		68,472
Met/Eaton Vance Floating Rate		3,197,980		208,629		(64,554	)		3,342,055
Met/Franklin Low Duration Total Return		6,742,749		312,386		(36,486	)		7,018,649
Met/Templeton International Bond		4,369,775		173,729		(23,163	)		4,520,341
MFS® Emerging Markets Equity		—		1,705,074		(17,837	)		1,687,237
MFS® Research International		3,360,325		78,216		(1,154,187	)		2,284,354
MFS® Value		4,977,566		392,851		(676,052	)		4,694,365
Neuberger Berman Genesis		1,304,687		11,339		(300,429	)		1,015,597
PIMCO Inflation Protected Bond		10,029,146		1,959,149		(48,813	)		11,939,482
PIMCO Total Return		23,905,775		1,823,547		(3,522,010	)		22,207,312

MSF-12

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Underlying Portfolio	Number of shares held at December 31, 2012		Shares purchased		Shares sold			Number of shares held at December 31, 2013
Pioneer Fund		2,360,711		826		(2,361,537	)		—
T. Rowe Price Large Cap Growth		1,947,638		330,060		(384,651	)		1,893,047
T. Rowe Price Large Cap Value		2,823,207		115,675		(362,880	)		2,576,002
T. Rowe Price Mid Cap Growth		1,818,960		108,977		(423,963	)		1,503,974
Third Avenue Small Cap		2,168,343		21,575		(874,627	)		1,315,291
Van Eck Global Natural Resources		1,343,212		38,839		(118,228	)		1,263,823
Western Asset Management Strategic Bond Opportunities		2,453,698		125,468		(462,574	)		2,116,592
Western Asset Management U.S. Government		12,389,309		752,609		(52,246	)		13,089,672
WMC Core Equity Opportunities (formerly Davis Venture Value)		1,556,243		50,444		(312,959	)		1,293,728

Underlying Portfolio	Net Realized Gain/(Loss) on sales of Underlying Portfolios			Capital Gain Distributions from Underlying Portfolios		Dividend Income from Underlying Portfolios		Ending Value as of December 31, 2013
Baillie Gifford International Stock	$	369,096		$	—	$	584,083	$	36,883,771
BlackRock Bond Income		2,027,331			3,982,118		6,533,118		167,132,330
BlackRock Capital Appreciation		893,131			—		311,590		37,482,857
BlackRock High Yield		1,191,363			334,991		853,201		12,615,781
BlackRock Large Cap Value		987,285			2,037,803		527,076		36,844,845
Clarion Global Real Estate		64,025			—		1,233,323		17,471,980
ClearBridge Aggressive Growth		1,121,411			—		81,154		18,561,317
Goldman Sachs Mid Cap Value		539,622			675,579		209,945		18,455,509
Harris Oakmark International		8,075,062			—		1,335,074		45,703,589
Invesco Comstock		2,575,690			—		755,286		55,482,962
Invesco Small Cap Growth		4,480,870			2,228,647		163,994		37,117,019
Jennison Growth		840,510			274,332		111,765		27,882,386
JPMorgan Core Bond		(5,166	)		453,075		566,344		111,945,889
JPMorgan Small Cap Value		122,233			—		61,409		9,206,019
Lord Abbett Bond Debenture		1,098,107			—		852,003		12,603,374
Met/Artisan Mid Cap Value		2,364,388			—		185,946		18,391,665
Met/Eaton Vance Floating Rate		33,779			160,725		1,420,808		35,526,047
Met/Franklin Low Duration Total Return		2,755			—		1,248,233		70,677,797
Met/Templeton International Bond		44,395			231,072		1,151,000		52,978,400
MFS® Emerging Markets Equity		(2,886	)		—		221,300		17,496,644
MFS® Research International		1,051,818			—		781,291		27,435,088
MFS® Value		4,890,377			2,477,756		1,459,231		83,324,985
Neuberger Berman Genesis		1,608,502			—		153,364		18,422,927
PIMCO Inflation Protected Bond		1,313			6,501,798		2,732,195		118,797,846
PIMCO Total Return		1,891,441			5,130,017		11,686,220		263,600,798
Pioneer Fund		7,401,956			—		10,956		—
T. Rowe Price Large Cap Growth		4,014,586			—		134,339		46,398,571
T. Rowe Price Large Cap Value		2,098,455			—		1,358,974		82,818,477
T. Rowe Price Mid Cap Growth		2,086,077			968,741		78,405		18,483,841
Third Avenue Small Cap		1,471,093			—		341,862		27,673,729
Van Eck Global Natural Resources		434,249			—		155,066		17,958,924
Western Asset Management Strategic Bond Opportunities		878,262			—		1,415,146		28,468,168
Western Asset Management U.S. Government		(26,439	)		—		3,296,656		157,206,956
WMC Core Equity Opportunities (formerly Davis Venture Value)		4,669,994			945,121		791,334		55,591,504
	$	59,294,685		$	26,401,775	$	42,801,691	$	1,786,641,995

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

MSF-13

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

8. Income Tax Information

The tax character of distributions paid for the years ended December 31, 2013 and 2012 were as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$44,793,771	$	48,495,247	$	18,186,782	$	5,223,827	$	62,980,553	$	53,719,074

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Total
$52,131,749	$	62,455,615	$	199,679,736	$	—	$	314,267,100

The Asset Allocation Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, the Asset Allocation Portfolio had no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

9. Subsequent Events

At a meeting held on November 20, 2013, the Board, subject to shareholder approval, approved an Agreement and Plan of Reorganization providing for the acquisition of all the assets and assumption of all liabilities of MetLife Defensive Strategy Portfolio (“Defensive Strategy Portfolio”) and MetLife Moderate Strategy Portfolio (“Moderate Strategy Portfolio”), both a series of Met Investors Series Trust, by the Portfolio in exchange for shares of the Portfolio. On February 21, 2014, the shareholders of Defensive Strategy Portfolio and shareholders of Moderate Strategy Portfolio approved the proposed Agreement and Plan of Reorganization. It is anticipated that the reorganization will close on or about April 28, 2014 and the Portfolio would be renamed MetLife Asset Allocation 40 Portfolio.

MSF-14

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of MetLife Conservative to Moderate Allocation Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of MetLife Conservative to Moderate Allocation Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the transfer agent. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of MetLife Conservative to Moderate Allocation Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 27, 2014

MSF-15

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

MSF-16

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-17

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Board of Trustees’ Consideration of Advisory Agreement

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the MetLife Conservative to Moderate Allocation Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹ As the Adviser has the day-to-day responsibility for managing the MetLife Conservative to Moderate Allocation Portfolio’s investments, the Board only approved an Advisory Agreement with respect to the MetLife Conservative to Moderate Allocation Portfolio.

In considering the Agreement, the Board reviewed a variety of materials provided by the Adviser relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser under the Agreement. The Board also took into account its experience with the Adviser and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser, including quarterly performance reports prepared by management containing reviews of investment results. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolio by the Adviser; (2) the performance of the Portfolio as compared to a peer group and an appropriate index; (3) the Adviser’s personnel and operations; (4) the financial condition of the Adviser; (5) the level and method of computing each Portfolio’s advisory fees; (6) the profitability of the Adviser under the Advisory Agreement; (7) any “fall-out” benefits to the Adviser and its affiliates (i.e., ancillary benefits realized by the Adviser or its affiliates from the Adviser’s relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; and (9) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser has provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act.

The Board considered the provision of investment advisory services by the Adviser to the Asset Allocation Portfolios (i.e., MetLife Aggressive Strategy Portfolio, MetLife Balanced Strategy Portfolio, MetLife Conservative Allocation Portfolio, MetLife Conservative to Moderate Allocation Portfolio, MetLife Defensive Strategy Portfolio, MetLife Growth Strategy Portfolio, MetLife Moderate Allocation Portfolio, MetLife Moderate to Aggressive Allocation Portfolio and MetLife Moderate Strategy Portfolio), the American Funds of Funds (i.e., American Funds Balanced Allocation Portfolio, American Funds Growth Allocation Portfolio and American Funds Moderate Allocation Portfolio), the MetLife Balanced Plus Portfolio and the MetLife Multi-Index Targeted Risk Portfolio. With respect to the Asset Allocation Portfolios, the Board noted that the Adviser has hired, at its own cost, an independent consultant to provide research and consulting services with respect to the periodic asset allocation targets for each of the Asset Allocation Portfolios and to investments in other Portfolios of the Trusts (the “Underlying Portfolios”), which may assist the Adviser with the selection of

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-18

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Board of Trustees’ Consideration of Advisory Agreement—(Continued)

Underlying Portfolios for inclusion in each Asset Allocation Portfolio. Additionally, the Board considered that an Investment Committee, consisting of investment professionals from across MetLife, meets at least quarterly to review the asset allocations and discuss the performance of the Asset Allocation Portfolios and the American Funds of Funds.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the MetLife Conservative to Moderate Allocation Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio outperformed the Conservative to Moderate AA Broad Index for the one-, three- and five-year periods ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses.

With respect to the MetLife Conservative to Moderate Allocation Portfolio, the Board considered that the Portfolio’s actual management fees and total expenses (exclusive of 12b-l fees) were below the Expense Group median and the Expense Universe median. The Board noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size.

The Board further noted the proposed acquisition by the MetLife Conservative to Moderate Allocation Portfolio of both the MetLife Defensive Strategy Portfolio and the MetLife Moderate Strategy Portfolio on or about April 28, 2014, pending approval by each of the acquired Portfolio’s contractholders. The Board considered that the Portfolio may benefit from the proposed acquisition because, following the acquisition, the Portfolio’s total annual operating expenses are expected to be lower than the total operating expenses of the Portfolio prior to the acquisitions.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. With respect to the Asset Allocation Portfolios, the Board noted that the advisory fee is in addition to the fees received by the Adviser and its affiliates with regard to the Underlying Portfolios in which the Asset Allocation Portfolios may invest. In considering the profitability to the Adviser from the Asset

MSF-19

Metropolitan Series Fund

MetLife Conservative to Moderate Allocation Portfolio

Board of Trustees’ Consideration of Advisory Agreement—(Continued)

Allocation Portfolios, the Board took into consideration the profitability to the Adviser of the funds underlying the Asset Allocation Portfolios. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the MetLife Conservative to Moderate Allocation Portfolio, the Board took into account that the Portfolio’s advisory fee contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-20

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Managed by MetLife Advisers, LLC

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A and B shares of the MetLife Moderate Allocation Portfolio returned 18.29% and 17.98%, respectively. The Portfolio’s benchmark, the Dow Jones Moderate Index¹, returned 14.46%.

MARKET ENVIRONMENT / CONDITIONS

Global economic expansion was in low gear through much of 2013, becoming more bifurcated in the second half of the year. Developed economies continued to strengthen whereas emerging markets faced the dual challenges of slowing growth and tighter global financial conditions. In the U.S., equity markets rallied in the first quarter but experienced a sharp decline in May and June when the Federal Reserve (the “Fed”) hinted at the possibility of reducing its unprecedented bond-buying program. This announcement subsequently sent global markets into a plunge. Domestically, Treasury yields rose while credit spreads widened. The dollar rallied and Treasury Inflation Protected Securities (“TIPS”) posted a substantial loss on reduced inflation expectations. Emerging markets sold off while their currencies tumbled against the U.S. dollar. Volatility spiked in bond and currency markets. The Fed’s accommodative language and policy stance boosted risk appetite in the third quarter and sent investors back into risk assets. Equity performance was strong both domestically and outside of the U.S. Credit spreads tightened, resulting in solid excess returns in both investment grade and high yield bond sectors. Volatility came down significantly in both equity and rate markets following the late September Federal Open Market Committee decision not to pare back the Fed’s asset-purchasing program. Economic reports that came out in the fourth quarter indicated robust domestic growth which in turn boosted investor confidence and made the looming taper even more likely. In December, reduced fiscal drag, falling unemployment and stronger economic growth prompted the Fed to announce a $10 billion reduction in the level of its asset-buying program starting in January 2014, causing stock markets to rally sharply on the news.

The vast majority of global equity markets concluded the year in record territories, supported by accommodative monetary policies around the world. The U.S. equity market outperformed the rest of the world with the S&P 500 Index up 32.4%, trailed by Japan (27.2%), Europe (25.2%), and Asia-Pacific ex-Japan (5.5%), as reported by MSCI. Within U.S. equity markets, smaller cap names generally delivered a better performance than their large cap counterparts. Growth stocks modestly outpaced value stocks over the trailing one year period, most prominently in the small cap space. In terms of sectors, Consumer Discretionary, Health Care, and Industrials proved to be the best performing sectors, while Telecom and Utility stocks trailed. Emerging market equities, however, produced a moderately negative return in 2013 after an impressive 2012. Growing signs of strength in the U.S. economy raised speculation that the Fed would start reducing its stimulus sooner than anticipated. Disappointing economic data across the developing world also reduced investors’ risk appetite as the year progressed.

Within fixed income, interest rate risk drove the majority of domestic bond sectors into negative territory, especially in longer dated securities as the yield curve steepened. High Yield Credit was the only bright spot with a positive 7.4% return for the year. Investors’ demand for additional yield provided steady support for high yield issues throughout 2013, and resulted in meaningful spread narrowing. Internationally, peripheral European debt enjoyed double digit returns for U.S. investors stemming from the combination of positive local returns and the euro strengthening against the dollar. On the other extreme, the Barclays Global Japan Index fell 16.0%, driven entirely by a large currency depreciation induced by Japan’s Prime Minister Shinzo Abe. With Japan being the largest component of the Barclays Global Aggregate ex-U.S. Index, the Index as a whole was down 3.1% for the year. Similar to the equity side, emerging market debt struggled and produced a negative return in 2013, due largely to weak emerging market currencies vis-à-vis the dollar.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The MetLife Moderate Allocation Portfolio invested in underlying portfolios of the Met Investors Series Trust and the Metropolitan Series Fund to maintain a broad asset allocation of approximately 60% to equities and 40% to fixed income. The Portfolio delivered a strong double digit return during the twelve month period. Relative to the Dow Jones Moderate Index, the Portfolio outperformed due to a combination of asset class exposures and favorable security selection in the underlying portfolios. From an asset class exposure perspective, a moderate overweight to high yield bonds due to the opportunistic positioning of the core bond managers along with a slight overweight to equity compared to the benchmark contributed positively to relative performance.

Domestic equity was the big winner in 2013. Not only did our U.S. equity portfolios generate the best absolute return relative to international equity and fixed income underlying portfolios, they also produced the best asset class specific excess return derived from solid stock selection. Outperformance was most pronounced in the large cap space across value and growth spectrum. The ClearBridge Aggressive Growth Portfolio was the leading contributor in the domestic equity space. Both stock selection and sector allocation made positive contributions to the portfolio’s relative performance. In particular, stock selection in the Health Care and Information Technology (“IT”) sectors were most effective. Additionally, an overweight in the Health Care sector and underweights in the IT, Consumer Staples, Telecom, Financials, and Materials sectors also aided results for the period. Other domestic equity portfolios that provided a strong contribution on the positive side included MFS Value Portfolio, Invesco Comstock Portfolio, and T. Rowe Price Large Cap Growth Portfolio. The MFS Value Portfolio’s sector positioning, namely an underweight in the bottom performing Utilities sector combined with an overweight in the better performing Industrials sector, benefited the portfolio. Additionally, its stock selection within the Financials sector was effective across a large number of names. Both the Invesco Comstock Portfolio’s and T. Rowe Price Large Cap Growth

MSF-1

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Managed by MetLife Advisers, LLC

Portfolio Manager Commentary*—(Continued)

Portfolio’s strong performance was driven by favorable stock selection. In contrast, several mid cap and small cap equity portfolios detracted from relative performance, however, to a lesser degree.

The results from the underlying international equity portfolios were mixed. The two portfolios that provide exposure to emerging markets and real estate investment trusts (“REITs”) generally have lower correlations with the rest of the equity market and therefore add diversification benefits to the Portfolio. Unfortunately, these two asset classes had a difficult year in 2013. As a result, MFS Emerging Markets Equity Portfolio and Clarion Global Real Estate Portfolio significantly hindered the overall performance. On a relative basis, while the Harris Oakmark International Portfolio produced the largest positive contribution among all equity portfolios, that positive effect was more than offset by the underperformance generated from several other international portfolios, especially the Clarion Global Real Estate Portfolio.

The fixed income portion of the Portfolio produced a slightly positive impact on relative performance. Not surprisingly, the PIMCO Inflation Protected Bond Portfolio was the largest performance detractor given that TIPS was the worst performing fixed income segment during the year. That negative contribution was more than offset by positive contributions from several other underlying bond portfolios, including the Met/Templeton International Bond Portfolio and the Western Asset Management U.S. Government Portfolio. While the PIMCO Inflation Protected Bond Portfolio was largely an asset class story, the portfolios on the positive side were a successful security selection story in the sense that they generated a positive excess return relative to their respective asset class indices. The Met/Templeton International Bond Portfolio generated a large outperformance against its benchmark, driven primarily by the portfolio’s currency positioning. More specifically, a sizable underweight in Japanese yen proved to be the right decision as the yen tumbled against the dollar. The Western Asset Management U.S. Government Portfolio performed particularly well in the Mortgage-Backed Securities sector, an area in which it has been consistently adding value.

Investment Committee

MetLife Advisers, LLC

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the advisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

A $10,000 INVESTMENT COMPARED TO THE DOW JONES MODERATE INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		Since Inception2
MetLife Moderate Allocation Portfolio
Class A		18.29		13.81		6.61
Class B		17.98		13.54		6.35
Dow Jones Moderate Index		14.46		12.49		7.04

¹ The Dow Jones Moderate Index is a total returns index designed to provide asset allocation strategists with a target risk benchmark. Each month, the Index adjusts its weighting of stocks, bonds, and cash indices (both domestic and foreign) from Barclays and Dow Jones such that the risk combination will have 60% of the risk of an all equity portfolio.

² Inception date of the Class A and Class B shares is 5/2/05. Index since inception return is based on the Portfolio’s inception date.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
PIMCO Total Return Portfolio (Class A)		8.5
BlackRock Bond Income Portfolio (Class A)		6.1
MFS Value Portfolio (Class A)		5.3
WMC Core Equity Opportunities Portfolio (formerly Davis Venture Value Portfolio) (Class A)		5.2
Western Asset Management U.S. Government Portfolio (Class A)		4.7
Invesco Comstock Portfolio (Class A)		4.4
T. Rowe Price Large Cap Value Portfolio (Class A)		4.4
JPMorgan Core Bond Portfolio (Class A)		4.2
BlackRock Large Cap Value Portfolio (Class A)		4.2
Jennison Growth Portfolio (Class A)		3.9

MSF-3

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

MetLife Moderate Allocation Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.67	%	$	1,000.00	$	1,113.50	$	3.57
	Hypothetical*		0.67	%	$	1,000.00	$	1,021.83	$	3.41
Class B(a)	Actual		0.92	%	$	1,000.00	$	1,113.00	$	4.90
	Hypothetical*		0.92	%	$	1,000.00	$	1,020.57	$	4.69

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio reflects the expenses of both the Portfolio and the Underlying Portfolios in which it invests.

MSF-4

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Schedule of Investments as of December 31, 2013

Mutual Funds—100.0% of Net Assets

Security Description	Shares		Value
Affiliated Investment Companies—100.0%
Baillie Gifford International Stock Portfolio (Class A) (a)		16,757,595	$	176,625,049
BlackRock Bond Income Portfolio (Class A) (a)		3,281,051		352,155,204
BlackRock Capital Appreciation Portfolio (Class A) (a)		3,995,975		151,247,656
BlackRock High Yield Portfolio (Class A) (b)		3,831,483		33,985,251
BlackRock Large Cap Value Portfolio (Class A) (a)		19,948,238		239,777,820
Clarion Global Real Estate Portfolio (Class A) (b)		9,567,506		106,582,015
ClearBridge Aggressive Growth Portfolio (Class A) (b)		11,521,236		154,960,620
Goldman Sachs Mid Cap Value Portfolio (Class A) (b)		3,368,370		59,822,247
Harris Oakmark International Portfolio (Class A) (b)		9,251,039		176,972,368
Invesco Comstock Portfolio (Class A) (b)		17,359,089		253,095,515
Invesco Small Cap Growth Portfolio (Class A) (b)		7,437,714		152,696,268
Jennison Growth Portfolio (Class A) (a)		14,108,871		223,202,335
JPMorgan Core Bond Portfolio (Class A) (b)		23,892,401		242,985,721
JPMorgan Small Cap Value Portfolio (Class A) (b)		2,998,775		59,765,584
Loomis Sayles Small Cap Growth Portfolio (Class A) (a) (c)		3,632,397		60,116,167
Lord Abbett Bond Debenture Portfolio (Class A) (b)		2,924,363		39,625,121
Met/Artisan Mid Cap Value Portfolio (Class A) (a)		222,153		59,670,283
Met/Dimensional International Small Company Portfolio (Class A) (a)		3,557,396		59,870,966
Met/Eaton Vance Floating Rate Portfolio (Class A) (b)		10,367,598		110,207,567
Met/Franklin Low Duration Total Return Portfolio (Class A) (b)		16,341,675		164,560,671
Met/Templeton International Bond Portfolio (Class A) (b)		14,024,109		164,362,559
MFS Emerging Markets Equity Portfolio (Class A) (b)		9,200,408		95,408,227
MFS Research International Portfolio (Class A) (b)		11,054,527		132,764,871
MFS Value Portfolio (Class A) (a)		17,028,061		302,248,089
Neuberger Berman Genesis Portfolio (Class A) (a)		5,028,181		91,211,201
Affiliated Investment Companies—(Continued)
PIMCO Inflation Protected Bond Portfolio (Class A) (b)		16,046,401		159,661,694
PIMCO Total Return Portfolio (Class A) (b)		41,095,101		487,798,851
T. Rowe Price Large Cap Growth Portfolio (Class A) (a)		9,094,824		222,914,146
T. Rowe Price Large Cap Value Portfolio (Class A) (b)		7,839,091		252,026,792
T. Rowe Price Mid Cap Growth Portfolio (Class A) (b)		4,918,420		60,447,383
T. Rowe Price Small Cap Growth Portfolio (Class A) (a)		1,283,538		30,509,694
Third Avenue Small Cap Value Portfolio (Class A) (b)		7,180,783		151,083,685
Van Eck Global Natural Resources Portfolio (Class A) (a)		8,009,776		113,818,920
Western Asset Management Strategic Bond Opportunities Portfolio (Class A) (a)		2,833,312		38,108,047
Western Asset Management U.S. Government Portfolio (Class A) (a)		22,624,854		271,724,494
WMC Core Equity Opportunities Portfolio (formerly Davis Venture Value Portfolio) (Class A) (a)		7,023,969		301,819,938
Total Mutual Funds (Cost $4,788,509,272)				5,753,833,019
Total Investments—100.0% (Cost $4,788,509,272) (d)				5,753,833,019
Other assets and liabilities (net)—0.0%				(1,485,915	)
Net Assets—100.0%			$	5,752,347,104

(a) A Portfolio of Metropolitan Series Fund. (See Note 6 of the Notes to Financial Statements for a summary of transactions in the securities of affiliated issuers.)

(b) A Portfolio of Met Investors Series Trust. (See Note 6 of the Notes to Financial Statements for a summary of transactions in the securities of affiliated issuers.)

(c) Non-income producing security.

(d) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $4,834,849,547. The aggregate unrealized appreciation and depreciation of investments were $956,275,173 and $(37,291,701), respectively, resulting in net unrealized appreciation of $918,983,472 for federal income tax purposes.

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2		Level 3		Total
Mutual Funds
Affiliated Investment Companies	$	5,753,833,019	$	—	$	—	$	5,753,833,019
Total Investments	$	5,753,833,019	$	—	$	—	$	5,753,833,019

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Affiliated investments at value (a)	$	5,753,833,019
Receivable for:
Investments sold		1,251,510
Fund shares sold		994,117
Total Assets		5,756,078,646
Liabilities
Payables for:
Fund shares redeemed		2,245,628
Accrued expenses:
Management fees		272,885
Distribution and service fees		1,135,665
Deferred trustees’ fees		48,554
Other expenses		28,810
Total Liabilities		3,731,542
Net Assets	$	5,752,347,104
Net assets consist of:
Paid in surplus	$	4,494,471,902
Undistributed net investment income		118,231,029
Accumulated net realized gain		174,320,426
Unrealized appreciation on affiliated investments		965,323,747
Net Assets	$	5,752,347,104
Net Assets
Class A	$	331,583,184
Class B		5,420,763,920
Capital Shares Outstanding*
Class A		24,130,430
Class B		396,048,435
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	13.74
Class B		13.69

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of affiliated investments was $4,788,509,272.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends from Affiliated Underlying Portfolios	$	109,444,329
Total investment income		109,444,329
Expenses
Management fees		3,083,139
Administration fees		11,548
Custodian and accounting fees		25,120
Distribution and service fees—Class B		12,775,297
Audit and tax services		27,722
Legal		36,954
Trustees’ fees and expenses		35,359
Miscellaneous		14,088
Total expenses		16,009,227
Net Investment Income		93,435,102
Net Realized and Unrealized Gain
Net realized gain on:
Affiliated investments		186,853,514
Capital gain distributions from Affiliated Underlying Portfolios		71,793,579
Net realized gain		258,647,093
Net change in unrealized appreciation on affiliated investments		542,145,252
Net realized and unrealized gain		800,792,345
Net Increase in Net Assets From Operations	$	894,227,447

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	93,435,102		$	90,622,912
Net realized gain		258,647,093			118,023,043
Net change in unrealized appreciation		542,145,252			403,300,249
Increase in net assets from operations		894,227,447			611,946,204
From Distributions to Shareholders
Net investment income
Class A		(6,579,578	)		(6,514,397	)
Class B		(98,876,180	)		(108,951,696	)
Net realized capital gains
Class A		(2,396,846	)		0
Class B		(40,341,482	)		0
Total distributions		(148,194,086	)		(115,466,093	)
Decrease in net assets from capital share transactions		(68,950,282	)		(121,583,518	)
Total increase in net assets		677,083,079			374,896,593
Net Assets
Beginning of period		5,075,264,025			4,700,367,432
End of period	$	5,752,347,104		$	5,075,264,025
Undistributed Net Investment Income
End of period	$	118,231,029		$	105,057,367

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		3,759,163		$	47,811,309			3,124,210		$	35,869,291
Reinvestments		738,193			8,976,424			574,461			6,514,397
Redemptions		(3,300,963	)		(42,156,876	)		(2,836,871	)		(32,497,132	)
Net increase		1,196,393		$	14,630,857			861,800		$	9,886,556
Class B
Sales		14,696,439		$	187,617,520			13,308,058		$	151,996,374
Reinvestments		11,477,136			139,217,662			9,633,218			108,951,696
Redemptions		(32,218,569	)		(410,416,321	)		(34,347,352	)		(392,418,144	)
Net decrease		(6,044,994	)	$	(83,581,139	)		(11,406,076	)	$	(131,470,074	)
Decrease derived from capital shares transactions				$	(68,950,282	)				$	(121,583,518	)

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	11.98		$	10.83		$	11.14		$	10.09		$	8.40
Income (Loss) from Investment Operations
Net investment income (a)		0.25			0.23			0.22			0.20			0.30
Net realized and unrealized gain (loss) on investments		1.89			1.21			(0.34	)		1.14			1.83
Total from investment operations		2.14			1.44			(0.12	)		1.34			2.13
Less Distributions
Distributions from net investment income		(0.28	)		(0.29	)		(0.19	)		(0.29	)		(0.30	)
Distributions from net realized capital gains		(0.10	)		0.00			0.00			0.00			(0.14	)
Total distributions		(0.38	)		(0.29	)		(0.19	)		(0.29	)		(0.44	)
Net Asset Value, End of Period	$	13.74		$	11.98		$	10.83		$	11.14		$	10.09
Total Return (%) (b)		18.29			13.47			(1.14	)		13.47			26.84
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%) (c)		0.06			0.06			0.06			0.06			0.07
Net ratio of expenses to average net assets (%) (c) (d)		0.06			0.06			0.06			0.06			0.07
Ratio of net investment income to average net assets (%) (e)		1.95			2.03			1.99			1.95			3.44
Portfolio turnover rate (%)		15			11			41			14			32
Net assets, end of period (in millions)	$	331.6		$	274.8		$	239.0		$	233.4		$	188.8
	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	11.94		$	10.79		$	11.10		$	10.06		$	8.37
Income (Loss) from Investment Operations
Net investment income (a)		0.22			0.21			0.19			0.17			0.27
Net realized and unrealized gain (loss) on investments		1.88			1.20			(0.33	)		1.14			1.83
Total from investment operations		2.10			1.41			(0.14	)		1.31			2.10
Less Distributions
Distributions from net investment income		(0.25	)		(0.26	)		(0.17	)		(0.27	)		(0.27	)
Distributions from net realized capital gains		(0.10	)		0.00			0.00			0.00			(0.14	)
Total distributions		(0.35	)		(0.26	)		(0.17	)		(0.27	)		(0.41	)
Net Asset Value, End of Period	$	13.69		$	11.94		$	10.79		$	11.10		$	10.06
Total Return (%) (b)		17.98			13.24			(1.37	)		13.17			26.53
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%) (c)		0.31			0.31			0.31			0.31			0.32
Net ratio of expenses to average net assets (%) (c) (d)		0.31			0.31			0.31			0.31			0.32
Ratio of net investment income to average net assets (%) (e)		1.71			1.81			1.74			1.64			3.11
Portfolio turnover rate (%)		15			11			41			14			32
Net assets, end of period (in millions)	$	5,420.8		$	4,800.4		$	4,461.4		$	4,219.7		$	3,030.5

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) The ratio of operating expenses to average net assets does not include expenses of the Underlying Portfolios in which the Portfolio invests.

(d) Net ratio of expenses to average net assets includes the effect of the expense limitation agreement as detailed in Note 5 of the Notes to Financial Statements.

(e) Recognition of net investment income by the Asset Allocation Portfolio is affected by the timing of the declaration of dividends by the Underlying Portfolios in which it invests.

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is MetLife Moderate Allocation Portfolio (the “Asset Allocation Portfolio”), which is diversified. The Asset Allocation Portfolio operates under a “fund of funds” structure, investing substantially all of its assets in other Portfolios advised by MetLife Advisers, LLC (“MetLife Advisers”), an affiliate of MetLife, Inc., or its affiliates (each, an “Underlying Portfolio,” and, collectively, the “Underlying Portfolios”).

Shares in the Asset Allocation Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Asset Allocation Portfolio has registered and offers two classes of shares: Class A and B shares. Shares of each Class of the Asset Allocation Portfolio represent an equal pro rata interest in the Asset Allocation Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Asset Allocation Portfolio, and certain Asset Allocation Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Asset Allocation Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Asset Allocation Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Investments in the Underlying Portfolios are valued at their closing daily net asset value on the valuation date. Investments in the Underlying Portfolios are categorized as Level 1 within the fair value hierarchy. For information about the use of fair value pricing by the Underlying Portfolios, please refer to the prospectuses of the Underlying Portfolios.

Investment Transactions and Related Investment Income - Asset Allocation Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Capital gains distributions received from the Underlying Portfolios are recorded as net realized gain in the Statement of Operations.

Income Taxes - It is the Asset Allocation Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Asset Allocation Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Asset Allocation Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Asset Allocation Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to distributions from Underlying Portfolios. These adjustments have no impact on net assets or the results of operations.

3. Certain Risks

Market Risk: In the normal course of business, the Underlying Portfolios invest in securities and enter into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Underlying Portfolios may decline in response to certain events, including those directly

MSF-10

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

involving the companies whose securities are owned by the Underlying Portfolios; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Underlying Portfolios may be exposed to counterparty risk, or the risk that an entity with which the Underlying Portfolios have unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Underlying Portfolios to credit and counterparty risk consist principally of cash due from counterparties and investments. The Underlying Portfolios manage counterparty risk by entering into agreements only with counterparties that they believe have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Underlying Portfolios’ investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of their trading partners, (ii) monitoring and/or limiting the amount of their net exposure to each individual counterparty based on the adviser’s assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Underlying Portfolios restrict their exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom the Underlying Portfolios undertake a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels.

Additional risks associated with each type of investment are described within the respective security type notes. The Asset Allocation Portfolio’s prospectus includes a discussion of the principal risks of investing in the Asset Allocation Portfolio and Underlying Portfolios in which it invests.

4. Investment Transactions

Aggregate cost of purchases and proceeds of sales of shares of the Underlying Portfolios by the Asset Allocation Portfolio, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	814,582,346	$	0	$	866,333,487

5. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Asset Allocation Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Asset Allocation Portfolio. For providing investment management services to the Asset Allocation Portfolio, MetLife Advisers receives monthly compensation at the following annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$3,083,139		0.100	%	Of the first $500 million
		0.075	%	Of the next $500 million
		0.050	%	On amounts in excess of $1 billion

In addition to the above management fee paid to MetLife Advisers, the Asset Allocation Portfolio indirectly pays MetLife Advisers an investment advisory fee through its investments in the Underlying Portfolios.

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

Expense Limitation Agreement - Pursuant to an expense agreement relating to each class of the Asset Allocation Portfolio, MetLife Advisers has contractually agreed, from April 29, 2013 to April 27, 2014, to waive a portion of its advisory fees or pay a portion of the other operating expenses (not including acquired fund fees and expenses, brokerage costs, interest, taxes, or extraordinary expenses) to the extent total operating expenses exceed stated annual expense limits (based on the Asset Allocation Portfolio’s then-current fiscal year). For the Asset Allocation Portfolio, this subsidy, and identical subsidies in effect in earlier periods, are subject to the obligation of each class of the Asset Allocation Portfolio to repay MetLife Advisers in future years, if any, when a class’ expenses fall below the stated expense limit pertaining to that class that was in effect at the time of the subsidy in question. Such deferred expenses may be charged to a class in a subsequent year to the extent that the charge does not cause the total expenses in such subsequent year to exceed the class’ stated expense limit that was in effect at the time of the subsidy in question; provided, however, that no class of

MSF-11

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the Asset Allocation Portfolio is obligated to repay any expense paid by MetLife Advisers more than five years after the end of the fiscal year in which such expense was incurred. The expense limits (annual rates as a percentage of each class of the Asset Allocation Portfolio’s net average daily net assets) in effect from April 29, 2013 to April 27, 2014 are 0.10% and 0.35% for Class A and B, respectively. As of December 31, 2013, there were no expenses deferred in prior periods subject to repayment.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Asset Allocation Portfolio’s Class A and B Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Asset Allocation Portfolio’s Class B shares. Under the Distribution and Services Plan, the Class B shares of the Asset Allocation Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Asset Allocation Portfolio shares for promoting or selling and servicing the Class B shares of the Asset Allocation Portfolio. The fees under the Distribution and Services Plan for each class of the Asset Allocation Portfolio’s shares are calculated as a percentage of the Asset Allocation Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B shares. Amount incurred by the Asset Allocation Portfolio for the year ended December 31, 2013 is shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an active employee of MetLife or its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Asset Allocation Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

6. Transactions in Securities of Underlying Portfolios

The Portfolio does not invest in the Underlying Portfolios for the purpose of exercising control; however, investments by the Portfolio within its principal investment strategies may represent a significant portion of the Underlying Portfolios net assets. Transactions in the Underlying Portfolios for the year ended December 31, 2013 were as follows:

Underlying Portfolio	Number of shares held at December 31, 2012		Shares purchased		Shares sold			Number of shares held at December 31, 2013
Baillie Gifford International Stock		16,618,294		317,314		(178,013	)		16,757,595
BlackRock Bond Income		3,496,586		444,702		(660,237	)		3,281,051
BlackRock Capital Appreciation		3,560,218		656,682		(220,925	)		3,995,975
BlackRock High Yield		5,712,500		396,866		(2,277,883	)		3,831,483
BlackRock Large Cap Value		20,712,416		1,534,189		(2,298,367	)		19,948,238
Clarion Global Real Estate		8,934,584		889,790		(256,868	)		9,567,506
ClearBridge Aggressive Growth		10,912,136		2,412,197		(1,803,097	)		11,521,236
ClearBridge Aggressive Growth II (formerly Janus Forty)		1,302,096		344,079		(1,646,175	)		—
Goldman Sachs Mid Cap Value		3,648,557		181,282		(461,469	)		3,368,370
Harris Oakmark International		10,237,841		296,290		(1,283,092	)		9,251,039
Invesco Comstock		18,770,093		254,163		(1,665,167	)		17,359,089
Invesco Small Cap Growth		9,846,142		576,686		(2,985,114	)		7,437,714
Jennison Growth		12,942,274		2,148,088		(981,491	)		14,108,871
JPMorgan Core Bond		—		23,892,401		—			23,892,401
JPMorgan Small Cap Value		—		3,081,313		(82,538	)		2,998,775
Loomis Sayles Small Cap Growth		4,543,325		—		(910,928	)		3,632,397
Lord Abbett Bond Debenture		3,794,653		217,404		(1,087,694	)		2,924,363
Met/Artisan Mid Cap Value		257,563		2,531		(37,941	)		222,153
Met/Dimensional International Small Company		3,708,215		193,238		(344,057	)		3,557,396
Met/Eaton Vance Floating Rate		9,440,512		950,053		(22,967	)		10,367,598
Met/Franklin Low Duration Total Return		14,878,966		1,496,907		(34,198	)		16,341,675
Met/Templeton International Bond		12,891,592		1,162,546		(30,029	)		14,024,109
MFS Emerging Markets Equity		4,669,149		4,545,782		(14,523	)		9,200,408
MFS Research International		14,884,215		336,962		(4,166,650	)		11,054,527
MFS Value		18,431,074		981,727		(2,384,740	)		17,028,061

MSF-12

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Underlying Portfolio	Number of shares held at December 31, 2012		Shares purchased		Shares sold			Number of shares held at December 31, 2013
Neuberger Berman Genesis		7,720,802		49,158		(2,741,779	)		5,028,181
PIMCO Inflation Protected Bond		12,674,671		3,401,106		(29,376	)		16,046,401
PIMCO Total Return		43,144,204		3,614,465		(5,663,568	)		41,095,101
Pioneer Fund		3,500,927		1,152		(3,502,079	)		—
T. Rowe Price Large Cap Growth		8,549,302		1,263,767		(718,245	)		9,094,824
T. Rowe Price Large Cap Value		8,363,548		149,903		(674,360	)		7,839,091
T. Rowe Price Mid Cap Growth		5,369,143		322,310		(773,033	)		4,918,420
T. Rowe Price Small Cap Growth		—		1,387,938		(104,400	)		1,283,538
Third Avenue Small Cap Value		9,615,593		102,603		(2,537,413	)		7,180,783
Van Eck Global Natural Resources		7,771,341		275,522		(37,087	)		8,009,776
Western Asset Management Strategic Bond Opportunities		3,625,244		225,679		(1,017,611	)		2,833,312
Western Asset Management U.S. Government		20,184,552		2,486,968		(46,666	)		22,624,854
WMC Core Equity Opportunities (formerly Davis Venture Value)		7,687,496		247,325		(910,852	)		7,023,969
Underlying Portfolio	Net Realized Gain/(Loss) on sales of Underlying Portfolios		Capital Gain Distributions from Underlying Portfolios		Dividend Income from Underlying Portfolios			Ending Value as of December 31, 2013
Baillie Gifford International Stock	$	112,645	$	—	$	2,600,919		$	176,625,049
BlackRock Bond Income		8,286,667		7,808,328		12,810,449			352,155,204
BlackRock Capital Appreciation		848,424		—		925,481			151,247,656
BlackRock High Yield		3,807,997		842,802		2,146,565			33,985,251
BlackRock Large Cap Value		6,514,347		12,152,605		3,143,260			239,777,820
Clarion Global Real Estate		726,798		—		7,338,680			106,582,015
ClearBridge Aggressive Growth		5,191,260		—		484,239			154,960,620
ClearBridge Aggressive Growth II (formerly Janus Forty)		32,327,325		—		1,071,005			—
Goldman Sachs Mid Cap Value		960,783		2,016,453		626,641			59,822,247
Harris Oakmark International		12,184,003		—		4,573,720			176,972,368
Invesco Comstock		4,152,464		—		3,011,832			253,095,515
Invesco Small Cap Growth		15,370,569		8,411,918		618,990			152,696,268
Jennison Growth		5,280,109		1,739,926		708,859			223,202,335
JPMorgan Core Bond		—		933,088		1,166,360			242,985,721
JPMorgan Small Cap Value		212,187		—		365,931			59,765,584
Loomis Sayles Small Cap Growth		2,748,826		—		—			60,116,167
Lord Abbett Bond Debenture		2,337,549		—		2,540,588			39,625,121
Met/Artisan Mid Cap Value		4,050,697		—		554,190			59,670,283
Met/Dimensional International Small Company		1,199,646		1,530,823		1,103,362			59,870,966
Met/Eaton Vance Floating Rate		19,643		472,955		4,180,925			110,207,567
Met/Franklin Low Duration Total Return		5,834		—		2,734,342			164,560,671
Met/Templeton International Bond		65,693		682,730		3,400,770			164,362,559
MFS Emerging Markets Equity		18,135		—		1,155,624			95,408,227
MFS Research International		7,742,510		—		3,493,502			132,764,871
MFS Value		16,520,580		8,989,765		5,294,367			302,248,089
Neuberger Berman Genesis		12,038,250		—		685,258			91,211,201
PIMCO Inflation Protected Bond		40,687		8,074,392		3,393,030			159,661,694
PIMCO Total Return		11,680,797		9,124,048		20,784,658			487,798,851
Pioneer Fund		9,596,627		—		17,671			—
T. Rowe Price Large Cap Growth		7,040,537		—		510,634			222,914,146
T. Rowe Price Large Cap Value		3,575,745		—		3,963,435			252,026,792
T. Rowe Price Mid Cap Growth		3,809,780		2,889,333		233,849			60,447,383
T. Rowe Price Small Cap Growth		272,443		1,425,014		92,230			30,509,694
Third Avenue Small Cap Value		4,281,443		—		1,718,592			151,083,685
Van Eck Global Natural Resources		146,370		—		917,729			113,818,920
Western Asset Management Strategic Bond Opportunities		1,968,325		—		1,823,300			38,108,047
Western Asset Management U.S. Government		29,025		—		5,318,616			271,724,494
WMC Core Equity Opportunities (formerly Davis Venture Value)		1,688,794		4,699,399		3,934,726			301,819,938
	$	186,853,514	$	71,793,579	$	109,444,329		$	5,753,833,019

MSF-13

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

8. Income Tax Information

The tax character of distributions paid for the years ended December 31, 2013 and 2012 were as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$105,455,758	$	115,466,093	$	42,738,328	$	—	$	148,194,086	$	115,466,093

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Total
$122,832,371	$	216,107,913	$	918,983,472	$	—	$	1,257,923,756

The Asset Allocation Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, the Asset Allocation Portfolio had no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

9. Subsequent Events

At a meeting held on November 20, 2013, the Board, subject to shareholder approval, approved an Agreement and Plan of Reorganization providing for the acquisition of all the assets and assumption of all liabilities of MetLife Balanced Strategy Portfolio (“Balanced Strategy Portfolio”), a series of Met Investors Series Trust, by the Portfolio in exchange for shares of the Portfolio. On February 21, 2014, the shareholders of Balanced Strategy Portfolio approved the proposed Agreement and Plan of Reorganization. It is anticipated that the reorganization will close on or about April 28, 2014 and the Portfolio would be renamed MetLife Asset Allocation 60 Portfolio.

MSF-14

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of MetLife Moderate Allocation Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of MetLife Moderate Allocation Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the transfer agent. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of MetLife Moderate Allocation Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 27, 2014

MSF-15

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

MSF-16

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-17

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Board of Trustees’ Consideration of Advisory Agreement

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the MetLife Moderate Allocation Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹ As the Adviser has the day-to-day responsibility for managing the MetLife Moderate Allocation Portfolio’s investments, the Board only approved an Advisory Agreement with respect to the MetLife Moderate Allocation Portfolio.

In considering the Agreement, the Board reviewed a variety of materials provided by the Adviser relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser under the Agreement. The Board also took into account its experience with the Adviser and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser, including quarterly performance reports prepared by management containing reviews of investment results. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolio by the Adviser; (2) the performance of the Portfolio as compared to a peer group and an appropriate index; (3) the Adviser’s personnel and operations; (4) the financial condition of the Adviser; (5) the level and method of computing each Portfolio’s advisory fees; (6) the profitability of the Adviser under the Advisory Agreement; (7) any “fall-out” benefits to the Adviser and its affiliates (i.e., ancillary benefits realized by the Adviser or its affiliates from the Adviser’s relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; and (9) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser has provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act.

The Board considered the provision of investment advisory services by the Adviser to the Asset Allocation Portfolios (i.e., MetLife Aggressive Strategy Portfolio, MetLife Balanced Strategy Portfolio, MetLife Conservative Allocation Portfolio, MetLife Conservative to Moderate Allocation Portfolio, MetLife Defensive Strategy Portfolio, MetLife Growth Strategy Portfolio, MetLife Moderate Allocation Portfolio, MetLife Moderate to Aggressive Allocation Portfolio and MetLife Moderate Strategy Portfolio), the American Funds of Funds (i.e., American Funds Balanced Allocation Portfolio, American Funds Growth Allocation Portfolio and American Funds Moderate Allocation Portfolio), the MetLife Balanced Plus Portfolio and the MetLife Multi-Index Targeted Risk Portfolio. With respect to the Asset Allocation Portfolios, the Board noted that the Adviser has hired, at its own cost, an independent consultant to provide research and consulting services with respect to the periodic asset allocation targets for each of the Asset Allocation Portfolios and to investments in other Portfolios of the Trusts (the “Underlying Portfolios”), which may assist the Adviser with the selection of

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-18

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Board of Trustees’ Consideration of Advisory Agreement—(Continued)

Underlying Portfolios for inclusion in each Asset Allocation Portfolio. Additionally, the Board considered that an Investment Committee, consisting of investment professionals from across MetLife, meets at least quarterly to review the asset allocations and discuss the performance of the Asset Allocation Portfolios and the American Funds of Funds.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the MetLife Moderate Allocation Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio outperformed the Moderate AA Broad Index for the one- and five-year periods ended October 31, 2013 and slightly underperformed its benchmark for the three-year period ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses.

With respect to the MetLife Moderate Allocation Portfolio, the Board considered that the Portfolio’s actual management fees and total expenses (exclusive of 12b-1 fees) were below the Expense Group median and Expense Universe median. The Board also considered that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. With respect to the Asset Allocation Portfolios, the Board noted that the advisory fee is in addition to the fees received by the Adviser and its affiliates with regard to the Underlying Portfolios in which the Asset Allocation Portfolios may invest. In considering the profitability to the Adviser from the Asset Allocation Portfolios, the Board took into consideration the profitability to the Adviser of the funds underlying the Asset Allocation Portfolios. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board

MSF-19

Metropolitan Series Fund

MetLife Moderate Allocation Portfolio

Board of Trustees’ Consideration of Advisory Agreement—(Continued)

noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the MetLife Moderate Allocation Portfolio, the Board noted that the Portfolio’s advisory fee contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-20

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Managed by MetLife Advisers, LLC

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A and B shares of the MetLife Moderate to Aggressive Allocation Portfolio returned 24.51% and 24.31%, respectively. The Portfolio’s benchmark, the Dow Jones Moderately Aggressive Index¹, returned 20.73%.

MARKET ENVIRONMENT / CONDITIONS

Global economic expansion was in low gear through much of 2013, becoming more bifurcated in the second half of the year. Developed economies continued to strengthen whereas emerging markets faced the dual challenges of slowing growth and tighter global financial conditions. In the U.S., equity markets rallied in the first quarter but experienced a sharp decline in May and June when the Federal Reserve (the “Fed”) hinted at the possibility of reducing its unprecedented bond-buying program. This announcement subsequently sent global markets into a plunge. Domestically, Treasury yields rose while credit spreads widened. The dollar rallied and Treasury Inflation Protected Securities (“TIPS”) posted a substantial loss on reduced inflation expectations. Emerging markets sold off while their currencies tumbled against the U.S. dollar. Volatility spiked in bond and currency markets. The Fed’s accommodative language and policy stance boosted risk appetite in the third quarter and sent investors back into risk assets. Equity performance was strong both domestically and outside of the U.S. Credit spreads tightened, resulting in solid excess returns in both investment grade and high yield bond sectors. Volatility came down significantly in both equity and rate markets following the late September Federal Open Market Committee decision not to pare back the Fed’s asset-purchasing program. Economic reports that came out in the fourth quarter indicated robust domestic growth which in turn boosted investor confidence and made the looming taper even more likely. In December, reduced fiscal drag, falling unemployment and stronger economic growth prompted the Fed to announce a $10 billion reduction in the level of its asset-buying program starting in January 2014, causing stock markets to rally sharply on the news.

The vast majority of global equity markets concluded the year in record territories, supported by accommodative monetary policies around the world. The U.S. equity market outperformed the rest of the world with the S&P 500 Index up 32.4%, trailed by Japan (27.2%), Europe (25.2%), and Asia-Pacific ex-Japan (5.5%), as reported by MSCI. Within U.S. equity markets, smaller cap names generally delivered a better performance than their large cap counterparts. Growth stocks modestly outpaced value stocks over the trailing one year period, most prominently in the small cap space. In terms of sectors, Consumer Discretionary, Health Care, and Industrials proved to be the best performing sectors, while Telecom and Utility stocks trailed. Emerging market equities, however, produced a moderately negative return in 2013 after an impressive 2012. Growing signs of strength in the U.S. economy raised speculation that the Fed would start reducing its stimulus sooner than anticipated. Disappointing economic data across the developing world also reduced investors’ risk appetite as the year progressed.

Within fixed income, interest rate risk drove the majority of domestic bond sectors into negative territory, especially in longer dated securities as the yield curve steepened. High Yield Credit was the only bright spot with a positive 7.4% return for the year. Investors’ demand for additional yield provided steady support for high yield issues throughout 2013, and resulted in meaningful spread narrowing. Internationally, peripheral European debt enjoyed double digit returns for U.S. investors stemming from the combination of positive local returns and the euro strengthening against the dollar. On the other extreme, the Barclays Global Japan Index fell 16.0%, driven entirely by a large currency depreciation induced by Japan’s Prime Minister Shinzo Abe. With Japan being the largest component of the Barclays Global Aggregate ex-U.S. Index, the Index as a whole was down 3.1% for the year. Similar to the equity side, emerging market debt struggled and produced a negative return in 2013, due largely to weak emerging market currencies vis-à-vis the dollar.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The MetLife Moderate to Aggressive Allocation Portfolio invested in underlying portfolios of the Met Investors Series Trust and the Metropolitan Series Fund to maintain a broad asset allocation of approximately 80% to equities and 20% to fixed income. The Portfolio delivered a strong double digit return during the twelve month period. Relative to the Dow Jones Moderately Aggressive Index, the Portfolio outperformed due to a combination of asset class exposures and favorable security selection in the underlying portfolios. From an asset class exposure perspective, a moderate overweight to high yield bonds due to the opportunistic positioning of the core bond managers contributed positively to relative performance.

Domestic equity was the big winner in 2013. Not only did our U.S. equity portfolios generate the best absolute return relative to international and fixed income underlying portfolios, they also produced the best asset class specific excess return derived from solid stock selection. Outperformance was most pronounced in the large cap space across value and growth spectrum. The ClearBridge Aggressive Growth Portfolio was the leading contributor in the domestic equity space. Both stock selection and sector allocation made positive contributions to the portfolio’s relative performance. In particular, stock selection in the Health Care and Information Technology (“IT”) sectors were most effective. Additionally, an overweight in the Health Care sector and underweights in the IT, Consumer Staples, Telecom, Financials, and Materials sectors also aided results for the period. Other domestic equity portfolios that provided a strong contribution on the positive side included T. Rowe Price Large Cap Growth Portfolio, Jennison Growth Portfolio, and Invesco Comstock Portfolio. For T. Rowe Price Large Cap Growth Portfolio, holdings in the Consumer Discretionary sector added substantially to the performance. Overweight positions in Priceline, Amazon, and Netflix all proved to be beneficial during 2013. Both the Jennison Growth Portfolio’s and Invesco Comstock Portfolio’s strong performance was driven by favorable stock selection. In contrast, several mid cap and small cap equity portfolios detracted from relative performance, however, to a lesser degree.

MSF-1

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Managed by MetLife Advisers, LLC

Portfolio Manager Commentary*—(Continued)

The results from the underlying international equity portfolios were mixed. The two portfolios that provide exposure to emerging markets and real estate investment trusts (“REITs”) generally have lower correlations with the rest of the equity market and therefore add diversification benefits to the Portfolio. Unfortunately, these two asset classes had a difficult year in 2013. As a result, MFS Emerging Markets Equity Portfolio and Clarion Global Real Estate Portfolio significantly hindered the overall performance. On a relative basis, while the Harris Oakmark International Portfolio produced a sizable positive contribution, that positive effect was more than offset by the underperformance generated from several other international portfolios, especially the Clarion Global Real Estate Portfolio.

Within the fixed income portion of the Portfolio, not surprisingly, the PIMCO Inflation Protected Bond Portfolio was the largest performance detractor given that TIPS was the worst performing fixed income segment during the year. That negative contribution was more than offset by positive contributions from several other underlying bond portfolios, including the Met/Templeton International Bond Portfolio. While the PIMCO Inflation Protected Bond Portfolio was largely an asset class story, the portfolios on the positive side were a successful security selection story in the sense that they generated a positive excess return relative to their respective asset class indices. The Met/Templeton International Bond Portfolio generated a large outperformance against its benchmark, driven primarily by the portfolio’s currency positioning. More specifically, a sizable underweight in Japanese yen proved to be the right decision as the yen tumbled against the dollar.

Investment Committee

MetLife Advisers, LLC

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the advisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

A $10,000 INVESTMENT COMPARED TO THE DOW JONES MODERATELY AGGRESSIVE INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		Since Inception2
MetLife Moderate to Aggressive Allocation Portfolio
Class A		24.51		15.64		6.88
Class B		24.31		15.37		6.62
Dow Jones Moderately Aggressive Index		20.73		15.46		8.02

¹ The Dow Jones Moderately Aggressive Index is a total returns index designed to provide asset allocation strategists with a target risk benchmark. Each month, the Index adjusts its weighting of stocks, bonds, and cash indices (both domestic and foreign) from Barclays and Dow Jones such that the risk combination will have 80% of the risk of an all equity portfolio.

² Inception date of the Class A and Class B shares is 5/2/05. Index since inception return is based on the Portfolio’s inception date.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
MFS Value Portfolio (Class A)		6.2
Jennison Growth Portfolio (Class A)		5.9
Invesco Comstock Portfolio (Class A)		5.1
T. Rowe Price Large Cap Value Portfolio (Class A)		5.1
T. Rowe Price Large Cap Growth Portfolio (Class A)		4.9
ClearBridge Aggressive Growth Portfolio (Class A)		4.8
PIMCO Total Return Portfolio (Class A)		4.7
WMC Core Equity Opportunities Portfolio (formerly Davis Venture Value Portfolio) (Class A)		4.6
BlackRock Large Cap Value Portfolio (Class A)		4.1
Harris Oakmark International Portfolio (Class A)		4.0

MSF-3

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

MetLife Moderate to Aggressive Allocation Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.72	%	$	1,000.00	$	1,148.20	$	3.90
	Hypothetical*		0.72	%	$	1,000.00	$	1,021.58	$	3.67
Class B(a)	Actual		0.97	%	$	1,000.00	$	1,147.00	$	5.25
	Hypothetical*		0.97	%	$	1,000.00	$	1,020.32	$	4.94

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio reflects the expenses of both the Portfolio and the Underlying Portfolios in which it invests.

MSF-4

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Schedule of Investments as of December 31, 2013

Mutual Funds—100.0% of Net Assets

Security Description	Shares		Value
Affiliated Investment Companies—100.0%
Baillie Gifford International Stock Portfolio (Class A) (a)		12,923,741	$	136,216,228
BlackRock Bond Income Portfolio (Class A) (a)		898,209		96,404,740
BlackRock Capital Appreciation Portfolio (Class A) (a)		3,521,400		133,284,975
BlackRock Large Cap Value Portfolio (Class A) (a)		11,547,550		138,801,548
Clarion Global Real Estate Portfolio (Class A) (b)		8,438,371		94,003,447
ClearBridge Aggressive Growth Portfolio (Class A) (b)		12,286,084		165,247,834
Frontier Mid Cap Growth Portfolio (Class A) (a)		470,741		17,370,350
Goldman Sachs Mid Cap Value Portfolio (Class A) (b)		3,918,397		69,590,725
Harris Oakmark International Portfolio (Class A) (b)		7,167,163		137,107,835
Invesco Comstock Portfolio (Class A) (b)		11,968,179		174,496,045
Invesco Small Cap Growth Portfolio (Class A) (b)		5,994,116		123,059,194
Jennison Growth Portfolio (Class A) (a)		12,629,748		199,802,615
JPMorgan Core Bond Portfolio (Class A) (b)		6,301,186		64,083,064
JPMorgan Small Cap Value Portfolio (Class A) (b)		3,490,337		69,562,412
Loomis Sayles Small Cap Growth Portfolio (Class A) (a) (c)		4,204,826		69,589,868
Lord Abbett Bond Debenture Portfolio (Class A) (b)		3,624,559		49,112,770
Met/Artisan Mid Cap Value Portfolio (Class A) (a)		128,930		34,630,514
Met/Dimensional International Small Company Portfolio (Class A) (a)		4,142,796		69,723,253
Met/Eaton Vance Floating Rate Portfolio (Class A) (b)		3,074,938		32,686,591
Met/Templeton International Bond Portfolio (Class A) (b)		8,315,794		97,461,100
MFS Emerging Markets Equity Portfolio (Class A) (b)		9,282,284		96,257,289
MFS Research International Portfolio (Class A) (b)		8,499,056		102,073,668
MFS Value Portfolio (Class A) (a)		11,812,387		209,669,871
Morgan Stanley Mid Cap Growth Portfolio (Class A) (b)		2,157,051		35,181,510
Affiliated Investment Companies—(Continued)
Neuberger Berman Genesis Portfolio (Class A) (a)		1,925,410		34,926,944
PIMCO Inflation Protected Bond Portfolio (Class A) (b)		6,356,628		63,248,451
PIMCO Total Return Portfolio (Class A) (b)		13,516,409		160,439,777
T. Rowe Price Large Cap Growth Portfolio (Class A) (a)		6,756,272		165,596,229
T. Rowe Price Large Cap Value Portfolio (Class A) (b)		5,400,228		173,617,342
T. Rowe Price Mid Cap Growth Portfolio (Class A) (b)		2,842,587		34,935,399
T. Rowe Price Small Cap Growth Portfolio (Class A) (a)		736,803		17,513,805
Third Avenue Small Cap Value Portfolio (Class A) (b)		3,315,249		69,752,834
Van Eck Global Natural Resources Portfolio (Class A) (a)		7,037,435		100,001,944
Western Asset Management Strategic Bond Opportunities Portfolio (Class A) (a)		1,202,527		16,173,987
WMC Core Equity Opportunities Portfolio (formerly Davis Venture Value Portfolio) (Class A) (a)		3,661,122		157,318,393
Total Mutual Funds (Cost $2,576,470,418)				3,408,942,551
Total Investments—100.0% (Cost $2,576,470,418) (d)				3,408,942,551
Other assets and liabilities (net)—0.0%				(885,407	)
Net Assets—100.0%			$	3,408,057,144

(a) A Portfolio of Metropolitan Series Fund. (See Note 6 of the Notes to Financial Statements for a summary of transactions in the securities of affiliated issuers.)

(b) A Portfolio of Met Investors Series Trust. (See Note 6 of the Notes to Financial Statements for a summary of transactions in the securities of affiliated issuers.)

(c) Non-income producing security.

(d) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $2,651,529,632. The aggregate unrealized appreciation and depreciation of investments were $768,590,317 and $(11,177,398), respectively, resulting in net unrealized appreciation of $757,412,919 for federal income tax purposes.

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2		Level 3		Total
Mutual Funds
Affiliated Investment Companies	$	3,408,942,551	$	—	$	—	$	3,408,942,551
Total Investments	$	3,408,942,551	$	—	$	—	$	3,408,942,551

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Affiliated investments at value (a)	$	3,408,942,551
Receivable for:
Investments sold		1,483,379
Fund shares sold		806,757
Total Assets		3,411,232,687
Liabilities
Payables for:
Fund shares redeemed		2,290,136
Accrued expenses:
Management fees		173,862
Distribution and service fees		634,200
Deferred trustees’ fees		48,554
Other expenses		28,791
Total Liabilities		3,175,543
Net Assets	$	3,408,057,144
Net assets consist of:
Paid in surplus	$	2,680,092,123
Undistributed net investment income		55,929,014
Accumulated net realized loss		(160,436,126	)
Unrealized appreciation on affiliated investments		832,472,133
Net Assets	$	3,408,057,144
Net Assets
Class A	$	365,222,772
Class B		3,042,834,372
Capital Shares Outstanding*
Class A		25,340,679
Class B		211,929,389
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	14.41
Class B		14.36

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of affiliated investments was $2,576,470,418.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends from Affiliated Underlying Portfolios	$	54,771,397
Total investment income		54,771,397
Expenses
Management fees		1,950,204
Administration fees		11,548
Custodian and accounting fees		25,120
Distribution and service fees—Class B		7,057,463
Audit and tax services		27,722
Legal		36,254
Trustees’ fees and expenses		35,359
Miscellaneous		8,836
Total expenses		9,152,506
Net Investment Income		45,618,891
Net Realized and Unrealized Gain
Net realized gain on:
Affiliated investments		110,571,528
Capital gain distributions from Affiliated Underlying Portfolios		39,365,419
Net realized gain		149,936,947
Net change in unrealized appreciation on affiliated investments		488,271,654
Net realized and unrealized gain		638,208,601
Net Increase in Net Assets From Operations	$	683,827,492

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	45,618,891		$	39,737,804
Net realized gain		149,936,947			53,711,838
Net change in unrealized appreciation		488,271,654			310,890,285
Increase in net assets from operations		683,827,492			404,339,927
From Distributions to Shareholders
Net investment income
Class A		(5,386,470	)		(5,740,906	)
Class B		(40,897,027	)		(49,009,131	)
Total distributions		(46,283,497	)		(54,750,037	)
Decrease in net assets from capital share transactions		(128,652,792	)		(128,608,132	)
Total increase in net assets		508,891,203			220,981,758
Net Assets
Beginning of period		2,899,165,941			2,678,184,183
End of period	$	3,408,057,144		$	2,899,165,941
Undistributed Net Investment Income
End of period	$	55,929,014		$	46,148,965

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		3,356,293		$	43,401,052			3,070,968		$	34,350,810
Reinvestments		441,152			5,386,470			516,269			5,740,906
Redemptions		(3,119,781	)		(40,320,464	)		(2,606,910	)		(29,143,753	)
Net increase		677,664		$	8,467,058			980,327		$	10,947,963
Class B
Sales		7,237,868		$	94,690,186			8,064,080		$	89,804,798
Reinvestments		3,357,720			40,897,027			4,415,237			49,009,131
Redemptions		(21,031,859	)		(272,707,063	)		(26,963,781	)		(278,370,024	)
Net decrease		(10,436,271	)	$	(137,119,850	)		(14,484,464	)	$	(139,556,095	)
Decrease derived from capital shares transactions				$	(128,652,792	)				$	(128,608,132	)

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	11.78		$	10.39		$	10.94		$	9.74		$	7.90
Income (Loss) from Investment Operations
Net investment income (a)		0.21			0.18			0.18			0.14			0.21
Net realized and unrealized gain (loss) on investments		2.64			1.45			(0.55	)		1.29			2.00
Total from investment operations		2.85			1.63			(0.37	)		1.43			2.21
Less Distributions
Distributions from net investment income		(0.22	)		(0.24	)		(0.18	)		(0.23	)		(0.25	)
Distributions from net realized capital gains		0.00			0.00			0.00			0.00			(0.12	)
Total distributions		(0.22	)		(0.24	)		(0.18	)		(0.23	)		(0.37	)
Net Asset Value, End of Period	$	14.41		$	11.78		$	10.39		$	10.94		$	9.74
Total Return (%) (b)		24.51			15.82			(3.55	)		14.89			29.43
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%) (c)		0.07			0.07			0.07			0.07			0.07
Net ratio of expenses to average net assets (%) (c) (d)		0.07			0.07			0.07			0.07			0.07
Ratio of net investment income to average net assets (%) (e)		1.65			1.60			1.66			1.45			2.49
Portfolio turnover rate (%)		13			13			46			17			37
Net assets, end of period (in millions)	$	365.2		$	290.4		$	246.1		$	246.0		$	201.9
	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	11.73		$	10.36		$	10.91		$	9.71		$	7.87
Income (Loss) from Investment Operations
Net investment income (a)		0.19			0.15			0.16			0.12			0.19
Net realized and unrealized gain (loss) on investments		2.63			1.43			(0.56	)		1.29			1.99
Total from investment operations		2.82			1.58			(0.40	)		1.41			2.18
Less Distributions
Distributions from net investment income		(0.19	)		(0.21	)		(0.15	)		(0.21	)		(0.22	)
Distributions from net realized capital gains		0.00			0.00			0.00			0.00			(0.12	)
Total distributions		(0.19	)		(0.21	)		(0.15	)		(0.21	)		(0.34	)
Net Asset Value, End of Period	$	14.36		$	11.73		$	10.36		$	10.91		$	9.71
Total Return (%) (b)		24.31			15.39			(3.77	)		14.70			29.09
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%) (c)		0.32			0.32			0.32			0.32			0.32
Net ratio of expenses to average net assets (%) (c) (d)		0.32			0.32			0.32			0.32			0.32
Ratio of net investment income to average net assets (%) (e)		1.43			1.38			1.44			1.24			2.32
Portfolio turnover rate (%)		13			13			46			17			37
Net assets, end of period (in millions)	$	3,042.8		$	2,608.8		$	2,432.1		$	2,678.3		$	2,469.3

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) The ratio of operating expenses to average net assets does not include expenses of the Underlying Portfolios in which the Portfolio invests.

(d) Net ratio of expenses to average net assets includes the effect of the expense limitation agreement as detailed in Note 5 of the Notes to Financial Statements.

(e) Recognition of net investment income by the Asset Allocation Portfolio is affected by the timing of the declaration of dividends by the Underlying Portfolios in which it invests.

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is MetLife Moderate to Aggressive Allocation Portfolio (the “Asset Allocation Portfolio”), which is diversified. The Asset Allocation Portfolio operates under a “fund of funds” structure, investing substantially all of its assets in other Portfolios advised by MetLife Advisers, LLC (“MetLife Advisers”), an affiliate of MetLife, Inc., or its affiliates (each, an “Underlying Portfolio,” and, collectively, the “Underlying Portfolios”).

Shares in the Asset Allocation Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Asset Allocation Portfolio has registered and offers two classes of shares: Class A and B shares. Shares of each Class of the Asset Allocation Portfolio represent an equal pro rata interest in the Asset Allocation Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Asset Allocation Portfolio, and certain Asset Allocation Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Asset Allocation Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Asset Allocation Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Investments in the Underlying Portfolios are valued at their closing daily net asset value on the valuation date. Investments in the Underlying Portfolios are categorized as Level 1 within the fair value hierarchy. For information about the use of fair value pricing by the Underlying Portfolios, please refer to the prospectuses of the Underlying Portfolios.

Investment Transactions and Related Investment Income - Asset Allocation Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Capital gains distributions received from the Underlying Portfolios are recorded as net realized gain in the Statement of Operations.

Income Taxes - It is the Asset Allocation Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Asset Allocation Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Asset Allocation Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Asset Allocation Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to distributions from Underlying Portfolios. These adjustments have no impact on net assets or the results of operations.

3. Certain Risks

Market Risk: In the normal course of business, the Underlying Portfolios invest in securities and enter into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Underlying Portfolios may decline in response to certain events, including those directly

MSF-10

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

involving the companies whose securities are owned by the Underlying Portfolios; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Underlying Portfolios may be exposed to counterparty risk, or the risk that an entity with which the Underlying Portfolios have unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Underlying Portfolios to credit and counterparty risk consist principally of cash due from counterparties and investments. The Underlying Portfolios manage counterparty risk by entering into agreements only with counterparties that they believe have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Underlying Portfolios’ investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of their trading partners, (ii) monitoring and/or limiting the amount of their net exposure to each individual counterparty based on the adviser’s assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Underlying Portfolios restrict their exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom the Underlying Portfolios undertake a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels.

Additional risks associated with each type of investment are described within the respective security type notes. The Asset Allocation Portfolio’s prospectus includes a discussion of the principal risks of investing in the Asset Allocation Portfolio and Underlying Portfolios in which it invests.

4. Investment Transactions

Aggregate cost of purchases and proceeds of sales of shares of the Underlying Portfolios by the Asset Allocation Portfolio, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	402,932,595	$	0	$	492,768,910

5. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Asset Allocation Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Asset Allocation Portfolio. For providing investment management services to the Asset Allocation Portfolio, MetLife Advisers receives monthly compensation at the following annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$1,950,204		0.100	%	Of the first $500 million
		0.075	%	Of the next $500 million
		0.050	%	On amounts in excess of $1 billion

In addition to the above management fee paid to MetLife Advisers, the Asset Allocation Portfolio indirectly pays MetLife Advisers an investment advisory fee through its investments in the Underlying Portfolios.

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

Expense Limitation Agreement - Pursuant to an expense agreement relating to each class of the Asset Allocation Portfolio, MetLife Advisers has contractually agreed, from April 29, 2013 to April 27, 2014, to waive a portion of its advisory fees or pay a portion of the other operating expenses (not including acquired fund fees and expenses, brokerage costs, interest, taxes, or extraordinary expenses) to the extent total operating expenses exceed stated annual expense limits (based on the Asset Allocation Portfolio’s then-current fiscal year). For the Asset Allocation Portfolio, this subsidy, and identical subsidies in effect in earlier periods, are subject to the obligation of each class of the Asset Allocation Portfolio to repay MetLife Advisers in future years, if any, when a class’ expenses fall below the stated expense limit pertaining to that class that was in effect at the time of the subsidy in question. Such deferred expenses may be charged to a class in a subsequent year to the extent that the charge does not cause the total expenses in such subsequent year to exceed the class’ stated expense limit that was in effect at the time of the subsidy in question; provided, however, that no class of

MSF-11

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the Asset Allocation Portfolio is obligated to repay any expense paid by MetLife Advisers more than five years after the end of the fiscal year in which such expense was incurred. The expense limits (annual rates as a percentage of each class of the Asset Allocation Portfolio’s net average daily net assets) in effect from April 29, 2013 to April 27, 2014 are 0.10% and 0.35% for Class A and B, respectively. As of December 31, 2013, there were no expenses deferred in prior periods subject to repayment.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Asset Allocation Portfolio’s Class A and B Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Asset Allocation Portfolio’s Class B shares. Under the Distribution and Services Plan, the Class B shares of the Asset Allocation Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Asset Allocation Portfolio shares for promoting or selling and servicing the Class B shares of the Asset Allocation Portfolio. The fees under the Distribution and Services Plan for each class of the Asset Allocation Portfolio’s shares are calculated as a percentage of the Asset Allocation Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B shares. Amount incurred by the Asset Allocation Portfolio for the year ended December 31, 2013 is shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an active employee of MetLife or its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Asset Allocation Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

6. Transactions in Securities of Underlying Portfolios

The Portfolio does not invest in the Underlying Portfolios for the purpose of exercising control; however, investments by the Portfolio within its principal investment strategies may represent a significant portion of the Underlying Portfolios net assets. Transactions in the Underlying Portfolios for the year ended December 31, 2013 were as follows:

Underlying Portfolio	Number of shares held at December 31, 2012		Shares purchased		Shares sold			Number of shares held at December 31, 2013
Baillie Gifford International Stock		12,632,605		320,833		(29,697	)		12,923,741
BlackRock Bond Income		985,971		120,983		(208,745	)		898,209
BlackRock Capital Appreciation		3,045,908		700,932		(225,440	)		3,521,400
BlackRock Large Cap Value		11,836,500		871,157		(1,160,107	)		11,547,550
Clarion Global Real Estate		7,646,359		1,077,088		(285,076	)		8,438,371
ClearBridge Aggressive Growth		12,427,536		1,750,132		(1,891,584	)		12,286,084
ClearBridge Aggressive Growth II (formerly Janus Forty)		1,114,196		25,537		(1,139,733	)		—
Frontier Mid Cap Growth		—		478,260		(7,519	)		470,741
Goldman Sachs Mid Cap Value		4,166,355		205,061		(453,019	)		3,918,397
Harris Oakmark International		7,791,262		228,849		(852,948	)		7,167,163
Invesco Comstock		13,410,738		179,238		(1,621,797	)		11,968,179
Invesco Small Cap Growth		7,472,791		455,486		(1,934,161	)		5,994,116
Jennison Growth		12,272,631		1,220,975		(863,858	)		12,629,748
JPMorgan Core Bond		—		6,303,618		(2,432	)		6,301,186
JPMorgan Small Cap Value		3,886,644		28,128		(424,435	)		3,490,337
Loomis Sayles Small Cap Growth		5,189,908		—		(985,082	)		4,204,826
Lord Abbett Bond Debenture		4,305,232		433,989		(1,114,662	)		3,624,559
Met/Artisan Mid Cap Value		147,016		1,427		(19,513	)		128,930
Met/Dimensional International Small Company		4,233,128		225,305		(315,637	)		4,142,796
Met/Eaton Vance Floating Rate		2,662,369		416,533		(3,964	)		3,074,938
Met/Templeton International Bond		4,883,098		3,438,431		(5,735	)		8,315,794
MFS Emerging Markets Equity		5,317,007		3,975,820		(10,543	)		9,282,284
MFS Research International		11,329,964		277,108		(3,108,016	)		8,499,056
MFS Value		12,633,319		665,786		(1,486,718	)		11,812,387
Morgan Stanley Mid Cap Growth		2,423,591		21,155		(287,695	)		2,157,051

MSF-12

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Underlying Portfolio	Number of shares held at December 31, 2012		Shares purchased		Shares sold			Number of shares held at December 31, 2013
Neuberger Berman Genesis		2,200,088		18,679		(293,357	)		1,925,410
PIMCO Inflation Protected Bond		4,769,195		1,591,658		(4,225	)		6,356,628
PIMCO Total Return		13,274,368		1,867,307		(1,625,266	)		13,516,409
T. Rowe Price Large Cap Growth		6,554,263		800,008		(597,999	)		6,756,272
T. Rowe Price Large Cap Value		5,973,587		105,484		(678,843	)		5,400,228
T. Rowe Price Mid Cap Growth		3,068,100		183,051		(408,564	)		2,842,587
T. Rowe Price Small Cap Growth		—		798,258		(61,455	)		736,803
Third Avenue Small Cap Value		3,651,232		46,251		(382,234	)		3,315,249
Van Eck Global Natural Resources		6,662,349		400,494		(25,408	)		7,037,435
Western Asset Management Strategic Bond Opportunities		2,048,013		352,719		(1,198,205	)		1,202,527
WMC Core Equity Opportunities Portfolio (formerly Davis Venture Value)		4,392,498		126,289		(857,665	)		3,661,122

Underlying Portfolio	Net Realized Gain/(Loss) on sales of Underlying Portfolios			Capital Gain Distributions from Underlying Portfolios			Dividend Income from Underlying Portfolios		Ending Value as of December 31, 2013
Baillie Gifford International Stock	$	(100,666	)	$	—		$	1,981,978	$	136,216,228
BlackRock Bond Income		2,009,425			2,157,241			3,539,198		96,404,740
BlackRock Capital Appreciation		1,058,560			—			794,141		133,284,975
BlackRock Large Cap Value		3,762,940			6,881,526			1,779,901		138,801,548
Clarion Global Real Estate		(344,988	)		—			6,228,524		94,003,447
ClearBridge Aggressive Growth		5,257,551			—			549,921		165,247,834
ClearBridge Aggressive Growth II (formerly Janus Forty)		37,899,626			—			742,640		—
Frontier Mid Cap Growth		31,862			358,899			190,436		17,370,350
Goldman Sachs Mid Cap Value		886,840			2,280,947			708,836		69,590,725
Harris Oakmark International		3,287,085			—			3,489,906		137,107,835
Invesco Comstock		3,794,211			—			2,120,909		174,496,045
Invesco Small Cap Growth		5,637,477			6,644,012			488,899		123,059,194
Jennison Growth		3,407,782			1,655,274			674,371		199,802,615
JPMorgan Core Bond		2			240,369			300,462		64,083,064
JPMorgan Small Cap Value		1,662,396			—			445,693		69,562,412
Loomis Sayles Small Cap Growth		2,786,975			—			—		69,589,868
Lord Abbett Bond Debenture		4,103,758			—	��		2,995,818		49,112,770
Met/Artisan Mid Cap Value		1,435,135			—			312,495		34,630,514
Met/Dimensional International Small Company		1,684,172			1,755,734			1,265,469		69,723,253
Met/Eaton Vance Floating Rate		2,056			134,389			1,187,997		32,686,591
Met/Templeton International Bond		11,690			374,076			1,863,320		97,461,100
MFS Emerging Markets Equity		50,343			—			1,140,523		96,257,289
MFS Research International		8,391,365			—			2,539,826		102,073,668
MFS Value		3,556,866			6,096,665			3,590,526		209,669,871
Morgan Stanley Mid Cap Growth		556,242			—			262,356		35,181,510
Neuberger Berman Genesis		1,602,223			—			260,385		34,926,944
PIMCO Inflation Protected Bond		2,946			3,084,001			1,295,963		63,248,451
PIMCO Total Return		1,403,299			2,842,288			6,474,755		160,439,777
T. Rowe Price Large Cap Growth		6,805,193			—			390,964		165,596,229
T. Rowe Price Large Cap Value		3,378,208			—			2,788,997		173,617,342
T. Rowe Price Mid Cap Growth		784,664			1,640,953			132,811		34,935,399
T. Rowe Price Small Cap Growth		153,847			819,436			53,036		17,513,805
Third Avenue Small Cap Value		928,564			—			774,516		69,752,834
Van Eck Global Natural Resources		101,830			—			793,234		100,001,944
Western Asset Management Strategic Bond Opportunities		2,073,822			—			603,439		16,173,987
WMC Core Equity Opportunities Portfolio (formerly Davis Venture Value)		2,508,227			2,399,609			2,009,152		157,318,393
	$	110,571,528		$	39,365,419		$	54,771,397	$	3,408,942,551

MSF-13

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

8. Income Tax Information

The tax character of distributions paid for the years ended December 31, 2013 and 2012 were as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$46,283,497	$	54,750,037	$	—	$	—	$	46,283,497	$	54,750,037

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards			Total
$55,977,568	$	—	$	757,412,919	$	(85,376,912	)	$	728,013,575

The Asset Allocation Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

During the year ended December 31, 2013, the Portfolio utilized capital loss carryforwards of $128,122,707.

As of December 31, 2013, the Asset Allocation Portfolio had no post-enactment accumulated capital losses and pre-enactment accumulated capital loss carryforwards and expiration dates were as follows:

Expiring 12/31/18	Expiring 12/31/17		Total
$4,303,324	$	81,073,588	$	85,376,912

9. Subsequent Events

At a meeting held on November 20, 2013, the Board, subject to shareholder approval, approved an Agreement and Plan of Reorganization providing for the acquisition of all the assets and assumption of all liabilities of MetLife Growth Strategy Portfolio (“Growth Strategy Portfolio”), a series of Met Investors Series Trust, by the Portfolio in exchange for shares of the Portfolio. On February 21, 2014, the shareholders of Growth Strategy Portfolio approved the proposed Agreement and Plan of Reorganization. It is anticipated that the reorganization will close on or about April 28, 2014 and the Portfolio would be renamed MetLife Asset Allocation 80 Portfolio.

MSF-14

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of MetLife Moderate to Aggressive Allocation Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of MetLife Moderate to Aggressive Allocation Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the transfer agent. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of MetLife Moderate to Aggressive Allocation Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 27, 2014

MSF-15

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

MSF-16

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-17

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Board of Trustees’ Consideration of Advisory Agreement

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the MetLife Moderate to Aggressive Allocation Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹ As the Adviser has the day-to-day responsibility for managing the MetLife Moderate to Aggressive Allocation Portfolio’s investments, the Board only approved an Advisory Agreement with respect to the MetLife Moderate to Aggressive Allocation Portfolio.

In considering the Agreement, the Board reviewed a variety of materials provided by the Adviser relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser under the Agreement. The Board also took into account its experience with the Adviser and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser, including quarterly performance reports prepared by management containing reviews of investment results. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolio by the Adviser; (2) the performance of the Portfolio as compared to a peer group and an appropriate index; (3) the Adviser’s personnel and operations; (4) the financial condition of the Adviser; (5) the level and method of computing each Portfolio’s advisory fees; (6) the profitability of the Adviser under the Advisory Agreement; (7) any “fall-out” benefits to the Adviser and its affiliates (i.e., ancillary benefits realized by the Adviser or its affiliates from the Adviser’s relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; and (9) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser has provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act.

The Board considered the provision of investment advisory services by the Adviser to the Asset Allocation Portfolios (i.e., MetLife Aggressive Strategy Portfolio, MetLife Balanced Strategy Portfolio, MetLife Conservative Allocation Portfolio, MetLife Conservative to Moderate Allocation Portfolio, MetLife Defensive Strategy Portfolio, MetLife Growth Strategy Portfolio, MetLife Moderate Allocation Portfolio, MetLife Moderate to Aggressive Allocation Portfolio and MetLife Moderate Strategy Portfolio), the American Funds of Funds (i.e., American Funds Balanced Allocation Portfolio, American Funds Growth Allocation Portfolio and American Funds Moderate Allocation Portfolio), the MetLife Balanced Plus Portfolio and the MetLife Multi-Index Targeted Risk Portfolio. With respect to the Asset Allocation Portfolios, the Board noted that the Adviser has hired, at its own cost, an independent consultant to provide research and consulting services with respect to the periodic asset allocation targets for each of the Asset Allocation Portfolios and to investments in other Portfolios of the Trusts (the “Underlying Portfolios”), which may assist the Adviser with the selection of

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-18

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Board of Trustees’ Consideration of Advisory Agreement—(Continued)

Underlying Portfolios for inclusion in each Asset Allocation Portfolio. Additionally, the Board considered that an Investment Committee, consisting of investment professionals from across MetLife, meets at least quarterly to review the asset allocations and discuss the performance of the Asset Allocation Portfolios and the American Funds of Funds.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the MetLife Moderate to Aggressive Allocation Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio outperformed the Moderate to Aggressive AA Broad Index for the one- and five-year periods ended October 31, 2013 and underperformed this index for the three-year period ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses.

With respect to the MetLife Moderate to Aggressive Allocation Portfolio, the Board considered that the Portfolio’s actual management fees and total expenses (exclusive of 12b-l fees) were below the Expense Group median. The Board also took into account that the Portfolio’s actual management fees were above the Expense Universe median and that the Portfolio’s total expenses (exclusive of 12b-1 fees) were equal to the Expense Universe median. The Board considered that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. With respect to the Asset Allocation Portfolios, the Board noted that the advisory fee is in addition to the fees received by the Adviser and its affiliates with regard to the Underlying Portfolios in which the Asset Allocation Portfolios may invest. In considering the profitability to the Adviser from the Asset Allocation Portfolios, the Board took into consideration the profitability to the Adviser of the funds underlying the Asset Allocation Portfolios. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those

MSF-19

Metropolitan Series Fund

MetLife Moderate to Aggressive Allocation Portfolio

Board of Trustees’ Consideration of Advisory Agreement—(Continued)

Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the MetLife Moderate to Aggressive Allocation Portfolio, the Board noted that the Portfolio’s advisory fee contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-20

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Managed By MetLife Investment Management, LLC

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, E, and G shares of the MetLife Mid Cap Stock Index Portfolio returned 33.15%, 32.83%, 32.95%, and 32.75%, respectively. The Portfolio’s benchmark, the Standard & Poor’s (“S&P”) MidCap 400 Index¹, returned 33.50%.

MARKET ENVIRONMENT / CONDITIONS

Equity indexes reached record highs in 2013, driven by central bank intervention and an improving economy. The year started on a positive note as U.S. lawmakers reached agreements on the fiscal cliff and debt ceiling, and earnings data was generally positive. The markets were further supported by rate cuts by the European Central Bank (the “ECB”), the Reserve Bank of Australia, the Bank of Korea, and the Bank of Israel. Despite fears that the Federal Reserve (the “Fed”) would begin tapering asset purchases and end quantitative easing, the markets continued to climb higher on better than expected macroeconomic data, including U.S. jobless claims, payrolls, and factory orders. Headwinds during the year included increased tensions in Syria and Egypt and a U.S. government shutdown following the failure of U.S. lawmakers to reach an agreement in budget negotiations. However, equity markets ended the year at their highs, as the ECB announced an unexpected rate cut, a tentative nuclear deal with Iran was negotiated, and investors continued to be optimistic that central banks would continue their easy monetary policy after Fed Chairman nominee Janet Yellen’s testimony in front of Congress was more dovish than expected.

During the year, the Federal Open Market Committee (the “Committee”) met eight times and maintained the target range for the Federal Funds Rate at zero to 0.25%. The Committee stated that economic activity was expanding at a moderate pace, labor market conditions have continued to improve, and the unemployment rate had declined but remained elevated. The Committee noted that the risks to the outlook for the economy and the labor market have become more nearly balanced. Subsequently, the Committee decided to modestly reduce the pace of its asset purchases from $85 billion per month to $75 billion per month.

All ten sectors comprising the S&P MidCap 400 Index experienced positive returns for the year. Health Care (9.4% beginning weight in the benchmark), up 45.9%, and Industrials (17.3% beginning weight), up 43.7%, were the best-performing sectors. The worst relative-performing sectors were Telecom Services (0.5% beginning weight), up 19.4% and Materials (7.2% beginning weight), up 24.6%.

The stocks with the largest positive impact on the benchmark return for the year were Vertex Pharmaceuticals, up 81.6%, Tractor Supply, up 77.1%, and Alliance Data Systems up 73.0%. The stocks with the largest negative impact were Rackspace Hosting, down 47.3%, Royal Gold, down 42.3%, and Equinix, down 13.9%.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The Portfolio is managed utilizing a full replication strategy versus the S&P MidCap 400 Index. This strategy seeks to track the performance of the Index by owning all of the components of the Index at their respective Index capitalization weights. The Portfolio is periodically rebalanced for compositional changes in the S&P MidCap 400 Index. Factors that impact tracking error include transaction costs, cash drag, securities lending, NAV rounding, contributions and withdrawals.

Stacey Lituchy

Norman Hu

Mirsad Usejnoski

Portfolio Managers

MetLife Investment Management, LLC

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-1

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

A $10,000 INVESTMENT COMPARED TO THE S&P MIDCAP 400 INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year		Since Inception2
MetLife Mid Cap Stock Index Portfolio
Class A		33.15		21.59		10.12		—
Class B		32.83		21.31		9.85		—
Class E		32.95		21.42		9.96		—
Class G		32.75		—		—		22.32
S&P MidCap 400 Index		33.50		21.89		10.36		—

¹ The Standard & Poor’s MidCap 400 Index is an unmanaged index measuring the performance of the mid-size company segment of the U.S. market. The Index consists of 400 domestic stocks chosen for market size, liquidity, and industry group representation.

² Inception dates of the Class A, Class B, Class E, and Class G shares are 7/5/00, 1/2/01, 5/1/01, and 4/28/09, respectively.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
SPDR S&P MidCap 400 ETF Trust		2.7
Affiliated Managers Group, Inc.		0.7
Tractor Supply Co.		0.7
Green Mountain Coffee Roasters, Inc.		0.6
LKQ Corp.		0.6
HollyFrontier Corp.		0.6
Henry Schein, Inc.		0.6
Polaris Industries, Inc.		0.6
Church & Dwight Co., Inc.		0.6
Cimarex Energy Co.		0.6

Top Sectors

	% of Market Value of Total Long-Term Investments
Financials		24.6
Industrials		16.6
Information Technology		15.4
Consumer Discretionary		13.7
Health Care		8.7
Materials		6.9
Energy		5.6
Utilities		4.2
Consumer Staples		3.9
Telecommunication Services		0.4

MSF-2

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

MetLife Mid Cap Stock Index Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.29	%	$	1,000.00	$	1,164.00	$	1.58
	Hypothetical*		0.29	%	$	1,000.00	$	1,023.74	$	1.48
Class B(a)	Actual		0.54	%	$	1,000.00	$	1,162.40	$	2.94
	Hypothetical*		0.54	%	$	1,000.00	$	1,022.48	$	2.75
Class E(a)	Actual		0.44	%	$	1,000.00	$	1,163.10	$	2.40
	Hypothetical*		0.44	%	$	1,000.00	$	1,022.99	$	2.24
Class G(a)	Actual		0.59	%	$	1,000.00	$	1,161.90	$	3.22
	Hypothetical*		0.59	%	$	1,000.00	$	1,022.23	$	3.01

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 6 of the Notes to Financial Statements.

MSF-3

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—94.7% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—1.7%
Alliant Techsystems, Inc.		17,818	$	2,168,094
BE Aerospace, Inc. (a)		55,099		4,795,266
Esterline Technologies Corp. (a)		17,554		1,789,806
Exelis, Inc.		105,358		2,008,123
Huntington Ingalls Industries, Inc.		27,624		2,486,436
Triumph Group, Inc.		29,123		2,215,387
				15,463,112
Air Freight & Logistics—0.1%
UTi Worldwide, Inc.		50,988		895,349
Airlines—0.4%
Alaska Air Group, Inc.		38,881		2,852,699
JetBlue Airways Corp. (a) (b)		121,633		1,039,962
				3,892,661
Auto Components—0.3%
Gentex Corp.		80,975		2,671,365
Automobiles—0.2%
Thor Industries, Inc.		25,048		1,383,401
Biotechnology—0.6%
Cubist Pharmaceuticals, Inc. (a) (b)		41,436		2,853,697
United Therapeutics Corp. (a) (b)		25,854		2,923,571
				5,777,268
Building Products—1.0%
AO Smith Corp.		42,873		2,312,570
Fortune Brands Home & Security, Inc.		92,995		4,249,871
Lennox International, Inc.		25,483		2,167,584
				8,730,025
Capital Markets—2.6%
Affiliated Managers Group, Inc. (a)		29,642		6,428,757
Apollo Investment Corp.		125,740		1,066,275
Eaton Vance Corp. (b)		67,893		2,905,142
Federated Investors, Inc. - Class B (b)		52,699		1,517,731
Greenhill & Co., Inc. (b)		14,604		846,156
Janus Capital Group, Inc. (b)		83,586		1,033,959
Raymond James Financial, Inc.		68,959		3,598,970
SEI Investments Co.		80,180		2,784,651
Waddell & Reed Financial, Inc. - Class A		47,789		3,112,020
				23,293,661
Chemicals—2.7%
Albemarle Corp.		45,542		2,886,907
Ashland, Inc.		40,331		3,913,720
Cabot Corp.		33,349		1,714,139
Cytec Industries, Inc.		19,841		1,848,388
Intrepid Potash, Inc. (a) (b)		30,944		490,153
Minerals Technologies, Inc.		19,264		1,157,189
NewMarket Corp. (b)		6,382		2,132,545
Olin Corp. (b)		44,518		1,284,344
RPM International, Inc.		74,381		3,087,555
Chemicals—(Continued)
Scotts Miracle-Gro Co. (The) - Class A		24,581		1,529,430
Sensient Technologies Corp.		28,006		1,358,851
Valspar Corp. (The)		45,101		3,215,250
				24,618,471
Commercial Banks—4.4%
Associated Banc-Corp.		90,933		1,582,234
BancorpSouth, Inc. (b)		46,878		1,191,639
Bank of Hawaii Corp. (b)		24,910		1,473,177
Cathay General Bancorp		41,136		1,099,565
City National Corp.		26,482		2,097,904
Commerce Bancshares, Inc.		45,588		2,047,337
Cullen/Frost Bankers, Inc. (b)		29,448		2,191,815
East West Bancorp, Inc.		77,063		2,694,893
First Horizon National Corp. (b)		132,223		1,540,398
First Niagara Financial Group, Inc.		198,041		2,103,195
FirstMerit Corp.		92,344		2,052,807
Fulton Financial Corp.		107,673		1,408,363
Hancock Holding Co.		45,939		1,685,042
International Bancshares Corp.		31,960		843,424
Prosperity Bancshares, Inc. (b)		31,735		2,011,682
Signature Bank (a)		26,458		2,842,118
SVB Financial Group (a)		25,550		2,679,173
Synovus Financial Corp.		543,966		1,958,278
TCF Financial Corp. (b)		92,240		1,498,900
Trustmark Corp.		37,590		1,008,916
Valley National Bancorp (b)		111,689		1,130,293
Webster Financial Corp.		50,545		1,575,993
Westamerica Bancorp (b)		14,899		841,198
				39,558,344
Commercial Services & Supplies—1.7%
Brink’s Co. (The)		27,005		921,951
Clean Harbors, Inc. (a) (b)		30,884		1,851,805
Copart, Inc. (a)		62,515		2,291,175
Deluxe Corp.		28,254		1,474,576
Herman Miller, Inc.		32,999		974,130
HNI Corp.		25,318		983,098
Mine Safety Appliances Co.		17,687		905,751
Rollins, Inc.		35,911		1,087,744
RR Donnelley & Sons Co.		101,659		2,061,645
Waste Connections, Inc. (b)		69,123		3,015,836
				15,567,711
Communications Equipment—0.9%
ADTRAN, Inc. (b)		32,276		871,775
Ciena Corp. (a) (b)		57,706		1,380,905
InterDigital, Inc.		23,046		679,626
JDS Uniphase Corp. (a)		130,269		1,690,892
Plantronics, Inc.		24,491		1,137,607
Polycom, Inc. (a) (b)		79,970		898,063
Riverbed Technology, Inc. (a)		90,591		1,637,885
				8,296,753

See accompanying notes to financial statements.

MSF-4

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Computers & Peripherals—1.2%
3D Systems Corp. (a) (b)		53,480	$	4,969,897
Diebold, Inc. (b)		35,716		1,178,985
Lexmark International, Inc. - Class A		34,743		1,234,071
NCR Corp. (a)		93,099		3,170,952
				10,553,905
Construction & Engineering—0.8%
AECOM Technology Corp. (a)		54,934		1,616,708
Granite Construction, Inc.		20,229		707,610
KBR, Inc.		82,877		2,642,948
URS Corp.		41,897		2,220,122
				7,187,388
Construction Materials—0.5%
Eagle Materials, Inc.		27,936		2,163,085
Martin Marietta Materials, Inc.		25,876		2,586,047
				4,749,132
Containers & Packaging—1.6%
Aptargroup, Inc.		36,844		2,498,392
Greif, Inc. - Class A		17,036		892,686
Packaging Corp. of America		54,873		3,472,363
Rock-Tenn Co. - Class A		40,305		4,232,428
Silgan Holdings, Inc.		24,481		1,175,578
Sonoco Products Co.		57,041		2,379,751
				14,651,198
Distributors—0.6%
LKQ Corp. (a)		168,193		5,533,550
Diversified Consumer Services—0.8%
Apollo Group, Inc. - Class A (a)		55,846		1,525,713
DeVry, Inc. (b)		31,853		1,130,781
Matthews International Corp. - Class A (b)		15,264		650,399
Service Corp. International		118,589		2,150,019
Sotheby’s		38,442		2,045,114
				7,502,026
Diversified Financial Services—0.6%
CBOE Holdings, Inc.		48,786		2,534,921
MSCI, Inc. (a)		66,246		2,896,275
				5,431,196
Diversified Telecommunication Services—0.3%
tw telecom, Inc. (a)		80,603		2,455,973
Electric Utilities—1.5%
Cleco Corp.		33,822		1,576,781
Great Plains Energy, Inc.		85,897		2,082,143
Hawaiian Electric Industries, Inc. (b)		55,728		1,452,272
IDACORP, Inc.		28,105		1,456,963
OGE Energy Corp.		111,032		3,763,985
PNM Resources, Inc.		44,565		1,074,908
Westar Energy, Inc. (b)		71,141		2,288,606
				13,695,658
Electrical Equipment—0.9%
Acuity Brands, Inc.		24,020		2,625,866
General Cable Corp. (b)		27,839		818,745
Hubbell, Inc. - Class B		30,095		3,277,346
Regal-Beloit Corp.		25,215		1,858,850
				8,580,807
Electronic Equipment, Instruments & Components—2.0%
Arrow Electronics, Inc. (a)		56,364		3,057,747
Avnet, Inc.		76,970		3,395,147
Ingram Micro, Inc. - Class A (a)		86,242		2,023,237
Itron, Inc. (a) (b)		21,903		907,441
National Instruments Corp.		54,619		1,748,901
Tech Data Corp. (a)		21,127		1,090,153
Trimble Navigation, Ltd. (a)		144,259		5,005,787
Vishay Intertechnology, Inc. (a) (b)		75,805		1,005,174
				18,233,587
Energy Equipment & Services—2.7%
Atwood Oceanics, Inc. (a)		32,258		1,722,255
CARBO Ceramics, Inc. (b)		11,104		1,293,949
Dresser-Rand Group, Inc. (a)		42,683		2,545,187
Dril-Quip, Inc. (a)		22,768		2,502,886
Helix Energy Solutions Group, Inc. (a)		55,050		1,276,059
Oceaneering International, Inc.		60,535		4,775,001
Oil States International, Inc. (a)		30,858		3,138,876
Patterson-UTI Energy, Inc.		80,694		2,043,172
Superior Energy Services, Inc. (a)		89,228		2,374,357
Tidewater, Inc.		27,742		1,644,269
Unit Corp. (a)		24,452		1,262,212
				24,578,223
Food & Staples Retailing—0.5%
Harris Teeter Supermarkets, Inc.		27,669		1,365,465
SUPERVALU, Inc. (a) (b)		110,332		804,320
United Natural Foods, Inc. (a)		27,679		2,086,720
				4,256,505
Food Products—2.3%
Dean Foods Co. (a)		52,818		907,941
Flowers Foods, Inc.		98,001		2,104,082
Green Mountain Coffee Roasters, Inc. (a) (b)		73,373		5,545,531
Hain Celestial Group, Inc. (The) (a)		26,737		2,427,185
Hillshire Brands Co.		68,824		2,301,475
Ingredion, Inc.		42,901		2,937,002
Lancaster Colony Corp. (b)		10,838		955,370
Post Holdings, Inc. (a)		18,289		901,099
Tootsie Roll Industries, Inc. (b)		11,329		368,646
WhiteWave Foods Co. - Class A (a)		97,030		2,225,868
				20,674,199
Gas Utilities—1.3%
Atmos Energy Corp.		50,864		2,310,243
National Fuel Gas Co. (b)		46,825		3,343,305
Questar Corp.		97,949		2,251,847
UGI Corp.		63,836		2,646,641

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Gas Utilities—(Continued)
WGL Holdings, Inc.		28,948	$	1,159,657
				11,711,693
Health Care Equipment & Supplies—2.3%
Cooper Cos., Inc. (The)		27,386		3,391,482
Hill-Rom Holdings, Inc.		32,824		1,356,944
Hologic, Inc. (a) (b)		152,812		3,415,348
IDEXX Laboratories, Inc. (a) (b)		29,034		3,088,347
Masimo Corp. (a) (b)		28,782		841,298
ResMed, Inc. (b)		79,493		3,742,531
STERIS Corp.		32,939		1,582,719
Teleflex, Inc. (b)		23,021		2,160,751
Thoratec Corp. (a)		31,874		1,166,588
				20,746,008
Health Care Providers & Services—3.0%
Community Health Systems, Inc. (a)		53,136		2,086,651
Health Management Associates, Inc. - Class A (a)		147,982		1,938,564
Health Net, Inc. (a)		44,484		1,319,840
Henry Schein, Inc. (a) (b) (c)		48,035		5,488,479
LifePoint Hospitals, Inc. (a)		26,305		1,389,956
MEDNAX, Inc. (a)		56,278		3,004,120
Omnicare, Inc.		57,616		3,477,702
Owens & Minor, Inc. (b)		35,315		1,291,116
Universal Health Services, Inc. - Class B		50,033		4,065,682
VCA Antech, Inc. (a)		49,654		1,557,149
WellCare Health Plans, Inc. (a)		24,452		1,721,910
				27,341,169
Health Care Technology—0.3%
Allscripts Healthcare Solutions, Inc. (a)		88,861		1,373,791
HMS Holdings Corp. (a) (b)		49,388		1,122,589
				2,496,380
Hotels, Restaurants & Leisure—1.5%
Bally Technologies, Inc. (a) (b)		21,804		1,710,524
Bob Evans Farms, Inc.		15,261		772,054
Brinker International, Inc. (b)		37,500		1,737,750
Cheesecake Factory, Inc. (The)		26,921		1,299,477
Domino’s Pizza, Inc.		31,174		2,171,269
International Speedway Corp. - Class A		15,611		554,034
Life Time Fitness, Inc. (a) (b)		21,947		1,031,509
Panera Bread Co. - Class A (a) (b)		14,971		2,645,226
Scientific Games Corp. - Class A (a)		27,171		460,005
Wendy’s Co. (The) (b)		157,779		1,375,833
				13,757,681
Household Durables—1.7%
Jarden Corp. (a)		66,927		4,105,972
KB Home (b)		46,416		848,485
MDC Holdings, Inc. (b)		21,875		705,250
NVR, Inc. (a)		2,341		2,401,889
Tempur Sealy International, Inc. (a) (b)		33,841		1,826,060
Toll Brothers, Inc. (a)		88,922		3,290,114
Household Durables—(Continued)
Tupperware Brands Corp. (b)		28,346		2,679,547
				15,857,317
Household Products—1.0%
Church & Dwight Co., Inc.		77,684		5,148,895
Energizer Holdings, Inc.		34,841		3,771,190
				8,920,085
Industrial Conglomerates—0.3%
Carlisle Cos., Inc.		35,585		2,825,449
Insurance—4.7%
Alleghany Corp. (a)		9,381		3,752,025
American Financial Group, Inc.		39,999		2,308,742
Arthur J. Gallagher & Co.		73,594		3,453,766
Aspen Insurance Holdings, Ltd.		36,716		1,516,738
Brown & Brown, Inc.		66,720		2,094,341
Everest Re Group, Ltd.		26,801		4,177,472
Fidelity National Financial, Inc. - Class A		139,716		4,533,784
First American Financial Corp. (b)		59,139		1,667,720
Hanover Insurance Group, Inc. (The)		24,539		1,465,224
HCC Insurance Holdings, Inc.		56,061		2,586,655
Kemper Corp.		28,661		1,171,662
Mercury General Corp.		20,295		1,008,864
Old Republic International Corp.		135,283		2,336,337
Primerica, Inc.		30,676		1,316,307
Protective Life Corp.		43,958		2,226,912
Reinsurance Group of America, Inc.		39,492		3,057,076
StanCorp Financial Group, Inc.		24,614		1,630,678
W.R. Berkley Corp.		61,206		2,655,728
				42,960,031
Internet & Catalog Retail—0.1%
HSN, Inc.		18,639		1,161,210
Internet Software & Services—1.1%
AOL, Inc. (a)		43,904		2,046,804
Equinix, Inc. (a) (b)		27,850		4,941,983
Rackspace Hosting, Inc. (a) (b)		64,144		2,509,955
ValueClick, Inc. (a) (b)		35,108		820,474
				10,319,216
IT Services—3.1%
Acxiom Corp. (a)		42,027		1,554,158
Broadridge Financial Solutions, Inc.		66,681		2,635,233
Convergys Corp.		56,908		1,197,913
CoreLogic, Inc. (a)		52,435		1,863,016
DST Systems, Inc.		16,516		1,498,662
Gartner, Inc. (a)		51,573		3,664,262
Global Payments, Inc.		40,781		2,650,357
Jack Henry & Associates, Inc.		47,883		2,835,152
Leidos Holdings, Inc. (b)		40,747		1,894,328
Lender Processing Services, Inc.		47,791		1,786,428
ManTech International Corp. - Class A (b)		13,309		398,338
NeuStar, Inc. - Class A (a)		35,035		1,746,845

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
IT Services—(Continued)
Science Applications International Corp. (b)		23,311	$	770,895
VeriFone Systems, Inc. (a)		61,116		1,639,131
WEX, Inc. (a)		21,751		2,154,002
				28,288,720
Leisure Equipment & Products—0.8%
Brunswick Corp.		50,884		2,343,717
Polaris Industries, Inc. (b)		36,042		5,249,157
				7,592,874
Life Sciences Tools & Services—1.3%
Bio-Rad Laboratories, Inc. - Class A (a)		11,238		1,389,129
Charles River Laboratories International, Inc. (a)		26,921		1,427,890
Covance, Inc. (a) (c)		31,426		2,767,374
Mettler-Toledo International, Inc. (a)		16,609		4,029,177
Techne Corp.		18,564		1,757,454
				11,371,024
Machinery—5.3%
AGCO Corp.		50,658		2,998,447
CLARCOR, Inc.		28,018		1,802,958
Crane Co.		27,329		1,837,875
Donaldson Co., Inc.		75,270		3,271,234
Graco, Inc.		34,259		2,676,313
Harsco Corp.		45,132		1,265,050
IDEX Corp.		45,385		3,351,682
ITT Corp.		50,745		2,203,348
Kennametal, Inc.		43,875		2,284,571
Lincoln Electric Holdings, Inc.		45,663		3,257,599
Nordson Corp.		33,777		2,509,631
Oshkosh Corp.		48,336		2,435,168
SPX Corp.		25,375		2,527,604
Terex Corp.		62,327		2,617,111
Timken Co.		44,477		2,449,348
Trinity Industries, Inc.		43,691		2,382,033
Valmont Industries, Inc. (b)		14,987		2,234,862
Wabtec Corp.		53,882		4,001,816
Woodward, Inc.		33,905		1,546,407
				47,653,057
Marine—0.4%
Kirby Corp. (a) (b)		31,761		3,152,279
Matson, Inc.		23,967		625,779
				3,778,058
Media—1.3%
AMC Networks, Inc. - Class A (a)		33,161		2,258,596
Cinemark Holdings, Inc.		58,074		1,935,606
DreamWorks Animation SKG, Inc. - Class A (a) (b)		39,849		1,414,639
John Wiley & Sons, Inc. - Class A (b)		25,918		1,430,674
Lamar Advertising Co. - Class A (a)		36,535		1,908,954
Meredith Corp.		20,759		1,075,316
New York Times Co. (The) - Class A (b)		70,383		1,116,978
Media—(Continued)
Valassis Communications, Inc. (b)		21,534		737,540
				11,878,303
Metals & Mining—1.5%
Carpenter Technology Corp.		29,637		1,843,422
Commercial Metals Co.		65,473		1,331,066
Compass Minerals International, Inc.		18,730		1,499,337
Reliance Steel & Aluminum Co.		43,273		3,281,824
Royal Gold, Inc. (b)		36,429		1,678,284
Steel Dynamics, Inc.		124,197		2,426,809
Worthington Industries, Inc.		29,638		1,247,167
				13,307,909
Multi-Utilities—1.0%
Alliant Energy Corp.		62,072		3,202,915
Black Hills Corp.		24,889		1,306,921
MDU Resources Group, Inc.		105,648		3,227,547
Vectren Corp.		46,080		1,635,840
				9,373,223
Multiline Retail—0.3%
Big Lots, Inc. (a)		32,612		1,053,041
J.C. Penney Co., Inc. (a) (b)		170,433		1,559,462
				2,612,503
Office Electronics—0.2%
Zebra Technologies Corp. - Class A (a)		28,124		1,520,946
Oil, Gas & Consumable Fuels—2.7%
Alpha Natural Resources, Inc. (a) (b)		123,622		882,661
Bill Barrett Corp. (a) (b)		27,407		733,959
Cimarex Energy Co.		48,590		5,097,577
Energen Corp.		40,667		2,877,190
Gulfport Energy Corp. (a)		47,044		2,970,829
HollyFrontier Corp.		111,176		5,524,335
Rosetta Resources, Inc. (a)		34,279		1,646,763
SM Energy Co.		37,479		3,114,880
World Fuel Services Corp. (b)		40,429		1,744,916
				24,593,110
Paper & Forest Products—0.3%
Domtar Corp.		18,127		1,710,101
Louisiana-Pacific Corp. (a)		78,955		1,461,457
				3,171,558
Pharmaceuticals—1.0%
Endo Health Solutions, Inc. (a)		64,251		4,334,372
Mallinckrodt plc (a) (b)		32,281		1,687,005
Salix Pharmaceuticals, Ltd. (a)		35,191		3,165,079
				9,186,456
Professional Services—1.2%
Corporate Executive Board Co. (The)		18,805		1,456,071
FTI Consulting, Inc. (a)		22,501		925,691
Manpowergroup, Inc.		44,196		3,794,669

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Professional Services—(Continued)
Towers Watson & Co. - Class A		36,116	$	4,608,763
				10,785,194
Real Estate Investment Trusts—7.9%
Alexandria Real Estate Equities, Inc.		40,075		2,549,571
American Campus Communities, Inc.		58,625		1,888,311
BioMed Realty Trust, Inc.		107,484		1,947,610
BRE Properties, Inc.		43,186		2,362,706
Camden Property Trust		47,729		2,714,825
Corporate Office Properties Trust		48,888		1,158,157
Corrections Corp. of America		64,815		2,078,617
Duke Realty Corp.		182,276		2,741,431
Equity One, Inc.		35,404		794,466
Essex Property Trust, Inc.		21,282		3,054,180
Extra Space Storage, Inc.		61,524		2,592,006
Federal Realty Investment Trust		36,390		3,690,310
Highwoods Properties, Inc.		50,304		1,819,496
Home Properties, Inc.		31,829		1,706,671
Hospitality Properties Trust		82,990		2,243,220
Kilroy Realty Corp. (b)		45,915		2,304,015
Liberty Property Trust		82,015		2,777,848
Mack-Cali Realty Corp.		49,247		1,057,825
Mid-America Apartment Communities, Inc.		41,836		2,541,119
National Retail Properties, Inc. (b)		68,178		2,067,839
Omega Healthcare Investors, Inc.		68,550		2,042,790
Potlatch Corp.		22,676		946,496
Rayonier, Inc.		70,639		2,973,902
Realty Income Corp. (b)		115,323		4,305,007
Regency Centers Corp.		51,656		2,391,673
Senior Housing Properties Trust		105,278		2,340,330
SL Green Realty Corp.		53,073		4,902,884	��
Taubman Centers, Inc.		35,558		2,272,867
UDR, Inc.		140,285		3,275,655
Weingarten Realty Investors (b)		62,766		1,721,044
				71,262,871
Real Estate Management & Development—0.4%
Alexander & Baldwin, Inc.		23,881		996,554
Jones Lang LaSalle, Inc.		24,862		2,545,620
				3,542,174
Road & Rail—1.3%
Con-way, Inc.		31,830		1,263,969
Genesee & Wyoming, Inc. - Class A (a)		28,428		2,730,509
J.B. Hunt Transport Services, Inc.		51,433		3,975,771
Landstar System, Inc.		25,578		1,469,456
Old Dominion Freight Line, Inc. (a)		39,049		2,070,378
Werner Enterprises, Inc. (b)		25,561		632,124
				12,142,207
Semiconductors & Semiconductor Equipment—2.3%
Advanced Micro Devices, Inc. (a) (b)		344,161		1,331,903
Atmel Corp. (a) (c)		238,268		1,865,638
Cree, Inc. (a) (b)		67,532		4,225,477
Cypress Semiconductor Corp. (a) (b)		77,776		816,648
Semiconductors & Semiconductor Equipment—(Continued)
Fairchild Semiconductor International, Inc. (a)		71,059		948,638
Integrated Device Technology, Inc. (a)		77,150		786,159
International Rectifier Corp. (a)		39,781		1,037,091
Intersil Corp. - Class A		71,437		819,382
RF Micro Devices, Inc. (a)		157,969		815,120
Semtech Corp. (a)		38,403		970,828
Silicon Laboratories, Inc. (a)		22,196		961,309
Skyworks Solutions, Inc. (a)		105,037		2,999,857
SunEdison, Inc. (a) (b)		137,229		1,790,838
Teradyne, Inc. (a) (b)		107,204		1,888,934
				21,257,822
Software—4.2%
ACI Worldwide, Inc. (a)		21,567		1,401,855
Advent Software, Inc. (b)		22,556		789,234
ANSYS, Inc. (a)		51,842		4,520,622
Cadence Design Systems, Inc. (a)		160,989		2,257,066
CommVault Systems, Inc. (a)		24,867		1,862,041
Compuware Corp.		121,177		1,358,394
Concur Technologies, Inc. (a) (b)		26,343		2,718,071
FactSet Research Systems, Inc. (b)		22,429		2,435,341
Fair Isaac Corp.		19,340		1,215,326
Informatica Corp. (a)		60,712		2,519,548
Mentor Graphics Corp.		54,504		1,311,911
MICROS Systems, Inc. (a) (b)		42,120		2,416,424
PTC, Inc. (a)		66,856		2,366,034
Rovi Corp. (a)		57,174		1,125,756
SolarWinds, Inc. (a)		36,580		1,383,821
Solera Holdings, Inc.		38,526		2,726,100
Synopsys, Inc. (a)		86,389		3,504,802
TIBCO Software, Inc. (a)		85,751		1,927,683
				37,840,029
Specialty Retail—4.4%
Aaron’s, Inc.		42,672		1,254,557
Abercrombie & Fitch Co. - Class A		42,741		1,406,606
Advance Auto Parts, Inc.		40,749		4,510,099
American Eagle Outfitters, Inc. (b)		94,920		1,366,848
ANN, Inc. (a)		25,692		939,300
Ascena Retail Group, Inc. (a)		72,034		1,524,239
Cabela’s, Inc. (a) (b)		26,069		1,737,760
Chico’s FAS, Inc.		88,843		1,673,802
CST Brands, Inc. (b)		42,297		1,553,146
Dick’s Sporting Goods, Inc.		57,005		3,311,990
Foot Locker, Inc.		83,081		3,442,877
Guess?, Inc. (b)		33,243		1,032,860
Murphy USA, Inc. (a)		24,844		1,032,517
Office Depot, Inc. (a)		267,031		1,412,594
Rent-A-Center, Inc.		29,945		998,366
Signet Jewelers, Ltd.		44,880		3,532,056
Tractor Supply Co.		78,098		6,058,843
Williams-Sonoma, Inc.		49,797		2,902,169
				39,690,629

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares/ Principal Amount*		Value
Textiles, Apparel & Luxury Goods—1.3%
Carter’s, Inc.		30,507	$	2,190,097
Deckers Outdoor Corp. (a) (b)		19,323		1,632,021
Hanesbrands, Inc.		55,451		3,896,542
Under Armour, Inc. - Class A (a) (b)		44,917		3,921,254
				11,639,914
Thrifts & Mortgage Finance—0.7%
Astoria Financial Corp.		47,016		650,231
New York Community Bancorp, Inc. (b)		246,661		4,156,238
Washington Federal, Inc.		56,947		1,326,296
				6,132,765
Tobacco—0.1%
Universal Corp. (b)		12,989		709,199
Trading Companies & Distributors—1.0%
GATX Corp.		25,848		1,348,490
MSC Industrial Direct Co., Inc. - Class A		26,964		2,180,579
United Rentals, Inc. (a) (b)		52,164		4,066,184
Watsco, Inc.		15,153		1,455,597
				9,050,850
Water Utilities—0.3%
Aqua America, Inc. (b)		98,867		2,332,273
Wireless Telecommunication Services—0.2%
Telephone & Data Systems, Inc.		55,236		1,423,984
Total Common Stocks (Cost $575,785,037)				858,465,359
Investment Company Security—2.7%
SPDR S&P MidCap 400 ETF Trust (Cost $22,527,389)		101,500		24,786,300
Short-Term Investments—18.1%
Discount Notes—1.4%
Federal Home Loan Bank
0.010%, 01/03/14 (d)		525,000		525,000
0.030%, 02/26/14 (d)		475,000		474,978
0.051%, 02/26/14 (d)		500,000		499,961
0.061%, 01/22/14 (d)		600,000		599,979
0.076%, 02/26/14 (d)		200,000		199,977
0.081%, 03/12/14 (d)		325,000		324,949
0.091%, 03/12/14 (d)		1,925,000		1,924,663
0.096%, 03/12/14 (d)		150,000		149,972
0.122%, 01/22/14 (d)		500,000		499,965
0.132%, 01/22/14 (d)		150,000		149,989
0.142%, 01/22/14 (d)		425,000		424,965
Federal Home Loan Mortgage Corp.
0.041%, 01/22/14 (d)		1,100,000		1,099,974
0.051%, 01/15/14 (d)		1,025,000		1,024,980
0.051%, 01/22/14 (d)		2,350,000		2,349,932
0.061%, 01/22/14 (d)		275,000		274,990
Discount Notes—(Continued)
0.066%, 02/24/14 (d)		750,000	$	749,927
0.086%, 01/15/14 (d)		125,000		124,996
0.091%, 01/15/14 (d)		725,000		724,975
0.132%, 02/24/14 (d)		375,000		374,927
				12,499,099
Mutual Fund—15.4%
State Street Navigator Securities Lending MET Portfolio (e)		140,209,100		140,209,100
U.S. Treasury—1.3%
U.S. Treasury Bills
0.046%, 05/15/14 (d)		1,375,000		1,374,770
0.051%, 05/15/14 (d)		175,000		174,967
0.063%, 05/15/14 (d)		2,250,000		2,249,481
0.077%, 05/15/14 (d)		150,000		149,958
0.077%, 05/15/14 (d)		1,550,000		1,549,561
0.078%, 05/15/14 (d)		325,000		324,907
0.084%, 05/15/14 (d)		4,500,000		4,498,618
0.086%, 05/15/14 (d)		1,175,000		1,174,628
				11,496,890
Total Short-Term Investments (Cost $164,205,089)				164,205,089
Total Investments—115.5% (Cost $762,517,515) (f)				1,047,456,748
Other assets and liabilities (net)—(15.5)%				(140,675,718	)
Net Assets—100.0%			$	906,781,030

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) Non-income producing security.

(b) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $138,225,637 and the collateral received consisted of cash in the amount of $140,209,100 and non-cash collateral with a value of $757,895. The cash collateral is invested in a money market fund managed by an affiliate of the custodian. The non-cash collateral received consists primarily of government securities and bank letters of credit, and is held for the benefit of the Portfolio at the Portfolio’s custodian. The Portfolio cannot repledge or resell this collateral. As such, this collateral is excluded from the Statement of Assets and Liabilities.

(c) All or a portion of the security was pledged as collateral against open futures contracts. As of December 31, 2013, the market value of securities pledged was $4,872,340.

(d) The rate shown represents the discount rate at the time of purchase by the Portfolio.

(e) Represents investment of cash collateral received from securities lending transactions.

(f) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $767,457,368. The aggregate unrealized appreciation and depreciation of investments were $302,115,747 and $(22,116,367), respectively, resulting in net unrealized appreciation of $279,999,380 for federal income tax purposes.

(ETF)— Exchange-Traded Fund

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Schedule of Investments as of December 31, 2013

Futures Contracts

Futures Contracts—Long	Expiration Date		Number of Contracts		Notional Amount			Unrealized Appreciation
S&P Midcap 400 E-Mini Index Futures		03/21/14		170		USD	22,340,786	$	429,014

(USD)— United States Dollar

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2			Level 3		Total
Total Common Stocks*	$	858,465,359	$	—		$	—	$	858,465,359
Total Investment Company Security		24,786,300		—			—		24,786,300
Short-Term Investments
Discount Notes		—		12,499,099			—		12,499,099
Mutual Fund		140,209,100		—			—		140,209,100
U.S. Treasury		—		11,496,890			—		11,496,890
Total Short-Term Investments		140,209,100		23,995,989			—		164,205,089
Total Investments	$	1,023,460,759	$	23,995,989		$	—	$	1,047,456,748
Collateral for Securities Loaned (Liability)	$	—	$	(140,209,100	)	$	—	$	(140,209,100	)
Futures Contracts
Futures Contracts (Unrealized Appreciation)	$	429,014	$	—		$	—	$	429,014

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a)(b)	$	1,047,456,748
Cash		6,878
Receivable for:
Investments sold		971,863
Fund shares sold		212,458
Dividends		870,268
Variation margin on futures contracts		59,500
Prepaid expenses		412
Total Assets		1,049,578,127
Liabilities
Collateral for securities loaned		140,209,100
Payables for:
Investments purchased		1,462,860
Fund shares redeemed		676,257
Accrued Expenses:
Management fees		186,413
Distribution and service fees		111,940
Deferred trustees’ fees		48,554
Other expenses		101,973
Total Liabilities		142,797,097
Net Assets	$	906,781,030
Net assets consist of:
Paid in surplus	$	575,701,507
Undistributed net investment income		8,012,162
Accumulated net realized gain		37,699,114
Unrealized appreciation on investments and futures contracts		285,368,247
Net Assets	$	906,781,030
Net Assets
Class A	$	370,049,735
Class B		388,420,994
Class E		44,974,310
Class G		103,335,991
Capital Shares Outstanding*
Class A		20,056,659
Class B		21,288,213
Class E		2,453,258
Class G		5,689,730
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	18.45
Class B		18.25
Class E		18.33
Class G		18.16

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $762,517,515.

(b) Includes securities loaned at value of $138,225,637.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends	$	10,598,996
Interest		18,103
Securities lending income		514,457
Total investment income		11,131,556
Expenses
Management fees		2,016,734
Administration fees		14,945
Custodian and accounting fees		82,696
Distribution and service fees—Class B		880,100
Distribution and service fees—Class E		63,046
Distribution and service fees—Class G		282,377
Audit and tax services		37,723
Legal		27,755
Trustees’ fees and expenses		35,359
Shareholder reporting		148,030
Insurance		1,556
Miscellaneous		32,567
Total expenses		3,622,888
Less management fee waiver		(15,335	)
Net expenses		3,607,553
Net Investment Income		7,524,003
Net Realized and Unrealized Gain
Net realized gain on:
Investments		39,169,764
Futures contracts		5,358,470
Net realized gain		44,528,234
Net change in unrealized appreciation on:
Investments		173,450,433
Futures contracts		274,806
Net change in unrealized appreciation		173,725,239
Net realized and unrealized gain		218,253,473
Net Increase in Net Assets From Operations	$	225,777,476

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	7,524,003		$	8,201,616
Net realized gain		44,528,234			24,550,841
Net change in unrealized appreciation		173,725,239			71,970,894
Increase in net assets from operations		225,777,476			104,723,351
From Distributions to Shareholders
Net investment income
Class A		(3,571,780	)		(2,531,522	)
Class B		(3,295,981	)		(2,261,039	)
Class E		(433,931	)		(332,335	)
Class G		(892,583	)		(507,803	)
Net realized capital gains
Class A		(8,753,637	)		(10,643,088	)
Class B		(9,929,931	)		(12,498,522	)
Class E		(1,200,289	)		(1,626,262	)
Class G		(2,689,121	)		(2,972,143	)
Total distributions		(30,767,253	)		(33,372,714	)
Increase (decrease) in net assets from capital share transactions		30,910,895			(2,401,699	)
Total increase in net assets		225,921,118			68,948,938
Net Assets
Beginning of period		680,859,912			611,910,974
End of period	$	906,781,030		$	680,859,912
Undistributed Net Investment Income
End of period	$	8,012,162		$	8,078,085

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		4,834,598		$	79,130,076			1,931,578		$	26,719,092
Reinvestments		818,964			12,325,417			963,761			13,174,610
Redemptions		(3,580,846	)		(58,551,359	)		(3,156,268	)		(43,673,085	)
Net increase (decrease)		2,072,716		$	32,904,134			(260,929	)	$	(3,779,383	)
Class B
Sales		1,892,315		$	30,939,584			1,745,590		$	23,656,383
Reinvestments		887,050			13,225,912			1,089,266			14,759,561
Redemptions		(3,253,801	)		(52,967,918	)		(2,536,702	)		(35,040,000	)
Net increase (decrease)		(474,436	)	$	(8,802,422	)		298,154		$	3,375,944
Class E
Sales		189,870		$	3,072,272			82,330		$	1,130,053
Reinvestments		109,166			1,634,220			144,015			1,958,597
Redemptions		(459,847	)		(7,545,262	)		(492,859	)		(6,785,386	)
Net decrease		(160,811	)	$	(2,838,770	)		(266,514	)	$	(3,696,736	)
Class G
Sales		2,144,831		$	33,901,061			1,248,776		$	17,126,225
Reinvestments		241,192			3,581,704			257,774			3,479,946
Redemptions		(1,701,787	)		(27,834,812	)		(1,402,335	)		(18,907,695	)
Net increase		684,236		$	9,647,953			104,215		$	1,698,476
Increase (decrease) derived from capital shares transactions				$	30,910,895					$	(2,401,699	)

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	14.47		$	12.97		$	13.88		$	11.10		$	8.66
Income (Loss) from Investment Operations
Net investment income (a)		0.18			0.19			0.14			0.13			0.15
Net realized and unrealized gain (loss) on investments		4.46			2.05			(0.34	)		2.79			2.85
Total from investment operations		4.64			2.24			(0.20	)		2.92			3.00
Less Distributions
Distributions from net investment income		(0.19	)		(0.14	)		(0.13	)		(0.12	)		(0.17	)
Distributions from net realized capital gains		(0.47	)		(0.60	)		(0.58	)		(0.02	)		(0.39	)
Total distributions		(0.66	)		(0.74	)		(0.71	)		(0.14	)		(0.56	)
Net Asset Value, End of Period	$	18.45		$	14.47		$	12.97		$	13.88		$	11.10
Total Return (%) (b)		33.15			17.60			(1.89	)		26.28			36.99
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.30			0.32			0.30			0.31			0.34
Net ratio of expenses to average net assets (%) (c)		0.30			0.31			0.30			0.30			0.34
Ratio of net investment income to average net assets (%)		1.09			1.40			1.03			1.07			1.59
Portfolio turnover rate (%)		16			11			24			22			21
Net assets, end of period (in millions)	$	370.0		$	260.2		$	236.6		$	257.4		$	215.0

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	14.32		$	12.84		$	13.75		$	11.01		$	8.58
Income (Loss) from Investment Operations
Net investment income (a)		0.14			0.16			0.11			0.10			0.12
Net realized and unrealized gain (loss) on investments		4.42			2.03			(0.34	)		2.76			2.85
Total from investment operations		4.56			2.19			(0.23	)		2.86			2.97
Less Distributions
Distributions from net investment income		(0.16	)		(0.11	)		(0.10	)		(0.10	)		(0.15	)
Distributions from net realized capital gains		(0.47	)		(0.60	)		(0.58	)		(0.02	)		(0.39	)
Total distributions		(0.63	)		(0.71	)		(0.68	)		(0.12	)		(0.54	)
Net Asset Value, End of Period	$	18.25		$	14.32		$	12.84		$	13.75		$	11.01
Total Return (%) (b)		32.83			17.33			(2.19	)		25.99			36.78
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.55			0.57			0.55			0.56			0.59
Net ratio of expenses to average net assets (%) (c)		0.55			0.56			0.55			0.55			0.59
Ratio of net investment income to average net assets (%)		0.83			1.16			0.79			0.83			1.34
Portfolio turnover rate (%)		16			11			24			22			21
Net assets, end of period (in millions)	$	388.4		$	311.6		$	275.5		$	267.9		$	205.4

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-13

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	14.38		$	12.89		$	13.80		$	11.05		$	8.61
Income (Loss) from Investment Operations
Net investment income (a)		0.15			0.17			0.12			0.11			0.13
Net realized and unrealized gain (loss) on investments		4.44			2.04			(0.34	)		2.76			2.86
Total from investment operations		4.59			2.21			(0.22	)		2.87			2.99
Less Distributions
Distributions from net investment income		(0.17	)		(0.12	)		(0.11	)		(0.10	)		(0.16	)
Distributions from net realized capital gains		(0.47	)		(0.60	)		(0.58	)		(0.02	)		(0.39	)
Total distributions		(0.64	)		(0.72	)		(0.69	)		(0.12	)		(0.55	)
Net Asset Value, End of Period	$	18.33		$	14.38		$	12.89		$	13.80		$	11.05
Total Return (%) (b)		32.95			17.46			(2.10	)		26.08			36.93
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.45			0.47			0.45			0.46			0.49
Net ratio of expenses to average net assets (%) (c)		0.45			0.46			0.45			0.45			0.49
Ratio of net investment income to average net assets (%)		0.93			1.24			0.87			0.92			1.45
Portfolio turnover rate (%)		16			11			24			22			21
Net assets, end of period (in millions)	$	45.0		$	37.6		$	37.1		$	46.9		$	44.8

	Class G
	Year Ended December 31,
	2013			2012			2011			2010			2009(d)
Net Asset Value, Beginning of Period	$	14.26		$	12.79		$	13.70		$	10.97		$	8.19
Income (Loss) from Investment Operations
Net investment income (a)		0.13			0.15			0.10			0.10			0.09
Net realized and unrealized gain (loss) on investments		4.40			2.02			(0.33	)		2.74			2.69
Total from investment operations		4.53			2.17			(0.23	)		2.84			2.78
Less Distributions
Distributions from net investment income		(0.16	)		(0.10	)		(0.10	)		(0.09	)		0.00
Distributions from net realized capital gains		(0.47	)		(0.60	)		(0.58	)		(0.02	)		0.00
Total distributions		(0.63	)		(0.70	)		(0.68	)		(0.11	)		0.00
Net Asset Value, End of Period	$	18.16		$	14.26		$	12.79		$	13.70		$	10.97
Total Return (%) (b)		32.75			17.27			(2.24	)		25.92			33.94	(e)
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.60			0.62			0.60			0.61			0.64	(f)
Net ratio of expenses to average net assets (%) (c)		0.60			0.61			0.60			0.60			0.64	(f)
Ratio of net investment income to average net assets (%)		0.79			1.10			0.76			0.82			1.35	(f)
Portfolio turnover rate (%)		16			11			24			22			21
Net assets, end of period (in millions)	$	103.3		$	71.4		$	62.7		$	41.3		$	8.4

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

(d) Commencement of operations was April 28, 2009.

(e) Periods less than one year are not computed on an annualized basis.

(f) Computed on an annualized basis.

See accompanying notes to financial statements.

MSF-14

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is MetLife Mid Cap Stock Index Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers four classes of shares: Class A, B, E, and G shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-15

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-16

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to real estate investment trust (REIT) adjustments. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

3. Investments in Derivative Instruments

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign

MSF-17

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

At December 31, 2013, the Portfolio had the following derivatives, categorized by risk exposure:

	Asset Derivatives
Risk Exposure	Statement of Assets & Liabilities Location	Fair Value
Equity	Unrealized appreciation on futures contracts*	$	429,014

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only the current day’s variation margin is reported within the Statement of Assets and Liabilities.

Transactions in derivative instruments during the year ended December 31, 2013 were as follows:

Statement of Operations Location—Net Realized Gain (Loss)	Equity
Futures contracts	$	5,358,470
Statement of Operations Location—Net Change in Unrealized Appreciation (Depreciation)	Equity
Futures contracts	$	274,806

For the year ended December 31, 2013, the average amount or number per contract outstanding for each derivative type was as follows:

Derivative Description	Average Notional Par or Face Amount‡
Futures contracts long	$	17,000

‡ Averages are based on activity levels during 2013.

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements

MSF-18

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Collateral requirements may differ by type of derivative or investment, as applicable. Collateral or margin requirements are set by the broker or exchange clearing house for exchange traded derivatives (e.g., futures contracts and exchange traded options) while collateral terms are contract specific for over-the-counter traded derivatives (e.g., forward foreign currency exchange contracts, swap agreements and over-the-counter options).

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

Customer Account Agreements and related addendums govern cleared derivatives transactions such as futures, options on futures, and cleared OTC derivatives. Cleared derivative transactions require posting of initial margin as determined by each relevant clearing agency which is segregated at a broker account registered with the Commodities Futures Trading Commission (CFTC), or the applicable regulator. In the U.S., counterparty risk is significantly reduced as creditors of the futures broker do not have claim to Portfolio assets in the segregated account. Additionally, portability of exposure in the event of default further reduces risk to the Portfolio. Variation margin, or changes in market value, are exchanged daily, but may not be netted between futures and cleared OTC derivatives.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	136,976,300	$	0	$	128,684,721

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the annual rate of 0.250% of average daily net assets. Fees earned by MetLife Advisers with respect to the Portfolio for the year ended December 31, 2013 were $2,016,734.

MetLife Advisers has entered into an investment subadvisory agreement with MetLife Investment Management, LLC (“MIM”) with respect to the Portfolio. For providing subadvisory services to the Portfolio, MetLife Advisers has agreed to pay MIM an investment subadvisory fee for each class of the Portfolio as follows:

% per annum			Average Daily Net Assets
	0.030	%	On the first $500 million
	0.020	%	On the next $500 million
	0.010	%	On amounts over $1 billion

Fees earned by MIM with respect to the Portfolio for the year ended December 31, 2013 were $211,339.

MSF-19

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum reduction			Average Daily Net Assets
	0.005	%	Over $500 million and under $1 billion
	0.010	%	Of the next $1 billion
	0.015	%	On amounts over $2 billion

An identical expense agreement was in place for the period April 30, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 are shown as management fee waivers in the Statement of Operations.

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B, E, and G Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B, E, and G Shares. Under the Distribution and Service Plan, the Class B, E, and G Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B, E, and G Shares of the Portfolio. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares, 0.15% per year for Class E Shares, and 0.30% per year for Class G Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

8. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$11,678,054		7,770,120	$	19,089,199	$	25,602,594	$	30,767,253	$	33,372,714

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Total
$13,489,113	$	37,639,583	$	279,999,381	$	—	$	331,128,077

MSF-20

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, the Portfolio had no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

MSF-21

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of the MetLife Mid Cap Stock Index Portfolio and Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of MetLife Mid Cap Stock Index Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the MetLife Mid Cap Stock Index Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 26, 2014

MSF-22

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.

MSF-23

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-24

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the MetLife Mid Cap Stock Index Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-25

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the MetLife Mid Cap Stock Index Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio underperformed its benchmark, the S&P 400 Index, for the one-, three- and five-year periods ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by- Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a

MSF-26

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the MetLife Mid Cap Stock Index Portfolio, the Board considered that the Portfolio’s actual management fees and total expenses (exclusive of 12b-1 fees) were below the Expense Group median, Expense Universe median and Sub-advised Expense Universe median. The Board further noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also took into account that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group and the Sub-advised Expense Universe at the Portfolio’s current size. The Board further considered that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the MetLife Mid Cap Stock Index Portfolio, the Board noted that the Portfolio’s advisory fee does not contain breakpoints. The Board noted that the Portfolio’s contractual management fees were below the asset-weighted average of comparable funds at all asset levels. The Board considered the effect of the Portfolio’s current size and potential growth on its performance and fees. The Board noted management’s discussion of the Portfolio’s advisory fee structure. The Board also noted that if the Portfolio’s assets increased over time, the Portfolio might realize other economies of scale if assets increased proportionally more than certain other fixed expenses.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-27

Metropolitan Series Fund

MetLife Mid Cap Stock Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-28

Metropolitan Series Fund

MetLife Stock Index Portfolio

Managed by MetLife Investment Management, LLC

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, D, and E shares of the MetLife Stock Index Portfolio returned 32.02%, 31.70%, 31.91%, and 31.83%, respectively. The Portfolio’s benchmark, the Standard & Poor’s (“S&P”) 500 Index¹, returned 32.39%.

MARKET ENVIRONMENT / CONDITIONS

Equity indexes reached record highs in 2013, driven by central bank intervention and an improving economy. The year started on a positive note as U.S. lawmakers reached agreements on the fiscal cliff and debt ceiling, and earnings data was generally positive. The markets were further supported by rate cuts by the European Central Bank (the “ECB”), the Reserve Bank of Australia, the Bank of Korea, and the Bank of Israel. Despite fears that the Federal Reserve (the “Fed”) would begin tapering asset purchases and end quantitative easing, the markets continued to climb higher on better than expected macroeconomic data, including U.S. jobless claims, payrolls, and factory orders. Headwinds during the year included increased tensions in Syria and Egypt and a U.S. government shutdown following the failure of U.S. lawmakers to reach an agreement in budget negotiations. However, equity markets ended the year at their highs, as the ECB announced an unexpected rate cut, a tentative nuclear deal with Iran was negotiated, and investors continued to be optimistic that central banks would continue their easy monetary policy after Fed Chairman nominee Janet Yellen’s testimony in front of Congress was more dovish than expected.

During the year, the Federal Open Market Committee (the “Committee”) met eight times and maintained the target range for the Federal Funds Rate at zero to 0.25%. The Committee stated that economic activity was expanding at a moderate pace, labor market conditions have continued to improve, and the unemployment rate had declined but remained elevated. The Committee noted that the risks to the outlook for the economy and the labor market have become more balanced. Subsequently, the Committee decided to modestly reduce the pace of its asset purchases from $85 billion per month to $75 billion per month.

All ten sectors comprising the S&P 500 Index experienced positive returns for the year. Consumer Discretionary (11.5% beginning weight in the benchmark), up 43.0%, and Health Care (12.0% beginning weight), up 41.4%, were the best-performing sectors. The worst relative-performing sectors were Telecom Services (3.1% beginning weight), up 11.5%, and Utilities (3.4% beginning weight), up 13.2%.

The stocks with the largest positive impact on the benchmark return for the year were Google, up 58.0%, Microsoft, up 44.3%, and General Electric, up 37.9%. The stocks with the largest negative impact were Newmont Mining, down 48.5%, Intuitive Surgical, down 21.7%, and CenturyLink, down 13.2%.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The Portfolio is managed utilizing a full replication strategy versus the S&P 500 Index. This strategy seeks to track the performance of the Index by owning all of the components of the Index at their respective Index capitalization weights. The Portfolio is periodically rebalanced for compositional changes in the S&P 500 Index. Factors that impact tracking error include transaction costs, cash drag, securities lending, NAV rounding, and sales and redemptions of Portfolio shares.

Stacey Lituchy

Norman Hu

Mirsad Usejnoski

Portfolio Managers

MetLife Investment Management, LLC

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-1

Metropolitan Series Fund

MetLife Stock Index Portfolio

A $10,000 INVESTMENT COMPARED TO THE S&P 500 INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year		Since Inception2
MetLife Stock Index Portfolio
Class A		32.02		17.67		7.15		—
Class B		31.70		17.37		6.88		—
Class D		31.91		—		—		20.03
Class E		31.83		17.48		6.98		—
S&P 500 Index		32.39		17.94		7.41		—

¹ The Standard & Poor’s 500 Index is an unmanaged index representing the performance of 500 major companies, most of which are listed on the New York Stock Exchange.

² Inception dates of the Class A, Class B, Class D, and Class E shares are 5/1/90, 1/2/01, 4/28/09, and 5/1/01, respectively.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
Apple, Inc.		3.0
Exxon Mobil Corp.		2.7
Google, Inc.—Class A		1.9
Microsoft Corp.		1.7
General Electric Co.		1.7
Johnson & Johnson		1.6
Chevron Corp.		1.4
Procter & Gamble Co. (The)		1.3
JPMorgan Chase & Co.		1.3
Wells Fargo & Co.		1.3

Top Sectors

	% of Market Value of Total Investments
Information Technology		18.6
Financials		16.5
Health Care		12.9
Consumer Discretionary		12.5
Industrials		10.9
Energy		10.2
Consumer Staples		9.7
Materials		3.5
Utilities		2.9
Telecommunication Services		2.3

MSF-2

Metropolitan Series Fund

MetLife Stock Index Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

MetLife Stock Index Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.26	%	$	1,000.00	$	1,161.50	$	1.42
	Hypothetical*		0.26	%	$	1,000.00	$	1,023.90	$	1.33
Class B(a)	Actual		0.51	%	$	1,000.00	$	1,159.90	$	2.78
	Hypothetical*		0.51	%	$	1,000.00	$	1,022.64	$	2.60
Class D(a)	Actual		0.36	%	$	1,000.00	$	1,161.10	$	1.96
	Hypothetical*		0.36	%	$	1,000.00	$	1,023.39	$	1.84
Class E(a)	Actual		0.41	%	$	1,000.00	$	1,160.40	$	2.23
	Hypothetical*		0.41	%	$	1,000.00	$	1,023.14	$	2.09

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 6 of the Notes to Financial Statements.

MSF-3

Metropolitan Series Fund

MetLife Stock Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—99.0% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—2.7%
Boeing Co. (The)		265,166	$	36,192,507
General Dynamics Corp.		128,333		12,262,218
Honeywell International, Inc.		300,966		27,499,264
L-3 Communications Holdings, Inc.		33,993		3,632,492
Lockheed Martin Corp.		103,199		15,341,563
Northrop Grumman Corp.		85,146		9,758,583
Precision Castparts Corp.		55,714		15,003,780
Raytheon Co.		122,535		11,113,925
Rockwell Collins, Inc.		51,825		3,830,904
Textron, Inc.		107,836		3,964,051
United Technologies Corp.		323,788		36,847,075
				175,446,362
Air Freight & Logistics—0.8%
C.H. Robinson Worldwide, Inc. (a)		58,160		3,393,054
Expeditors International of Washington, Inc.		78,851		3,489,157
FedEx Corp.		114,163		16,413,215
United Parcel Service, Inc. - Class B		274,177		28,810,519
				52,105,945
Airlines—0.2%
Delta Air Lines, Inc.		328,149		9,014,253
Southwest Airlines Co.		267,231		5,034,632
				14,048,885
Auto Components—0.4%
BorgWarner, Inc.		87,280		4,879,825
Delphi Automotive plc		107,404		6,458,203
Goodyear Tire & Rubber Co. (The)		94,698		2,258,547
Johnson Controls, Inc.		262,735		13,478,305
				27,074,880
Automobiles—0.7%
Ford Motor Co.		1,512,909		23,344,186
General Motors Co. (b)		436,853		17,854,182
Harley-Davidson, Inc.		84,807		5,872,037
				47,070,405
Beverages—2.1%
Beam, Inc.		62,546		4,256,881
Brown-Forman Corp. - Class B		62,148		4,696,524
Coca-Cola Co. (The)		1,456,625		60,173,179
Coca-Cola Enterprises, Inc.		92,616		4,087,144
Constellation Brands, Inc. - Class A (b)		63,906		4,497,704
Dr. Pepper Snapple Group, Inc.		76,957		3,749,345
Molson Coors Brewing Co. - Class B		60,646		3,405,273
Monster Beverage Corp. (b)		52,092		3,530,275
PepsiCo, Inc.		588,220		48,786,967
				137,183,292
Biotechnology—2.4%
Alexion Pharmaceuticals, Inc. (b)		75,205		10,006,777
Amgen, Inc.		289,249		33,020,666
Biogen Idec, Inc. (b)		90,601		25,345,630
Celgene Corp. (b)		158,052		26,704,466
Biotechnology—(Continued)
Gilead Sciences, Inc. (b)		588,124		44,197,518
Regeneron Pharmaceuticals, Inc. (b)		30,125		8,291,605
Vertex Pharmaceuticals, Inc. (b)		89,659		6,661,664
				154,228,326
Building Products—0.1%
Allegion plc (b)		34,255		1,513,714
Masco Corp.		136,924		3,117,759
				4,631,473
Capital Markets—2.2%
Ameriprise Financial, Inc.		74,617		8,584,686
Bank of New York Mellon Corp. (The)		440,521		15,391,804
BlackRock, Inc.		48,735		15,423,165
Charles Schwab Corp. (The)		445,037		11,570,962
E*Trade Financial Corp. (b)		110,156		2,163,464
Franklin Resources, Inc.		154,854		8,939,721
Goldman Sachs Group, Inc. (The)		161,671		28,657,801
Invesco, Ltd.		170,022		6,188,801
Legg Mason, Inc.		40,717		1,770,375
Morgan Stanley		531,397		16,664,610
Northern Trust Corp.		86,164		5,332,690
State Street Corp.		168,381		12,357,482
T. Rowe Price Group, Inc.		100,073		8,383,115
				141,428,676
Chemicals—2.5%
Air Products & Chemicals, Inc.		81,036		9,058,204
Airgas, Inc.		25,458		2,847,477
CF Industries Holdings, Inc.		21,983		5,122,918
Dow Chemical Co. (The)		465,201		20,654,924
E.I. du Pont de Nemours & Co.		355,212		23,078,124
Eastman Chemical Co.		59,037		4,764,286
Ecolab, Inc.		104,008		10,844,914
FMC Corp.		51,118		3,857,364
International Flavors & Fragrances, Inc.		31,265		2,688,165
LyondellBasell Industries NV - Class A		167,555		13,451,315
Monsanto Co.		201,688		23,506,736
Mosaic Co. (The)		130,709		6,178,615
PPG Industries, Inc.		54,474		10,331,539
Praxair, Inc.		112,905		14,681,037
Sherwin-Williams Co. (The)		33,037		6,062,290
Sigma-Aldrich Corp.		45,899		4,314,965
				161,442,873
Commercial Banks—2.8%
BB&T Corp.		270,377		10,090,470
Comerica, Inc.		70,156		3,335,216
Fifth Third Bancorp		338,616		7,121,094
Huntington Bancshares, Inc.		318,549		3,073,998
KeyCorp		343,923		4,615,447
M&T Bank Corp. (a)		49,950		5,815,179
PNC Financial Services Group, Inc. (The)		204,093		15,833,535
Regions Financial Corp.		528,367		5,225,550
SunTrust Banks, Inc.		205,306		7,557,314

See accompanying notes to financial statements.

MSF-4

Metropolitan Series Fund

MetLife Stock Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Commercial Banks—(Continued)
U.S. Bancorp		700,489	$	28,299,755
Wells Fargo & Co.		1,838,578		83,471,441
Zions Bancorporation		70,810		2,121,468
				176,560,467
Commercial Services & Supplies—0.5%
ADT Corp. (The) (a)		76,708		3,104,373
Cintas Corp. (a)		38,626		2,301,723
Iron Mountain, Inc. (a)		65,274		1,981,066
Pitney Bowes, Inc. (a)		77,475		1,805,167
Republic Services, Inc.		103,586		3,439,055
Stericycle, Inc. (b)		32,875		3,819,089
Tyco International, Ltd.		178,469		7,324,368
Waste Management, Inc.		167,361		7,509,488
				31,284,329
Communications Equipment—1.7%
Cisco Systems, Inc.		2,050,723		46,038,731
F5 Networks, Inc. (b)		29,767		2,704,630
Harris Corp.		40,992		2,861,652
Juniper Networks, Inc. (b)		193,696		4,371,719
Motorola Solutions, Inc.		88,315		5,961,262
QUALCOMM, Inc.		647,992		48,113,406
				110,051,400
Computers & Peripherals—4.1%
Apple, Inc.		345,100		193,639,061
EMC Corp.		789,298		19,850,845
Hewlett-Packard Co.		737,125		20,624,757
NetApp, Inc.		130,722		5,377,903
SanDisk Corp.		86,642		6,111,727
Seagate Technology plc		125,093		7,025,223
Western Digital Corp.		80,742		6,774,254
				259,403,770
Construction & Engineering—0.2%
Fluor Corp.		62,655		5,030,570
Jacobs Engineering Group, Inc. (b)		50,519		3,182,192
Quanta Services, Inc. (b)		82,794		2,612,978
				10,825,740
Construction Materials—0.0%
Vulcan Materials Co.		49,858		2,962,562
Consumer Finance—1.0%
American Express Co.		353,367		32,060,988
Capital One Financial Corp.		221,141		16,941,612
Discover Financial Services		183,723		10,279,302
SLM Corp.		167,331		4,397,458
				63,679,360
Containers & Packaging—0.2%
Avery Dennison Corp.		37,057		1,859,891
Ball Corp.		55,474		2,865,787
Containers & Packaging—(Continued)
Bemis Co., Inc.		39,483		1,617,224
MeadWestvaco Corp.		68,226		2,519,586
Owens-Illinois, Inc. (b)		63,284		2,264,301
Sealed Air Corp.		75,242		2,561,990
				13,688,779
Distributors—0.1%
Genuine Parts Co.		59,204		4,925,181
Diversified Consumer Services—0.1%
Graham Holdings Co. - Class B		1,671		1,108,408
H&R Block, Inc.		104,811		3,043,711
				4,152,119
Diversified Financial Services—5.1%
Bank of America Corp.		4,091,052		63,697,680
Berkshire Hathaway, Inc. - Class B (b)		690,411		81,855,128
Citigroup, Inc.		1,163,323		60,620,762
CME Group, Inc.		120,910		9,486,599
IntercontinentalExchange Group, Inc.		44,123		9,924,145
JPMorgan Chase & Co.		1,441,857		84,319,797
Leucadia National Corp.		120,245		3,407,743
McGraw Hill Financial, Inc.		103,867		8,122,399
Moody’s Corp.		72,602		5,697,079
NASDAQ OMX Group, Inc. (The)		44,349		1,765,090
				328,896,422
Diversified Telecommunication Services—2.1%
AT&T, Inc.		2,020,569		71,043,206
CenturyLink, Inc.		226,708		7,220,650
Frontier Communications Corp. (a)		383,381		1,782,722
Verizon Communications, Inc.		1,097,639		53,937,980
Windstream Holdings, Inc. (a)		228,626		1,824,435
				135,808,993
Electric Utilities—1.6%
American Electric Power Co., Inc.		186,902		8,735,799
Duke Energy Corp.		270,787		18,687,011
Edison International		124,966		5,785,926
Entergy Corp.		68,395		4,327,352
Exelon Corp.		328,670		9,002,271
FirstEnergy Corp.		160,414		5,290,454
NextEra Energy, Inc.		165,190		14,143,568
Northeast Utilities		120,855		5,123,043
Pepco Holdings, Inc. (a)		95,795		1,832,558
Pinnacle West Capital Corp.		42,208		2,233,647
PPL Corp.		241,735		7,273,806
Southern Co. (The)		338,196		13,903,238
Xcel Energy, Inc.		190,872		5,332,964
				101,671,637
Electrical Equipment—0.8%
AMETEK, Inc.		93,876		4,944,449
Eaton Corp. plc		181,997		13,853,612
Emerson Electric Co.		270,009		18,949,231

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

MetLife Stock Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Electrical Equipment—(Continued)
Rockwell Automation, Inc.		53,187	$	6,284,576
Roper Industries, Inc.		38,091		5,282,460
				49,314,328
Electronic Equipment, Instruments & Components—0.4%
Amphenol Corp. - Class A		60,710		5,414,118
Corning, Inc.		555,082		9,891,561
FLIR Systems, Inc.		54,332		1,635,393
Jabil Circuit, Inc.		70,911		1,236,688
TE Connectivity, Ltd.		157,401		8,674,369
				26,852,129
Energy Equipment & Services—1.9%
Baker Hughes, Inc.		170,001		9,394,255
Cameron International Corp. (b)		91,236		5,431,279
Diamond Offshore Drilling, Inc. (a)		26,664		1,517,715
Ensco plc - Class A		89,594		5,122,985
FMC Technologies, Inc. (b)		90,745		4,737,796
Halliburton Co.		325,341		16,511,056
Helmerich & Payne, Inc.		41,095		3,455,268
Nabors Industries, Ltd.		99,626		1,692,646
National Oilwell Varco, Inc.		164,200		13,058,826
Noble Corp. plc		97,195		3,641,897
Rowan Cos. plc - Class A (b)		47,651		1,684,939
Schlumberger, Ltd.		505,125		45,516,814
Transocean, Ltd. (a)		130,008		6,424,995
				118,190,471
Food & Staples Retailing—2.3%
Costco Wholesale Corp.		167,584		19,944,172
CVS Caremark Corp.		456,528		32,673,709
Kroger Co. (The)		199,608		7,890,504
Safeway, Inc.		94,661		3,083,109
Sysco Corp. (a)		223,067		8,052,719
Wal-Mart Stores, Inc.		620,549		48,831,001
Walgreen Co.		334,026		19,186,453
Whole Foods Market, Inc.		142,735		8,254,365
				147,916,032
Food Products—1.6%
Archer-Daniels-Midland Co.		252,367		10,952,728
Campbell Soup Co. (a)		68,870		2,980,694
ConAgra Foods, Inc.		161,814		5,453,132
General Mills, Inc.		243,275		12,141,855
Hershey Co. (The)		57,460		5,586,836
Hormel Foods Corp.		51,628		2,332,037
J.M. Smucker Co. (The)		40,326		4,178,580
Kellogg Co.		98,635		6,023,639
Kraft Foods Group, Inc.		228,550		12,323,416
McCormick & Co., Inc.		50,649		3,490,729
Mead Johnson Nutrition Co.		77,472		6,489,055
Mondelez International, Inc. - Class A		672,674		23,745,392
Tyson Foods, Inc. - Class A (a)		104,179		3,485,829
				99,183,922
Gas Utilities—0.1%
AGL Resources, Inc.		45,562		2,151,893
ONEOK, Inc.		79,122		4,919,806
				7,071,699
Health Care Equipment & Supplies—2.0%
Abbott Laboratories		593,047		22,731,492
Baxter International, Inc.		208,155		14,477,180
Becton Dickinson & Co.		74,446		8,225,539
Boston Scientific Corp. (b)		512,131		6,155,815
C.R. Bard, Inc.		29,875		4,001,457
CareFusion Corp. (b)		81,060		3,227,809
Covidien plc		176,435		12,015,223
DENTSPLY International, Inc.		54,715		2,652,583
Edwards Lifesciences Corp. (a) (b)		41,963		2,759,487
Intuitive Surgical, Inc. (b)		14,600		5,607,568
Medtronic, Inc.		382,922		21,975,894
St. Jude Medical, Inc.		111,926		6,933,816
Stryker Corp.		113,213		8,506,825
Varian Medical Systems, Inc. (b)		40,549		3,150,252
Zimmer Holdings, Inc.		65,581		6,111,493
				128,532,433
Health Care Providers & Services—2.0%
Aetna, Inc.		140,956		9,668,172
AmerisourceBergen Corp.		88,230		6,203,451
Cardinal Health, Inc.		130,975		8,750,440
Cigna Corp.		106,019		9,274,542
DaVita HealthCare Partners, Inc. (b)		67,713		4,290,973
Express Scripts Holding Co. (b)		309,069		21,709,007
Humana, Inc.		59,801		6,172,659
Laboratory Corp. of America Holdings (a) (b)		33,523		3,062,997
McKesson Corp.		88,107		14,220,470
Patterson Cos., Inc.		31,977		1,317,452
Quest Diagnostics, Inc. (a)		55,779		2,986,408
Tenet Healthcare Corp. (b)		38,059		1,603,045
UnitedHealth Group, Inc.		386,147		29,076,869
WellPoint, Inc.		113,309		10,468,618
				128,805,103
Health Care Technology—0.1%
Cerner Corp. (b)		113,228		6,311,329
Hotels, Restaurants & Leisure—1.7%
Carnival Corp.		168,006		6,748,801
Chipotle Mexican Grill, Inc. (b)		11,869		6,323,566
Darden Restaurants, Inc. (a)		50,080		2,722,850
International Game Technology		95,466		1,733,663
Marriott International, Inc. - Class A		86,167		4,253,203
McDonald’s Corp.		381,649		37,031,402
Starbucks Corp.		289,047		22,658,394
Starwood Hotels & Resorts Worldwide, Inc.		73,455		5,836,000
Wyndham Worldwide Corp.		49,980		3,683,026
Wynn Resorts, Ltd.		30,981		6,016,820
Yum! Brands, Inc.		170,809		12,914,868
				109,922,593

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

MetLife Stock Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Household Durables—0.4%
DR Horton, Inc. (a)		109,002	$	2,432,925
Garmin, Ltd. (a)		47,173		2,180,336
Harman International Industries, Inc.		25,910		2,120,734
Leggett & Platt, Inc. (a)		54,162		1,675,772
Lennar Corp. - Class A (a)		64,129		2,536,943
Mohawk Industries, Inc. (b)		23,399		3,484,111
Newell Rubbermaid, Inc.		110,157		3,570,188
PulteGroup, Inc. (a)		132,231		2,693,546
Whirlpool Corp.		30,107		4,722,584
				25,417,139
Household Products—2.0%
Clorox Co. (The) (a)		49,496		4,591,249
Colgate-Palmolive Co.		337,125		21,983,921
Kimberly-Clark Corp.		146,380		15,290,855
Procter & Gamble Co. (The)		1,042,592		84,877,415
				126,743,440
Independent Power Producers & Energy Traders—0.1%
AES Corp. (The)		251,856		3,654,430
NRG Energy, Inc.		124,047		3,562,630
				7,217,060
Industrial Conglomerates—2.5%
3M Co.		245,325		34,406,831
Danaher Corp.		229,977		17,754,225
General Electric Co.		3,880,570		108,772,377
				160,933,433
Insurance—3.0%
ACE, Ltd.		130,434		13,503,832
Aflac, Inc.		178,771		11,941,903
Allstate Corp. (The)		174,459		9,514,994
American International Group, Inc.		564,726		28,829,262
Aon plc		115,469		9,686,694
Assurant, Inc.		27,891		1,851,126
Chubb Corp. (The)		96,564		9,330,979
Cincinnati Financial Corp.		56,554		2,961,733
Genworth Financial, Inc. - Class A (b)		189,576		2,944,115
Hartford Financial Services Group, Inc.		171,481		6,212,757
Lincoln National Corp.		100,624		5,194,211
Loews Corp.		117,313		5,659,179
Marsh & McLennan Cos., Inc.		210,486		10,179,103
MetLife, Inc. (c)		429,987		23,184,899
Principal Financial Group, Inc.		105,003		5,177,698
Progressive Corp. (The)		211,721		5,773,632
Prudential Financial, Inc.		177,586		16,376,981
Torchmark Corp.		34,681		2,710,320
Travelers Cos., Inc. (The)		139,640		12,643,005
Unum Group		100,170		3,513,964
XL Group plc		108,473		3,453,780
				190,644,167
Internet & Catalog Retail—1.5%
Amazon.com, Inc. (b)		142,209		56,711,527
Internet & Catalog Retail—(Continued)
Expedia, Inc.		39,498		2,751,431
Netflix, Inc. (b)		22,729		8,368,136
priceline.com, Inc. (b)		19,726		22,929,502
TripAdvisor, Inc. (b)		42,501		3,520,358
				94,280,954
Internet Software & Services—3.1%
Akamai Technologies, Inc. (b)		68,647		3,238,765
eBay, Inc. (b)		446,895		24,530,067
Facebook, Inc. - Class A (b)		630,846		34,482,042
Google, Inc. - Class A (b) (d)		107,639		120,632,104
VeriSign, Inc. (a) (b)		49,413		2,953,909
Yahoo!, Inc. (b)		361,858		14,633,538
				200,470,425
IT Services—3.6%
Accenture plc - Class A		243,839		20,048,443
Alliance Data Systems Corp. (a) (b)		18,684		4,912,584
Automatic Data Processing, Inc.		184,653		14,921,809
Cognizant Technology Solutions Corp. - Class A (b)		116,024		11,716,103
Computer Sciences Corp.		56,463		3,155,152
Fidelity National Information Services, Inc.		111,665		5,994,177
Fiserv, Inc. (b)		98,933		5,841,994
International Business Machines Corp.		391,496		73,432,905
MasterCard, Inc. - Class A		39,708		33,174,446
Paychex, Inc.		124,664		5,675,952
Teradata Corp. (b)		62,672		2,850,949
Total System Services, Inc.		64,056		2,131,784
Visa, Inc. - Class A		195,322		43,494,303
Western Union Co. (The) (a)		211,818		3,653,860
				231,004,461
Leisure Equipment & Products—0.1%
Hasbro, Inc. (a)		44,293		2,436,558
Mattel, Inc.		129,808		6,176,265
				8,612,823
Life Sciences Tools & Services—0.5%
Agilent Technologies, Inc.		126,877		7,256,096
Life Technologies Corp. (b)		66,225		5,019,855
PerkinElmer, Inc.		43,108		1,777,343
Thermo Fisher Scientific, Inc.		138,604		15,433,555
Waters Corp. (b)		32,652		3,265,200
				32,752,049
Machinery—1.8%
Caterpillar, Inc.		244,078		22,164,723
Cummins, Inc.		66,834		9,421,589
Deere & Co. (a)		146,843		13,411,171
Dover Corp.		65,345		6,308,406
Flowserve Corp.		53,494		4,216,932
Illinois Tool Works, Inc.		156,617		13,168,357
Ingersoll-Rand plc		102,762		6,330,139
Joy Global, Inc. (a)		40,763		2,384,228

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

MetLife Stock Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Machinery—(Continued)
PACCAR, Inc.		135,814	$	8,036,114
Pall Corp.		42,494		3,626,863
Parker Hannifin Corp.		57,240		7,363,354
Pentair, Ltd.		76,456		5,938,338
Snap-on, Inc.		22,304		2,442,734
Stanley Black & Decker, Inc.		59,534		4,803,799
Xylem, Inc.		70,761		2,448,331
				112,065,078
Media—3.7%
Cablevision Systems Corp. - Class A (a)		82,112		1,472,268
CBS Corp. - Class B		214,054		13,643,802
Comcast Corp. - Class A		999,538		51,940,992
DIRECTV (b)		187,428		12,949,401
Discovery Communications, Inc. - Class A (a) (b)		86,558		7,826,574
Gannett Co., Inc.		87,409		2,585,558
Interpublic Group of Cos., Inc. (The)		159,651		2,825,823
News Corp. - Class A (b)		190,938		3,440,703
Omnicom Group, Inc.		98,712		7,341,211
Scripps Networks Interactive, Inc. - Class A		42,021		3,631,035
Time Warner Cable, Inc.		108,121		14,650,396
Time Warner, Inc.		347,011		24,193,607
Twenty-First Century Fox, Inc. - Class A		752,671		26,478,966
Viacom, Inc. - Class B		155,663		13,595,606
Walt Disney Co. (The)		626,833		47,890,041
				234,465,983
Metals & Mining—0.6%
Alcoa, Inc. (a)		410,251		4,360,968
Allegheny Technologies, Inc. (a)		41,417		1,475,688
Cliffs Natural Resources, Inc. (a)		58,731		1,539,340
Freeport-McMoRan Copper & Gold, Inc.		398,189		15,027,653
Newmont Mining Corp.		190,961		4,397,832
Nucor Corp.		122,051		6,515,082
United States Steel Corp. (a)		55,487		1,636,866
				34,953,429
Multi-Utilities—1.1%
Ameren Corp.		93,063		3,365,158
CenterPoint Energy, Inc.		164,407		3,810,954
CMS Energy Corp.		102,025		2,731,209
Consolidated Edison, Inc. (a)		112,338		6,210,045
Dominion Resources, Inc.		222,629		14,401,870
DTE Energy Co.		67,811		4,501,972
Integrys Energy Group, Inc.		30,610		1,665,490
NiSource, Inc.		120,165		3,951,025
PG&E Corp.		172,329		6,941,412
Public Service Enterprise Group, Inc.		194,025		6,216,561
SCANA Corp. (a)		53,908		2,529,903
Sempra Energy		87,179		7,825,187
TECO Energy, Inc. (a)		78,346		1,350,685
Wisconsin Energy Corp. (a)		86,882		3,591,702
				69,093,173
Multiline Retail—0.7%
Dollar General Corp. (b)		113,008		6,816,643
Dollar Tree, Inc. (b)		79,815		4,503,162
Family Dollar Stores, Inc.		37,084		2,409,347
Kohl’s Corp. (a)		77,206		4,381,441
Macy’s, Inc.		141,333		7,547,182
Nordstrom, Inc. (a)		54,880		3,391,584
Target Corp.		242,441		15,339,242
				44,388,601
Office Electronics—0.1%
Xerox Corp.		443,868		5,401,874
Oil, Gas & Consumable Fuels—8.3%
Anadarko Petroleum Corp.		193,031		15,311,219
Apache Corp.		153,129		13,159,906
Cabot Oil & Gas Corp.		161,534		6,261,058
Chesapeake Energy Corp. (a)		193,877		5,261,822
Chevron Corp.		737,643		92,138,987
ConocoPhillips		469,893		33,197,941
CONSOL Energy, Inc.		87,811		3,340,331
Denbury Resources, Inc. (b)		140,645		2,310,797
Devon Energy Corp.		146,380		9,056,531
EOG Resources, Inc.		104,701		17,573,016
EQT Corp.		57,808		5,190,002
Exxon Mobil Corp.		1,675,567		169,567,380
Hess Corp.		109,100		9,055,300
Kinder Morgan, Inc.		258,248		9,296,928
Marathon Oil Corp.		267,197		9,432,054
Marathon Petroleum Corp.		115,461		10,591,238
Murphy Oil Corp.		67,415		4,373,885
Newfield Exploration Co. (b)		52,210		1,285,932
Noble Energy, Inc.		137,802		9,385,694
Occidental Petroleum Corp.		309,169		29,401,972
Peabody Energy Corp.		103,495		2,021,257
Phillips 66		229,955		17,736,429
Pioneer Natural Resources Co.		54,703		10,069,181
QEP Resources, Inc.		68,764		2,107,617
Range Resources Corp.		62,681		5,284,635
Southwestern Energy Co. (b)		134,510		5,290,278
Spectra Energy Corp.		256,997		9,154,233
Tesoro Corp.		50,949		2,980,517
Valero Energy Corp.		206,951		10,430,330
Williams Cos., Inc. (The)		262,132		10,110,431
WPX Energy, Inc. (b)		77,021		1,569,688
				531,946,589
Paper & Forest Products—0.1%
International Paper Co.		170,154		8,342,651
Personal Products—0.2%
Avon Products, Inc.		166,374		2,864,960
Estee Lauder Cos., Inc. (The) - Class A		98,209		7,397,102
				10,262,062

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

MetLife Stock Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Pharmaceuticals—5.8%
AbbVie, Inc.		610,183	$	32,223,764
Actavis plc (b)		66,757		11,215,176
Allergan, Inc.		113,978		12,660,676
Bristol-Myers Squibb Co.		631,540		33,566,351
Eli Lilly & Co.		380,276		19,394,076
Forest Laboratories, Inc. (b)		90,933		5,458,708
Hospira, Inc. (b)		63,622		2,626,316
Johnson & Johnson		1,082,178		99,116,683
Merck & Co., Inc.		1,120,721		56,092,086
Mylan, Inc. (b)		146,846		6,373,117
Perrigo Co. plc		51,033		7,831,524
Pfizer, Inc.		2,485,849		76,141,555
Zoetis, Inc.		191,780		6,269,288
				368,969,320
Professional Services—0.2%
Dun & Bradstreet Corp. (The) (a)		14,637		1,796,692
Equifax, Inc.		46,673		3,224,637
Nielsen Holdings NV		97,058		4,453,992
Robert Half International, Inc.		53,159		2,232,146
				11,707,467
Real Estate Investment Trusts—1.8%
American Tower Corp.		151,366		12,082,034
Apartment Investment & Management Co. - Class A		55,966		1,450,079
AvalonBay Communities, Inc.		46,659		5,516,494
Boston Properties, Inc.		58,638		5,885,496
Equity Residential		128,561		6,668,459
General Growth Properties, Inc.		206,197		4,138,374
HCP, Inc.		175,005		6,356,182
Health Care REIT, Inc.		110,721		5,931,324
Host Hotels & Resorts, Inc.		290,076		5,639,077
Kimco Realty Corp.		157,138		3,103,475
Macerich Co. (The)		53,905		3,174,465
Plum Creek Timber Co., Inc. (a)		67,854		3,155,889
Prologis, Inc.		191,288		7,068,092
Public Storage		55,438		8,344,528
Simon Property Group, Inc.		119,027		18,111,148
Ventas, Inc.		112,796		6,460,955
Vornado Realty Trust		66,721		5,924,158
Weyerhaeuser Co.		223,519		7,056,495
				116,066,724
Real Estate Management & Development—0.0%
CBRE Group, Inc. - Class A (b)		106,770		2,808,051
Road & Rail—0.9%
CSX Corp.		388,800		11,185,776
Kansas City Southern		42,271		5,234,418
Norfolk Southern Corp.		118,484		10,998,870
Ryder System, Inc.		20,172		1,488,290
Union Pacific Corp.		176,654		29,677,872
				58,585,226
Semiconductors & Semiconductor Equipment—2.0%
Altera Corp.		123,170		4,006,720
Analog Devices, Inc.		119,303		6,076,102
Applied Materials, Inc.		461,870		8,170,480
Broadcom Corp. - Class A		206,966		6,136,542
First Solar, Inc. (a) (b)		27,079		1,479,596
Intel Corp.		1,906,653		49,496,712
KLA-Tencor Corp.		63,919		4,120,219
Lam Research Corp. (b)		62,286		3,391,473
Linear Technology Corp. (a)		89,814		4,091,028
LSI Corp.		209,013		2,303,323
Microchip Technology, Inc. (a)		76,085		3,404,804
Micron Technology, Inc. (b)		403,444		8,778,941
NVIDIA Corp.		221,924		3,555,222
Texas Instruments, Inc.		419,825		18,434,516
Xilinx, Inc.		102,913		4,725,765
				128,171,443
Software—3.4%
Adobe Systems, Inc. (b)		178,313		10,677,383
Autodesk, Inc. (b)		86,530		4,355,055
CA, Inc.		124,623		4,193,564
Citrix Systems, Inc. (b)		71,493		4,521,932
Electronic Arts, Inc. (a) (b)		118,565		2,719,881
Intuit, Inc.		109,257		8,338,494
Microsoft Corp.		2,913,736		109,061,139
Oracle Corp.		1,345,989		51,497,539
Red Hat, Inc. (b)		72,683		4,073,155
Salesforce.com, Inc. (a) (b)		212,781		11,743,384
Symantec Corp.		266,966		6,295,058
				217,476,584
Specialty Retail—2.2%
AutoNation, Inc. (b)		24,762		1,230,424
AutoZone, Inc. (b)		13,054		6,239,029
Bed Bath & Beyond, Inc. (b)		82,367		6,614,070
Best Buy Co., Inc.		104,843		4,181,139
CarMax, Inc. (b)		85,665		4,027,968
GameStop Corp. - Class A (a)		44,836		2,208,622
Gap, Inc. (The)		101,601		3,970,567
Home Depot, Inc. (The)		540,133		44,474,551
L Brands, Inc.		93,525		5,784,521
Lowe’s Cos., Inc.		401,133		19,876,140
O’Reilly Automotive, Inc. (b)		41,165		5,298,347
PetSmart, Inc. (a)		39,786		2,894,432
Ross Stores, Inc.		83,110		6,227,432
Staples, Inc. (a)		253,336		4,025,509
Tiffany & Co.		42,238		3,918,842
TJX Cos., Inc.		272,784		17,384,524
Urban Outfitters, Inc. (b)		41,828		1,551,819
				139,907,936
Textiles, Apparel & Luxury Goods—0.8%
Coach, Inc.		107,573		6,038,072
Fossil Group, Inc. (b)		18,845		2,260,269
Michael Kors Holdings, Ltd. (b)		68,806		5,586,359

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

MetLife Stock Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares/ Principal Amount*		Value
Textiles, Apparel & Luxury Goods—(Continued)
NIKE, Inc. - Class B		286,603	$	22,538,460
PVH Corp.		31,288		4,255,794
Ralph Lauren Corp.		22,870		4,038,156
VF Corp.		135,105		8,422,446
				53,139,556
Thrifts & Mortgage Finance—0.1%
Hudson City Bancorp, Inc.		182,410		1,720,127
People’s United Financial, Inc. (a)		121,894		1,843,037
				3,563,164
Tobacco—1.5%
Altria Group, Inc.		767,116		29,449,583
Lorillard, Inc. (a)		141,288		7,160,476
Philip Morris International, Inc.		614,519		53,543,040
Reynolds American, Inc.		120,230		6,010,298
				96,163,397
Trading Companies & Distributors—0.2%
Fastenal Co. (a)		104,711		4,974,820
WW Grainger, Inc.		23,695		6,052,177
				11,026,997
Wireless Telecommunication Services—0.2%
Crown Castle International Corp. (b)		128,134		9,408,880
Total Common Stocks (Cost $3,888,190,230)				6,326,662,051
Investment Company Security—0.4%
SPDR S&P 500 ETF Trust (Cost $27,105,788)		152,000		28,069,840
Short-Term Investments—2.7%
Discount Notes—0.3%
Federal Home Loan Bank 0.030%, 02/26/14 (e)		8,050,000		8,049,624
0.086%, 02/21/14 (e)		1,350,000		1,349,837
0.086%, 03/12/14 (e)		2,750,000		2,749,545
0.091%, 03/12/14 (e)		500,000		499,913
0.096%, 03/12/14 (e)		500,000		499,908
Federal National Mortgage Association 0.061%, 02/25/14 (e)		3,550,000		3,549,675
				16,698,502
Mutual Fund—2.3%
State Street Navigator Securities Lending MET Portfolio (f)		149,596,254		149,596,254
U.S. Treasury—0.1%
U.S. Treasury Bills 0.050%, 05/15/14 (e)		1,225,000		1,224,777
0.051%, 05/15/14 (e)		425,000		424,921
0.078%, 05/15/14 (e)		1,300,000		1,299,627
0.084%, 05/15/14 (e)		25,000		24,992
0.086%, 05/15/14 (e)		1,725,000		1,724,454
0.093%, 05/15/14 (e)		450,000		449,846
				5,148,617
Total Short-Term Investments (Cost $171,443,373)				171,443,373
Total Investments—102.1% (Cost $4,086,739,391)(g)				6,526,175,264
Other assets and liabilities (net)—(2.1)%				(135,791,686	)
Net Assets—100.0%			$	6,390,383,578

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $159,853,300 and the collateral received consisted of cash in the amount of $149,596,254 and non-cash collateral with a value of $13,947,671. The cash collateral is invested in a money market fund managed by an affiliate of the custodian. The non-cash collateral received consists primarily of government securities and bank letters of credit, and is held for the benefit of the Portfolio at the Portfolio’s custodian. The Portfolio cannot repledge or resell this collateral. As such, this collateral is excluded from the Statement of Assets and Liabilities.

(b) Non-income producing security.

(c) Affiliated Issuer. (See Note 7 of the Notes to Financial Statements for a summary of transactions in securities of affiliated Underlying Portfolios.)

(d) All or a portion of the security was pledged as collateral against open futures contracts. As of December 31, 2013, the market value of securities pledged was $22,414,200.

(e) The rate shown represents the discount rate at the time of purchase by the Portfolio.

(f) Represents investment of cash collateral received from securities lending transactions.

(g) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $4,219,772,483. The aggregate unrealized appreciation and depreciation of investments were $2,396,677,306 and $(90,274,525), respectively, resulting in net unrealized appreciation of $2,306,402,781 for federal income tax purposes.

(ETF)— Exchange-Traded Fund

Futures Contracts

Futures Contracts—Long	Expiration Date	Number of Contracts		Notional Amount			Unrealized Appreciation
S&P 500 Index Futures	03/20/14		80		USD	35,489,214	$	1,332,786

(USD)— United States Dollar

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

MetLife Stock Index Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2			Level 3		Total
Total Common Stocks*	$	6,326,662,051	$	—		$	—	$	6,326,662,051
Total Investment Company Security		28,069,840		—			—		28,069,840
Short-Term Investments
Discount Notes		—		16,698,502			—		16,698,502
Mutual Fund		149,596,254		—			—		149,596,254
U.S. Treasury		—		5,148,617			—		5,148,617
Total Short-Term Investments		149,596,254		21,847,119			—		171,443,373
Total Investments	$	6,504,328,145	$	21,847,119		$	—	$	6,526,175,264
Collateral for securities loaned (Liability)	$	—	$	(149,596,254	)	$	—	$	(149,596,254	)
Futures Contracts
Futures Contracts (Unrealized Appreciation)	$	1,332,786	$	—		$	—	$	1,332,786

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

MetLife Stock Index Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)		$	6,502,990,365
Affiliated investments at value (c)			23,184,899
Cash			103,571
Receivable for:
Investments sold			35,724,824
Fund shares sold			663,272
Dividends			8,674,846
Variation margin on futures contracts			128,000
Prepaid expenses			15,746
Total Assets			6,571,485,523
Liabilities
Collateral for securities loaned			149,596,254
Payables for:
Investments purchased			20,724,686
Fund shares redeemed			8,658,142
Accrued Expenses:	��
Management fees			1,269,507
Distribution and service fees			443,505
Deferred trustees’ fees			78,440
Other expenses			331,411
Total Liabilities			181,101,945
Net Assets		$	6,390,383,578
Net assets consist of:
Paid in surplus		$	3,819,812,754
Undistributed net investment income			104,492,735
Accumulated net realized gain			25,309,430
Unrealized appreciation on investments, affiliated investments and futures contracts			2,440,768,659
Net Assets		$	6,390,383,578
Net Assets
Class A		$	4,059,930,232
Class B			1,928,048,986
Class D			237,466,262
Class E			164,938,098
Capital Shares Outstanding*
Class A			95,358,567
Class B			46,718,444
Class D			5,593,309
Class E			3,897,332
Net Asset Value, Offering Price and Redemption Price Per Share
Class A		$	42.58
Class B			41.27
Class D			42.46
Class E			42.32

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments, excluding affiliated investments, was $4,069,706,227.

(b) Includes securities loaned at value of $159,853,300.

(c) Identified cost of affiliated investments was $17,033,164.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	125,144,810
Dividends from affiliated investments		442,562
Interest		19,758
Securities lending income		545,348
Total investment income		126,152,478
Expenses
Management fees		14,779,363
Administration fees		105,887
Custodian and accounting fees		407,842
Distribution and service fees—Class B		4,459,535
Distribution and service fees—Class D		275,134
Distribution and service fees—Class E		236,518
Audit and tax services		46,033
Legal		27,754
Trustees’ fees and expenses		44,481
Shareholder reporting		549,902
Insurance		27,617
Miscellaneous		174,254
Total expenses		21,134,320
Less management fee waiver		(711,762	)
Net expenses		20,422,558
Net Investment Income		105,729,920
Net Realized and Unrealized Gain
Net realized gain on:
Investments		158,513,699
Affiliated investments		441,701
Futures contracts		7,456,882
Net realized gain		166,412,282
Net change in unrealized appreciation on:
Investments		1,346,449,766
Affiliated investments		8,772,319
Futures contracts		1,437,186
Net change in unrealized appreciation		1,356,659,271
Net realized and unrealized gain		1,523,071,553
Net Increase in Net Assets From Operations	$	1,628,801,473

(a) Net of foreign withholding taxes of $25,746.

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

MetLife Stock Index Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	105,729,920		$	105,213,122
Net realized gain		166,412,282			86,901,378
Net change in unrealized appreciation		1,356,659,271			554,879,514
Increase in net assets from operations		1,628,801,473			746,994,014
From Distributions to Shareholders
Net investment income
Class A		(67,550,031	)		(54,702,143	)
Class B		(29,917,484	)		(24,755,083	)
Class D		(5,247,947	)		(5,457,405	)
Class E		(2,750,945	)		(2,505,239	)
Net realized capital gains
Class A		(54,812,025	)		(21,957,230	)
Class B		(27,452,554	)		(11,364,609	)
Class D		(4,516,415	)		(2,311,608	)
Class E		(2,415,049	)		(1,091,297	)
Total distributions		(194,662,450	)		(124,144,614	)
Decrease in net assets from capital share transactions		(407,289,730	)		(95,442,142	)
Total increase in net assets		1,026,849,293			527,407,258
Net Assets
Beginning of period		5,363,534,285			4,836,127,027
End of period	$	6,390,383,578		$	5,363,534,285
Undistributed Net Investment Income
End of period	$	104,492,735		$	104,551,879

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		8,108,154		$	305,146,699			4,316,668		$	138,834,349
Shares issued through acquisition		0			0			7,973,702			258,347,960
Reinvestments		3,491,072			122,362,056			2,412,189			76,659,373
Redemptions		(15,091,737	)		(568,836,283	)		(14,683,429	)		(472,702,126	)
Net increase (decrease)		(3,492,511	)	$	(141,327,528	)		19,130		$	1,139,556
Class B
Sales		3,428,042		$	125,164,623			7,726,978		$	238,376,499
Reinvestments		1,685,867			57,370,038			1,168,922			36,119,692
Redemptions		(8,190,042	)		(300,578,645	)		(9,685,877	)		(304,221,826	)
Net decrease		(3,076,133	)	$	(118,043,984	)		(789,977	)	$	(29,725,635	)
Class D
Sales		245,811		$	9,330,189			68,870		$	2,214,437
Reinvestments		279,221			9,764,362			244,925			7,769,013
Redemptions		(3,854,105	)		(145,744,023	)		(1,844,226	)		(59,403,796	)
Net decrease		(3,329,073	)	$	(126,649,472	)		(1,530,431	)	$	(49,420,346	)
Class E
Sales		88,994		$	3,322,649			113,872		$	3,623,244
Reinvestments		148,150			5,165,994			113,707			3,596,536
Redemptions		(792,562	)		(29,757,389	)		(769,263	)		(24,655,497	)
Net decrease		(555,418	)	$	(21,268,746	)		(541,684	)	$	(17,435,717	)
Decrease derived from capital shares transactions				$	(407,289,730	)				$	(95,442,142	)

See accompanying notes to financial statements.

MSF-13

Metropolitan Series Fund

MetLife Stock Index Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	33.42		$	29.60		$	29.71		$	26.31		$	22.01
Income (Loss) From Investment Operations
Net investment income (a)		0.71			0.67			0.55			0.49			0.48
Net realized and unrealized gain on investments		9.72			3.95			0.02			3.38			4.92
Total from investment operations		10.43			4.62			0.57			3.87			5.40
Less Distributions
Distributions from net investment income		(0.70	)		(0.57	)		(0.50	)		(0.47	)		(0.63	)
Distributions from net realized capital gains		(0.57	)		(0.23	)		(0.18	)		0.00			(0.47	)
Total distributions		(1.27	)		(0.80	)		(0.68	)		(0.47	)		(1.10	)
Net Asset Value, End of Period	$	42.58		$	33.42		$	29.60		$	29.71		$	26.31
Total Return (%) (b)		32.02			15.76			1.84			14.82			26.24
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.27			0.28			0.27			0.27			0.28
Net ratio of expenses to average net assets (%) (c)		0.26			0.27			0.26			0.27			0.27
Ratio of net investment income to average net assets (%)		1.87			2.08			1.85			1.82			2.13
Portfolio turnover rate (%)		12			12			11			12			23
Net assets, end of period (in millions)	$	4,059.9		$	3,303.3		$	2,925.8		$	3,158.4		$	2,976.5

	Class B
	Year Ended December 31,
	2013			2012				2011			2010			2009
Net Asset Value, Beginning of Period	$	32.43		$	28.76			$	28.89		$	25.61		$	21.43
Income (Loss) From Investment Operations
Net investment income (a)		0.60			0.57				0.47			0.41			0.41
Net realized and unrealized gain on investments		9.43			3.83				0.02			3.29			4.80
Total from investment operations		10.03			4.40				0.49			3.70			5.21
Less Distributions							��
Distributions from net investment income		(0.62	)		(0.50	)			(0.44	)		(0.42	)		(0.56	)
Distributions from net realized capital gains		(0.57	)		(0.23	)			(0.18	)		0.00			(0.47	)
Total distributions		(1.19	)		(0.73	)			(0.62	)		(0.42	)		(1.03	)
Net Asset Value, End of Period	$	41.27		$	32.43			$	28.76		$	28.89		$	25.61
Total Return (%) (b)		31.70			15.43				1.64			14.49			25.92
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.52			0.53				0.52			0.52			0.53
Net ratio of expenses to average net assets (%) (c)		0.51			0.52				0.51			0.52			0.52
Ratio of net investment income to average net assets (%)		1.62			1.83				1.61			1.57			1.85
Portfolio turnover rate (%)		12			12				11			12			23
Net assets, end of period (in millions)	$	1,928.0		$	1,615.0			$	1,454.7		$	1,402.7		$	1,130.9

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-14

Metropolitan Series Fund

MetLife Stock Index Portfolio

Financial Highlights

Selected per share data
	Class D
	Year Ended December 31,
	2013			2012			2011			2010			2009(d)
Net Asset Value, Beginning of Period	$	33.32		$	29.52		$	29.63		$	26.25		$	19.88
Income (Loss) From Investment Operations
Net investment income (a)		0.66			0.63			0.52			0.46			0.31
Net realized and unrealized gain on investments		9.71			3.94			0.02			3.37			6.06
Total from investment operations		10.37			4.57			0.54			3.83			6.37
Less Distributions
Distributions from net investment income		(0.66	)		(0.54	)		(0.47	)		(0.45	)		0.00
Distributions from net realized capital gains		(0.57	)		(0.23	)		(0.18	)		0.00			0.00
Total distributions		(1.23	)		(0.77	)		(0.65	)		(0.45	)		0.00
Net Asset Value, End of Period	$	42.46		$	33.32		$	29.52		$	29.63		$	26.25
Total Return (%) (b)		31.91			15.62			1.76			14.68			32.04	(e)
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.37			0.38			0.37			0.37			0.38	(f)
Net ratio of expenses to average net assets (%) (c)		0.36			0.37			0.36			0.37			0.37	(f)
Ratio of net investment income to average net assets (%)		1.77			1.97			1.75			1.71			1.93	(f)
Portfolio turnover rate (%)		12			12			11			12			23
Net assets, end of period (in millions)	$	237.5		$	297.3		$	308.6		$	360.5		$	443.0

	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	33.22		$	29.44		$	29.55		$	26.19		$	21.90
Income (Loss) From Investment Operations
Net investment income (a)		0.65			0.62			0.50			0.44			0.44
Net realized and unrealized gain on investments		9.67			3.92			0.03			3.36			4.91
Total from investment operations		10.32			4.54			0.53			3.80			5.35
Less Distributions
Distributions from net investment income		(0.65	)		(0.53	)		(0.46	)		(0.44	)		(0.59	)
Distributions from net realized capital gains		(0.57	)		(0.23	)		(0.18	)		0.00			(0.47	)
Total distributions		(1.22	)		(0.76	)		(0.64	)		(0.44	)		(1.06	)
Net Asset Value, End of Period	$	42.32		$	33.22		$	29.44		$	29.55		$	26.19
Total Return (%) (b)		31.83			15.54			1.71			14.60			26.06
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.42			0.43			0.42			0.42			0.43
Net ratio of expenses to average net assets (%) (c)		0.41			0.42			0.41			0.42			0.42
Ratio of net investment income to average net assets (%)		1.72			1.92			1.69			1.67			1.98
Portfolio turnover rate (%)		12			12			11			12			23
Net assets, end of period (in millions)	$	164.9		$	147.9		$	147.0		$	180.9		$	186.2

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

(d) Commencement of operations was April 28, 2009.

(e) Periods less than one year are not computed on an annualized basis.

(f) Computed on an annualized basis.

See accompanying notes to financial statements.

MSF-15

Metropolitan Series Fund

MetLife Stock Index Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is MetLife Stock Index Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers four classes of shares: Class A, B, D, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-16

Metropolitan Series Fund

MetLife Stock Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-17

Metropolitan Series Fund

MetLife Stock Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to real estate investment trust (REIT) adjustments. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

3. Investments in Derivative Instruments

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not

MSF-18

Metropolitan Series Fund

MetLife Stock Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

At December 31, 2013, the Portfolio had the following derivatives, categorized by risk exposure:

	Asset Derivatives
Risk Exposure	Statement of Assets & Liabilities Location	Fair Value
Equity	Unrealized appreciation on futures contracts*	$	1,332,786

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only the current day’s variation margin is reported within the Statement of Assets and Liabilities.

Transactions in derivative instruments during the year ended December 31, 2013 were as follows:

Statement of Operations Location—Net Realized Gain (Loss)	Equity
Futures contracts	$	7,456,882
Statement of Operations Location—Net Change in Unrealized Appreciation (Depreciation)	Equity
Futures contracts	$	1,437,186

For the year ended December 31, 2013, the average amount or number per contract outstanding for each derivative type was as follows:

Derivative Description	Average Notional Par or Face Amount‡
Futures contracts long	$	20,000

‡ Averages are based on activity levels during 2013.

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions.

Customer Account Agreements and related addendums govern cleared derivatives transactions such as futures, options on futures, and cleared OTC derivatives. Cleared derivative transactions require posting of initial margin as determined by each relevant clearing agency which is segregated at a broker account registered with the Commodities Futures Trading Commission (CFTC), or the applicable regulator. In the U.S., counterparty risk is significantly reduced as creditors of the futures broker do not have claim to Portfolio assets in the segregated account. Additionally, portability of exposure in the event of default further reduces risk to the Portfolio. Variation margin, or changes in market value, are exchanged daily, but may not be netted between futures and cleared OTC derivatives.

MSF-19

Metropolitan Series Fund

MetLife Stock Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	675,896,499	$	0	$	1,158,296,433

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the annual rate of 0.250% of average daily net assets. Fees earned by MetLife Advisers with respect to the Portfolio for the year ended December 31, 2013 were $14,779,363.

MetLife Advisers has entered into an investment subadvisory agreement with MetLife Investment Management, LLC (“MIM”) with respect to the Portfolio. For providing subadvisory services to the Portfolio, MetLife Advisers has agreed to pay MIM an investment subadvisory fee for each class of the Portfolio as follows:

% per annum	Average Daily Net Assets
0.020%	On the first $500 million
0.015%	Of the next $500 million
0.010%	Of the next $1 billion
0.005%	On amounts over $2 billion

Fees earned by MIM with respect to the Portfolio for the year ended December 31, 2013 were $470,587.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average Daily Net Assets
0.005%	Over $500 million and under $1 billion
0.010%	Of the next $1 billion
0.015%	On amounts over $2 billion

An identical expense agreement was in place for the period April 30, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 are shown as management fee waivers in the Statement of Operations.

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B, D, and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B, D, and E Shares. Under the Distribution and Service Plan, the Class B, D, and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B, D, and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares, 0.10% per year for Class D Shares, and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees

MSF-20

Metropolitan Series Fund

MetLife Stock Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Transactions in Securities of Affiliated Issuers

A summary of the Portfolio’s transactions in the securities of affiliated issuers during the year ended December 31, 2013 is as follows:

Security Description	Number of shares held at December 31, 2012		Shares purchased		Shares sold			Number of shares held at December 31, 2013		Realized Gain on shares sold		Income for the year ended December 31, 2013
MetLife, Inc.		452,586		14,564		(37,163	)		429,987	$	441,701	$	442,562

8. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

9. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$105,466,407	$	87,419,870	$	89,196,043	$	36,724,744	$	194,662,450	$	124,144,614

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Total
$122,743,637	$	141,502,847	$	2,306,402,781	$	—	$	2,570,649,265

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses. At December 31, 2013, the Portfolio did not have any capital loss carryforwards.

As of December 31, 2013, the Portfolio had no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

10. Acquisition

At the close of business on April 27, 2012, the Portfolio, with aggregate Class A, Class B, Class D, and Class E net assets of $3,163,484,764, $1,591,300,792, $331,145,988, and $155,799,163, respectively, acquired all of the assets and liabilities of Batterymarch Growth and Income Portfolio of the Met Investors Series Trust (“Batterymarch Growth & Income”). The acquisition was accomplished by a tax-free exchange of 7,973,702 Class A shares of the Portfolio (valued at $258,347,960) for 14,335,017 Class A shares of Batterymarch Growth & Income. The transaction was part of a restructuring designed to eliminate the offering of overlapping Portfolios in the MetLife, Inc. families of funds with similar investment objectives and similar investment strategies that serve as funding vehicles for insurance contracts that are offered by affiliates of MetLife. The reorganization was proposed because Batterymarch Growth & Income had experienced a significant decline in assets, which, if it continued, would affect the Portfolio’s ability to maintain certain operational efficiencies.

MSF-21

Metropolitan Series Fund

MetLife Stock Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Batterymarch Growth & Income’s net assets on April 27, 2012, were $258,347,960 for Class A, including investments valued at $258,291,796 with a cost basis of $231,750,503. For financial reporting purposes, assets received, liabilities assumed, and shares issued by the Portfolio were recorded at fair value; however, the cost basis of the investments received by the Portfolio from Batterymarch Growth & Income were carried forward to align ongoing reporting of the Portfolio’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes. The Portfolio acquired $(27,266,415) in capital loss carry forwards from Batterymarch Growth & Income.

The aggregate net assets of the Portfolio immediately after the acquisition were $5,500,078,667, which included $26,541,293 of acquired unrealized appreciation.

Assuming the acquisition had been completed on January 1, 2012, the Portfolio’s pro-forma results of operations for the year ended December 31, 2012 would have been as follows:

(Unaudited)
Net Investment income	$	106,567,189	(a)
Net realized and unrealized gain on investments	$	669,519,126	(b)
Net increase in net assets from operations	$	776,086,315

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of Batterymarch Growth & Income that have been included in the Portfolio’s Statement of Operations since April 27, 2012.

(a) $105,213,122 net investment income as reported plus $1,058,350 from Batterymarch Growth & Income Portfolio pre-merger net investment income, plus $277,510 in lower advisory fees, plus $18,207 of pro-forma eliminated other expenses.

(b) $1,084,109,388 unrealized appreciation as reported December 31, 2012 minus $522,794,296 pro-forma December 31, 2011 unrealized appreciation plus $86,901,378 net realized gain as reported plus $21,302,656 in net realized gain from Batterymarch Growth & Income Portfolio pre-merger.

MSF-22

Metropolitan Series Fund

MetLife Stock Index Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of MetLife Stock Index Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of MetLife Stock Index Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of MetLife Stock Index Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 27, 2014

MSF-23

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

MSF-24

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-25

Metropolitan Series Fund

MetLife Stock Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the MetLife Stock Index Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-26

Metropolitan Series Fund

MetLife Stock Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the MetLife Stock Index Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio underperformed its benchmark, the S&P 500 Index, for the one-, three- and five-year periods ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a

MSF-27

Metropolitan Series Fund

MetLife Stock Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the MetLife Stock Index Portfolio, the Board considered that the Portfolio’s actual management fees and total expenses (exclusive of 12b-l fees) were below the Expense Group median, Expense Universe median and Sub-advised Expense Universe median. The Board further noted that the Portfolio’s contractual management fees were above the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also took into account that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group and Expense Universe at the Portfolio’s current size. The Board further considered that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the MetLife Stock Index Portfolio, the Board noted that the Portfolio’s advisory fee does not contain breakpoints. The Board also noted that the Portfolio’s contractual management fees were below the asset-weighted average of comparable funds at asset levels up to $3 billion and slightly above the asset-weighted average of comparable funds at asset levels up to $5 billion. The Board considered the effect of the Portfolio’s current size and potential growth on its performance and fees. The Board noted management’s discussion of the Portfolio’s advisory fee structure. The Board also noted that if the Portfolio’s assets increased over time, the Portfolio might realize other economies of scale if assets increased proportionally more than certain other fixed expenses.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-28

Metropolitan Series Fund

MetLife Stock Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-29

Metropolitan Series Fund

MFS Total Return Portfolio

Managed by Massachusetts Financial Services Company

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, E, and F shares of the MFS Total Return Portfolio returned 18.99%, 18.70%, 18.82%, and 18.75%, respectively. The Portfolio’s benchmarks, the Standard & Poor’s (“S&P”) 500 Index¹ and the Barclays U.S. Aggregate Bond Index², returned 32.39% and -2.02%, respectively. A blend of the S&P 500 Index (60%) and the Barclays U.S. Aggregate Bond Index (40%) returned 17.56%.

MARKET ENVIRONMENT / CONDITIONS

At the beginning of the period, year-end fiscal cliff negotiations between the Republicans in the U.S. Congress and President Obama were a particular source of market attention, where uncertainty surrounding the fiscal negotiations continued right up to the end-of-year deadline. A last minute political agreement averted the worst-case scenario and markets gravitated towards risk assets again, though the implementation of the U.S. budget sequesters, combined with concerns surrounding the Italian election results, was a source of uncertainty which lingered throughout the first half of the period.

The more dominant features of the first few months of 2013 included a marked improvement in market sentiment as global macroeconomic indicators improved, monetary easing by the Bank of Japan accelerated and fears of fiscal austerity in the U.S. waned. In the middle of the period, concerns that the U.S. Federal Reserve (the “Fed”) would begin tapering its quantitative easing (“QE”) program caused sovereign bond yields to spike, credit spreads to widen, and equity valuations to fall. Equities subsequently outperformed fixed income in response to the improved economic fundamentals.

Toward the end of the period, the Fed’s decision to postpone QE tapering surprised markets. Favorable market reactions were tempered, however, by tense negotiations over U.S. fiscal policy which resulted in a 16-day partial shutdown of the federal government and a short-term extension in the debt ceiling. The volatility was short-lived, however, as an extension of budget and debt ceiling deadlines allowed the government to re-open, and subsequent economic data reflected moderate but resilient U.S. growth. Also well-received was the decision by the European Central Bank to cut its policy rate as inflation pressures waned in the region. In addition, equity investors appeared to have concluded that there would be no major change in U.S. monetary policy as a result of the nomination of Janet Yellen as the new Fed Chair for a term beginning in early 2014.

PORTFOLIO REVIEW / PERIOD END POSITIONING

Within the equity portion of the Portfolio, an underweight position and stock selection in the Information Technology (“IT”) sector benefited relative performance. The timing of the Portfolio’s ownership in shares of computer and personal electronics maker Apple positively impacted relative results. An overweight position in computer products and services provider Hewlett-Packard also helped as the stock delivered strong performance during the period. Stock selection in the Industrials sector boosted relative results. Within this sector, an overweight position in shares of defense contractor Lockheed Martin boosted relative returns as the stock performed well during the period. Stock selection and an overweight position in the Financials sector was another positive factor for relative performance, led by overweight positions in insurance company Prudential Financial and custody bank State Street. Elsewhere, overweight positions in media firm Time Warner Cable, automotive parts manufacturers Delphi Automotive and Johnson Controls, life sciences supply company Thermo Fisher Scientific, and cardiovascular medical device maker St. Jude Medical contributed to relative returns.

Despite a challenging year for fixed income, due to a rise in Treasury yields, the fixed income portion of the Portfolio outperformed the Barclays U.S. Aggregate Bond Index over the trailing 12-month period, ending December 31, 2013. This outperformance was driven by greater exposure to the Financials sector and an underweight to Mortgage-Backed Securities, which felt pressure from the rise in rates as well as concerns over the Fed’s tapering of its asset purchase program. These two factors aided in the outperformance of the Barclays U.S. Aggregate Bond Index. Additionally, because of the fixed income portion of the Portfolio’s slight overweight to Investment Grade Corporate Bonds, which helped generate a greater yield for the Portfolio, was another key contributor to relative performance. Within the fixed income portion of the Portfolio, weak security selection, particularly in the media industry, detracted from relative returns.

Within the equity portion of the Portfolio, stock selection and, to a lesser extent, an overweight position in the Consumer Staples sector was a primary detractor from performance relative to the S&P 500 Index. Within this sector, an overweight position in tobacco company Philip Morris, and holdings of alcoholic beverage producer Diageo, and global food company Nestle (Switzerland) held back relative results. Stocks in other sectors that detracted from relative performance included the timing of the Portfolio’s ownership of internet search giant Google and software giant Microsoft and not holding shares of strong-performing biotech firm Gilead Sciences, biopharmaceutical company Celgene, aerospace giant Boeing, and internet retailer Amazon.com. An overweight position in retail store Target also weakened relative results as this stock underperformed the benchmark during the period.

MSF-1

Metropolitan Series Fund

MFS Total Return Portfolio

Managed by Massachusetts Financial Services Company

Portfolio Manager Commentary*—(Continued)

Over the trailing 12 months ending December 31, 2013, the Portfolio increased its positions in IT, Consumer Discretionary, and Utilities while reducing its exposure to Industrials, Consumer Staples, and Energy. Additionally, the Portfolio was overweight to Financials, Consumer Staples, and Industrials while being underweight to IT and Health Care.

Brooks Taylor

Steven Gorham

Richard Hawkins

Nevin Chitkara

William Douglas

Joshua Marston

Jonathan Sage

Portfolio Managers

Massachusetts Financial Services Company

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

MFS Total Return Portfolio

A $10,000 INVESTMENT COMPARED TO THE S&P 500 INDEX & THE BARCLAYS U.S. AGGREGATE BOND INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year		Since Inception3
MFS Total Return Portfolio
Class A		18.99		12.16		6.38		—
Class B		18.70		11.88		6.12		—
Class E		18.82		12.00		—		6.18
Class F		18.75		11.94		—		5.77
S&P 500 Index		32.39		17.94		7.41		—
Barclays U.S. Aggregate Bond Index		-2.02		4.44		4.55		—

¹ The Standard & Poor’s 500 Index is an unmanaged index representing the performance of 500 major companies, most of which are listed on the New York Stock Exchange.

² Barclays U.S. Aggregate Bond Index is a broad based benchmark that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, mortgage-backed securities, asset-backed securities, and commercial mortgage-backed securities.

³ Inception dates of the Class A, Class B, Class E, and Class F shares are 5/1/87, 5/1/02, 4/26/04, and 5/2/06, respectively.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Equity Sectors

	% of Market Value of Total Investments
Financials		13.4
Industrials		8.1
Consumer Staples		8.1
Consumer Discretionary		7.6
Health Care		7.4

Top Fixed Income Sectors

	% of Market Value of Total Investments
U.S. Treasury & Government Agencies		23.7
Corporate Bonds & Notes		10.6
Mortgage-Backed Securities		2.0
Foreign Government		0.7
Asset-Backed Securities		0.4

MSF-3

Metropolitan Series Fund

MFS Total Return Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

MFS Total Return Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A	Actual		0.59	%	$	1,000.00	$	1,099.00	$	3.12
	Hypothetical*		0.59	%	$	1,000.00	$	1,022.23	$	3.01
Class B	Actual		0.84	%	$	1,000.00	$	1,097.70	$	4.44
	Hypothetical*		0.84	%	$	1,000.00	$	1,020.97	$	4.28
Class E	Actual		0.74	%	$	1,000.00	$	1,098.30	$	3.91
	Hypothetical*		0.74	%	$	1,000.00	$	1,021.48	$	3.77
Class F	Actual		0.79	%	$	1,000.00	$	1,097.90	$	4.18
	Hypothetical*		0.79	%	$	1,000.00	$	1,021.22	$	4.02

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

MSF-4

Metropolitan Series Fund

MFS Total Return Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—61.3% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—3.5%
General Dynamics Corp.		13,353	$	1,275,879
Honeywell International, Inc.		88,374		8,074,732
Lockheed Martin Corp.		92,179		13,703,330
Northrop Grumman Corp.		30,396		3,483,686
Precision Castparts Corp.		4,162		1,120,827
United Technologies Corp.		79,331		9,027,868
				36,686,322
Air Freight & Logistics—0.5%
United Parcel Service, Inc. - Class B		51,704		5,433,056
Airlines—0.1%
Copa Holdings S.A. - Class A		7,475		1,196,822
Auto Components—1.5%
Delphi Automotive plc		121,150		7,284,750
Johnson Controls, Inc.		104,381		5,354,745
Magna International, Inc.		37,570		3,080,581
				15,720,076
Automobiles—0.6%
General Motors Co. (a) (b)		146,720		5,996,435
Beverages—0.8%
Coca-Cola Co. (The)		33,780		1,395,452
Coca-Cola Enterprises, Inc.		18,680		824,348
Diageo plc		163,606		5,404,108
Dr. Pepper Snapple Group, Inc. (b)		20,203		984,290
				8,608,198
Capital Markets—2.9%
Bank of New York Mellon Corp. (The)		223,705		7,816,253
BlackRock, Inc.		11,990		3,794,475
Franklin Resources, Inc.		69,741		4,026,148
Goldman Sachs Group, Inc. (The)		45,670		8,095,464
Morgan Stanley		59,044		1,851,620
State Street Corp.		66,281		4,864,363
				30,448,323
Chemicals—1.2%
Air Products & Chemicals, Inc.		23,816		2,662,152
Celanese Corp. - Series A		24,113		1,333,690
FMC Corp.		15,320		1,156,047
LyondellBasell Industries NV - Class A		16,120		1,294,114
PPG Industries, Inc.		32,131		6,093,965
Valspar Corp. (The) (b)		2,830		201,751
				12,741,719
Commercial Banks—2.8%
BB&T Corp.		45,860		1,711,495
BOC Hong Kong Holdings, Ltd.		228,500		734,933
Fifth Third Bancorp (b)		33,630		707,239
HSBC Holdings plc		87,607		960,864
Mizuho Financial Group, Inc. (b)		818,400		1,772,490
PNC Financial Services Group, Inc. (The)		36,387		2,822,904
Commercial Banks—(Continued)
Sumitomo Mitsui Financial Group, Inc.		29,200		1,507,932
SunTrust Banks, Inc.		26,243		966,005
U.S. Bancorp		27,920		1,127,968
Wells Fargo & Co.		366,440		16,636,376
				28,948,206
Commercial Services & Supplies—0.3%
Tyco International, Ltd.		88,594		3,635,898
Computers & Peripherals—1.1%
Apple, Inc.		2,669		1,497,602
EMC Corp.		42,020		1,056,803
Hewlett-Packard Co.		276,520		7,737,030
Western Digital Corp.		20,830		1,747,637
				12,039,072
Construction & Engineering—0.1%
Fluor Corp.		13,487		1,082,871
Consumer Finance—0.2%
American Express Co.		14,997		1,360,678
Discover Financial Services		14,210		795,049
				2,155,727
Containers & Packaging—0.2%
Crown Holdings, Inc. (a)		14,320		638,242
Packaging Corp. of America		14,730		932,115
				1,570,357
Diversified Financial Services—2.8%
Bank of America Corp.		182,594		2,842,989
JPMorgan Chase & Co.		410,070		23,980,894
McGraw Hill Financial, Inc.		11,617		908,449
Moody’s Corp.		11,473		900,286
NASDAQ OMX Group, Inc. (The)		22,469		894,266
				29,526,884
Diversified Telecommunication Services—1.9%
AT&T, Inc.		124,900		4,391,484
Bezeq The Israeli Telecommunication Corp., Ltd.		287,250		486,871
CenturyLink, Inc. (b)		71,164		2,266,573
Frontier Communications Corp. (b)		673,720		3,132,798
TDC A/S		185,910		1,803,683
Telecom Italia S.p.A. - Risparmio Shares		1,041,492		817,871
Telefonica Brasil S.A. (ADR)		48,240		927,173
Verizon Communications, Inc.		122,290		6,009,331
				19,835,784
Electric Utilities—0.7%
American Electric Power Co., Inc.		54,190		2,532,841
Duke Energy Corp.		23,703		1,635,744
PPL Corp.		102,022		3,069,842
				7,238,427

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

MFS Total Return Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Electrical Equipment—0.4%
Eaton Corp. plc		50,647	$	3,855,250
Electronic Equipment, Instruments & Components—0.1%
Hoya Corp.		36,900		1,027,000
Energy Equipment & Services—0.3%
Noble Corp. plc		34,284		1,284,621
Schlumberger, Ltd.		11,807		1,063,929
Transocean, Ltd. (b)		19,190		948,370
				3,296,920
Food & Staples Retailing—1.5%
CVS Caremark Corp.		145,193		10,391,463
Kroger Co. (The)		115,260		4,556,228
Walgreen Co.		16,973		974,929
				15,922,620
Food Products—1.9%
Danone S.A.		42,891		3,094,187
General Mills, Inc.		114,430		5,711,201
Ingredion, Inc.		12,950		886,557
Kellogg Co.		10,433		637,143
Kraft Foods Group, Inc.		6,873		370,592
Mondelez International, Inc. - Class A		37,114		1,310,124
Nestle S.A.		94,021		6,901,889
Tyson Foods, Inc. - Class A		40,370		1,350,780
				20,262,473
Health Care Equipment & Supplies—1.5%
Abbott Laboratories		138,929		5,325,149
Covidien plc		62,021		4,223,630
Medtronic, Inc.		42,340		2,429,893
St. Jude Medical, Inc.		63,694		3,945,843
				15,924,515
Health Care Providers & Services—0.5%
AmerisourceBergen Corp.		17,553		1,234,152
Express Scripts Holding Co. (a)		47,860		3,361,686
Quest Diagnostics, Inc. (b)		13,867		742,439
				5,338,277
Hotels, Restaurants & Leisure—0.5%
ARAMARK Holdings Corp. (a)		19,460		510,241
Hilton Worldwide Holdings, Inc. (a) (b)		16,780		373,355
McDonald’s Corp.		32,668		3,169,776
Wynn Resorts, Ltd.		8,200		1,592,522
				5,645,894
Household Products—0.7%
Procter & Gamble Co. (The)		74,312		6,049,740
Reckitt Benckiser Group plc		15,489		1,233,183
				7,282,923
Independent Power Producers & Energy Traders—0.1%
NRG Energy, Inc.		33,474		961,373
Industrial Conglomerates—1.8%
3M Co.		61,437		8,616,539
Danaher Corp.		109,307		8,438,501
Siemens AG		14,077		1,923,395
				18,978,435
Insurance—4.0%
ACE, Ltd.		61,831		6,401,363
American International Group, Inc.		34,240		1,747,952
Aon plc		45,173		3,789,563
Chubb Corp. (The)		28,790		2,781,978
Delta Lloyd NV		99,590		2,477,657
Everest Re Group, Ltd.		10,764		1,677,785
Prudential Financial, Inc.		95,340		8,792,255
Travelers Cos., Inc. (The)		107,830		9,762,928
Validus Holdings, Ltd. (b)		73,500		2,961,315
Zurich Insurance Group AG		7,578		2,203,662
				42,596,458
Internet Software & Services—0.8%
Facebook, Inc. - Class A (a)		30,150		1,647,999
Google, Inc. - Class A (a)		2,870		3,216,438
Yahoo!, Inc. (a)		86,800		3,510,192
				8,374,629
IT Services—1.6%
Accenture plc - Class A		68,313		5,616,695
Fidelity National Information Services, Inc.		11,617		623,600
Fiserv, Inc. (a)		20,914		1,234,972
International Business Machines Corp.		27,286		5,118,035
Visa, Inc. - Class A		14,523		3,233,982
Western Union Co. (The) (b)		36,840		635,490
				16,462,774
Leisure Equipment & Products—0.2%
Hasbro, Inc. (b)		37,658		2,071,567
Life Sciences Tools & Services—0.6%
Thermo Fisher Scientific, Inc.		59,100		6,580,785
Machinery—1.0%
Cummins, Inc.		25,337		3,571,757
Illinois Tool Works, Inc.		32,973		2,772,370
Pentair, Ltd.		28,322		2,199,770
Stanley Black & Decker, Inc.		29,860		2,409,403
				10,953,300
Media—3.1%
Comcast Corp. - Special Class A		193,950		9,674,226
Omnicom Group, Inc.		53,661		3,990,769
Regal Entertainment Group (b)		32,600		634,070
Time Warner Cable, Inc.		46,080		6,243,840
Time Warner, Inc.		32,813		2,287,722

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

MFS Total Return Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Media—(Continued)
Twenty-First Century Fox, Inc. - Class A		31,293	$	1,100,888
Viacom, Inc. - Class B		21,737		1,898,510
Walt Disney Co. (The)		90,111		6,884,480
				32,714,505
Metals & Mining—0.4%
Rio Tinto plc		29,450		1,661,849
Vale S.A. (ADR) (b)		140,060		2,135,915
				3,797,764
Multi-Utilities—0.7%
E.ON SE		111,291		2,050,927
GDF Suez		98,731		2,329,839
PG&E Corp.		44,930		1,809,781
Public Service Enterprise Group, Inc.		43,660		1,398,866
				7,589,413
Multiline Retail—1.1%
Kohl’s Corp.		41,480		2,353,990
Macy’s, Inc.		63,340		3,382,356
Target Corp.		95,020		6,011,915
				11,748,261
Office Electronics—0.1%
Canon, Inc. (b)		25,200		802,126
Oil, Gas & Consumable Fuels—5.7%
Anadarko Petroleum Corp.		31,604		2,506,829
Antero Resources Corp. (a)		1,420		90,085
Apache Corp.		40,314		3,464,585
Canadian Natural Resources, Ltd.		29,497		998,179
Chevron Corp.		85,969		10,738,388
EOG Resources, Inc.		4,582		769,043
EQT Corp.		18,373		1,649,528
Exxon Mobil Corp.		189,234		19,150,481
Marathon Petroleum Corp.		20,430		1,874,044
Noble Energy, Inc.		50,584		3,445,276
Occidental Petroleum Corp.		52,234		4,967,453
Petroleo Brasileiro S.A. (ADR)		105,280		1,546,563
Royal Dutch Shell plc - A Shares		89,014		3,196,878
Valero Energy Corp.		72,600		3,659,040
Williams Cos., Inc. (The)		54,840		2,115,179
				60,171,551
Pharmaceuticals—4.7%
AbbVie, Inc.		20,049		1,058,788
Bayer AG		10,753		1,508,574
Bristol-Myers Squibb Co.		88,500		4,703,775
Eli Lilly & Co.		58,890		3,003,390
Johnson & Johnson		168,618		15,443,722
Merck & Co., Inc.		92,773		4,643,289
Pfizer, Inc.		558,113		17,095,001
Roche Holding AG		4,493		1,259,464
Valeant Pharmaceuticals International, Inc. (a)		9,530		1,118,822
Pharmaceuticals—(Continued)
Zoetis, Inc.		4,714		154,101
				49,988,926
Real Estate Investment Trusts—0.6%
American Capital Agency Corp.		18,830		363,231
Annaly Capital Management, Inc. (b)		118,650		1,182,940
Corio NV		24,238		1,088,096
Digital Realty Trust, Inc. (b)		46,710		2,294,395
EPR Properties (b)		16,770		824,413
				5,753,075
Road & Rail—0.2%
Canadian National Railway Co.		24,256		1,383,077
Union Pacific Corp.		6,060		1,018,080
				2,401,157
Semiconductors & Semiconductor Equipment—0.9%
Intel Corp.		97,840		2,539,927
Microchip Technology, Inc. (b)		115,140		5,152,515
Taiwan Semiconductor Manufacturing Co., Ltd. (ADR)		77,560		1,352,646
				9,045,088
Software—1.2%
CA, Inc.		45,580		1,533,767
Microsoft Corp.		79,240		2,965,953
Oracle Corp.		142,657		5,458,057
Symantec Corp.		122,130		2,879,825
				12,837,602
Specialty Retail—0.4%
Advance Auto Parts, Inc.		12,700		1,405,636
Best Buy Co., Inc.		36,850		1,469,578
Staples, Inc. (b)		105,344		1,673,916
				4,549,130
Textiles, Apparel & Luxury Goods—0.1%
Hanesbrands, Inc.		16,770		1,178,428
Tobacco—3.1%
Altria Group, Inc. (b)		107,216		4,116,022
Imperial Tobacco Group plc		10,874		422,010
Japan Tobacco, Inc.		46,100		1,499,960
Lorillard, Inc. (b)		162,450		8,232,966
Philip Morris International, Inc.		207,855		18,110,406
				32,381,364
Wireless Telecommunication Services—0.3%
Tele2 AB - B Shares		68,247		774,213
Vodafone Group plc		710,422		2,792,723
				3,566,936
Total Common Stocks (Cost $457,151,375)				646,924,696

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

MFS Total Return Portfolio

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—23.4%

Security Description	Principal Amount*		Value
Agency Sponsored Mortgage - Backed—11.4%
Fannie Mae 15 Yr. Pool 2.500%, 02/01/28		464,283	$	460,063
2.500%, 05/01/28		284,437		281,852
3.000%, 03/01/27		210,127		214,671
3.000%, 04/01/27		619,361		632,784
3.000%, TBA (c)		4,000,000		4,061,406
4.500%, 04/01/18		46,337		49,319
4.500%, 06/01/18		115,884		123,299
4.500%, 07/01/18		101,199		107,700
4.500%, 03/01/19		148,002		157,514
4.500%, 06/01/19		98,476		104,830
4.500%, 04/01/20		95,755		101,963
4.500%, 07/01/20		50,712		53,994
5.000%, 11/01/17		99,986		106,375
5.000%, 02/01/18		287,912		306,765
5.000%, 07/01/19		207,898		223,039
5.000%, 07/01/20		151,765		163,310
5.000%, 12/01/20		239,192		257,290
5.500%, 11/01/17		160,937		171,976
5.500%, 12/01/17		22,881		24,458
5.500%, 01/01/18		127,149		135,106
5.500%, 02/01/18		91,673		97,400
5.500%, 06/01/19		207,630		224,821
5.500%, 07/01/19		173,128		187,308
5.500%, 08/01/19		52,250		56,503
5.500%, 09/01/19		179,930		194,351
5.500%, 01/01/21		80,510		87,961
5.500%, 03/01/21		26,380		28,823
6.000%, 07/01/16		36,957		38,228
6.000%, 01/01/17		25,135		26,172
6.000%, 02/01/17		67,039		70,387
6.000%, 08/01/17		10,989		11,563
6.000%, 09/01/17		92,913		97,515
6.000%, 03/01/18		10,751		11,385
6.000%, 11/01/18		60,683		64,187
6.000%, 01/01/21		99,418		107,143
6.000%, 05/01/21		42,597		45,701
Fannie Mae 20 Yr. Pool 6.000%, 11/01/25		46,484		51,915
Fannie Mae 30 Yr. Pool 3.500%, 11/01/41		140,725		140,027
3.500%, 01/01/42		1,158,885		1,153,364
3.500%, 04/01/43		1,318,205		1,310,817
3.500%, 05/01/43		2,708,878		2,693,706
3.500%, 06/01/43		850,285		845,558
3.500%, 07/01/43		2,124,599		2,112,742
3.500%, 09/01/43		3,287,478		3,269,141
4.000%, 02/01/41		272,566		280,739
4.000%, TBA (c)		9,786,000		10,010,772
4.500%, 08/01/33		418,925		445,520
4.500%, 03/01/34		1,267,640		1,347,902
4.500%, 08/01/40		105,977		112,568
4.500%, 02/01/41		569,874		605,521
4.500%, 04/01/41		594,430		631,388
4.500%, TBA (c)		3,378,000		3,556,533
5.000%, 11/01/33		238,287		259,378
Agency Sponsored Mortgage - Backed—(Continued)
Fannie Mae 30 Yr. Pool 5.000%, 03/01/34		199,567		217,257
5.000%, 05/01/34		87,213		94,860
5.000%, 08/01/34		88,097		95,780
5.000%, 09/01/34		320,891		348,688
5.000%, 06/01/35		248,287		269,254
5.000%, 07/01/35		703,149		763,045
5.000%, 08/01/35		222,212		241,150
5.000%, 09/01/35		151,793		164,779
5.000%, 10/01/35		636,771		691,247
5.000%, 07/01/39		730,362		798,425
5.000%, 10/01/39		435,339		476,759
5.000%, 11/01/39		162,604		177,869
5.000%, 11/01/40		230,890		251,980
5.000%, 01/01/41		100,754		109,913
5.000%, 03/01/41		137,649		150,234
5.500%, 02/01/33		118,957		131,024
5.500%, 05/01/33		18,631		20,645
5.500%, 06/01/33		382,236		422,525
5.500%, 11/01/33		244,229		269,206
5.500%, 12/01/33		48,544		53,707
5.500%, 01/01/34		180,788		200,621
5.500%, 02/01/34		371,023		410,492
5.500%, 03/01/34		92,134		103,105
5.500%, 04/01/34		104,622		116,548
5.500%, 05/01/34		691,662		770,592
5.500%, 06/01/34		742,911		818,817
5.500%, 07/01/34		291,512		322,371
5.500%, 09/01/34		1,000,658		1,105,976
5.500%, 10/01/34		1,271,368		1,406,097
5.500%, 11/01/34		1,442,076		1,588,889
5.500%, 12/01/34		753,849		831,565
5.500%, 01/01/35		707,614		784,245
5.500%, 02/01/35		62,527		68,738
5.500%, 04/01/35		127,103		140,728
5.500%, 07/01/35		86,802		95,360
5.500%, 08/01/35		47,030		51,684
5.500%, 09/01/35 (d)		412,011		459,546
6.000%, 02/01/32		265,602		297,810
6.000%, 03/01/34		45,898		51,621
6.000%, 04/01/34		454,899		510,972
6.000%, 06/01/34		591,459		664,079
6.000%, 07/01/34		508,285		567,835
6.000%, 08/01/34		866,358		966,027
6.000%, 10/01/34		417,249		464,317
6.000%, 11/01/34		54,166		60,278
6.000%, 12/01/34		44,391		49,655
6.000%, 08/01/35		106,707		118,458
6.000%, 09/01/35 (d)		141,836		158,533
6.000%, 10/01/35		229,130		257,020
6.000%, 11/01/35		42,024		46,742
6.000%, 12/01/35		254,726		284,531
6.000%, 02/01/36		244,431		273,265
6.000%, 04/01/36		297,325		332,354
6.000%, 06/01/36		107,949		120,291
6.000%, 07/01/37		314,735		350,456

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

MFS Total Return Portfolio

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—(Continued)

Security Description	Principal Amount*		Value
Agency Sponsored Mortgage - Backed—(Continued)
Fannie Mae 30 Yr. Pool 6.500%, 06/01/31		81,920	$	92,241
6.500%, 07/01/31		23,236		25,838
6.500%, 08/01/31		16,472		18,321
6.500%, 09/01/31		70,920		78,799
6.500%, 02/01/32		48,511		53,968
6.500%, 07/01/32		48,498		56,156
6.500%, 08/01/32		189,572		210,994
6.500%, 01/01/33		80,744		91,968
6.500%, 04/01/34		125,365		140,852
6.500%, 06/01/34		44,273		49,253
6.500%, 08/01/34		93,769		104,343
6.500%, 04/01/36		27,380		30,443
6.500%, 05/01/36		157,630		177,993
6.500%, 02/01/37		334,309		372,651
6.500%, 05/01/37		189,559		210,946
6.500%, 07/01/37		175,376		196,011
7.500%, 10/01/29		16,679		18,218
7.500%, 02/01/30		16,131		18,663
7.500%, 11/01/31		88,337		102,913
7.500%, 02/01/32		20,690		24,722
Fannie Mae Pool 2.410%, 05/01/23		99,045		92,231
2.550%, 05/01/23		159,417		150,107
3.800%, 02/01/18		139,293		148,350
3.849%, 07/01/18		193,793		208,888
3.910%, 02/01/18		202,008		217,584
4.521%, 05/01/14		291,622		292,519
4.600%, 09/01/19		133,926		147,409
4.821%, 02/01/14		78,877		77,966
4.825%, 08/01/14		601,635		603,351
4.880%, 03/01/20		277,432		302,352
4.940%, 08/01/15		50,000		52,206
5.000%, 12/01/18		380,145		405,090
5.000%, 08/01/20		67,477		72,610
5.370%, 05/01/18		626,034		707,719
5.464%, 11/01/15 (d)		380,144		403,387
5.500%, 07/01/33		389,900		429,835
5.500%, 01/01/34		89,326		98,435
5.662%, 02/01/16 (d)		210,339		226,576
5.725%, 07/01/16 (d)		257,789		283,311
6.000%, 07/01/17		100,369		105,789
6.500%, 07/01/32		151,345		169,859
Fannie Mae-ACES 2.578%, 09/25/18		500,000		511,343
Freddie Mac 15 Yr. Gold Pool 4.500%, 05/01/18		46,057		48,819
4.500%, 08/01/18		99,906		105,882
4.500%, 11/01/18		112,923		119,654
4.500%, 01/01/19		221,871		235,210
4.500%, 08/01/19		11,746		12,455
4.500%, 02/01/20		81,436		86,515
4.500%, 08/01/24		662,704		710,730
5.000%, 12/01/17		3,149		3,333
5.000%, 05/01/18		42,330		44,814
5.000%, 09/01/18		121,057		128,209
Agency Sponsored Mortgage - Backed—(Continued)
Freddie Mac 15 Yr. Gold Pool 5.500%, 01/01/19		38,377		40,436
5.500%, 04/01/19		17,710		18,658
5.500%, 06/01/19		14,023		14,778
5.500%, 07/01/19		22,683		24,050
5.500%, 08/01/19		14,380		15,573
5.500%, 02/01/20		11,586		12,579
6.000%, 04/01/16		3,932		4,065
6.000%, 04/01/17		24,700		25,921
6.000%, 07/01/17		16,897		17,600
6.000%, 10/01/17		20,268		21,143
6.000%, 08/01/19		127,383		136,321
6.000%, 09/01/19		26,450		28,102
6.000%, 11/01/19		55,102		58,480
6.000%, 05/01/21		52,695		56,752
6.000%, 10/01/21		81,948		88,307
Freddie Mac 20 Yr. Gold Pool 5.500%, 10/01/24		108,984		119,972
5.500%, 06/01/25		205,808		226,950
5.500%, 07/01/25		106,429		117,298
5.500%, 08/01/25		154,380		170,092
6.000%, 02/01/23		163,965		180,727
6.000%, 12/01/25		71,444		79,007
6.000%, 02/01/26		58,662		64,951
Freddie Mac 30 Yr. Gold Pool 3.000%, 10/01/42		1,922,596		1,823,699
3.000%, 04/01/43		1,959,660		1,858,947
3.000%, 05/01/43		1,761,751		1,671,291
3.500%, 02/01/42		981,270		975,267
3.500%, 04/01/42		588,331		585,542
3.500%, 12/01/42		1,594,449		1,585,182
3.500%, 04/01/43		411,827		409,429
3.500%, 07/01/43		591,222		587,287
3.500%, 08/01/43		974,364		967,881
4.000%, 11/01/40		1,534,041		1,576,643
4.000%, 01/01/41		2,080,629		2,138,261
4.000%, 11/01/43		1,707,374		1,755,196
4.000%, TBA (c)		780,000		796,027
4.500%, 04/01/35		71,202		75,659
4.500%, 07/01/39		629,850		667,042
4.500%, 09/01/39		316,890		335,650
4.500%, 10/01/39		189,453		200,635
5.000%, 09/01/33		492,666		533,471
5.000%, 03/01/34		117,487		128,881
5.000%, 04/01/34		85,374		92,456
5.000%, 08/01/35		130,411		140,832
5.000%, 10/01/35		247,441		268,570
5.000%, 11/01/35		234,739		253,345
5.000%, 12/01/36		151,360		163,432
5.000%, 07/01/39		1,125,264		1,213,269
5.500%, 12/01/33		496,087		550,822
5.500%, 01/01/34		346,156		380,822
5.500%, 04/01/34		98,339		109,990
5.500%, 11/01/34		82,379		91,050
5.500%, 12/01/34		122,343		135,267
5.500%, 05/01/35		46,505		51,079

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

MFS Total Return Portfolio

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—(Continued)

Security Description	Principal Amount*		Value
Agency Sponsored Mortgage - Backed—(Continued)
Freddie Mac 30 Yr. Gold Pool 5.500%, 09/01/35		104,541	$	115,463
5.500%, 10/01/35		139,490		152,876
6.000%, 04/01/34		138,800		155,402
6.000%, 07/01/34		68,389		75,947
6.000%, 08/01/34		579,497		647,333
6.000%, 09/01/34		7,626		8,429
6.000%, 07/01/35		107,517		120,184
6.000%, 08/01/35		111,491		124,499
6.000%, 11/01/35		255,205		285,340
6.000%, 03/01/36		123,062		137,169
6.000%, 10/01/36		138,677		155,378
6.000%, 03/01/37		16,515		18,220
6.000%, 05/01/37		164,288		182,633
6.000%, 06/01/37		199,225		221,732
6.500%, 05/01/34		46,713		52,076
6.500%, 06/01/34		93,576		104,292
6.500%, 08/01/34		279,472		311,448
6.500%, 10/01/34		174,414		196,531
6.500%, 11/01/34		48,330		53,855
6.500%, 05/01/37		139,773		156,077
6.500%, 07/01/37		230,793		259,043
Freddie Mac Multifamily Structured Pass-Through Certificates 1.426%, 08/25/17		250,000		250,785
1.869%, 11/25/19		363,000		350,912
2.303%, 09/25/18		176,087		177,978
2.412%, 08/25/18		458,000		466,709
2.682%, 10/25/22		620,000		587,133
3.154%, 02/25/18		118,000		123,791
3.320%, 02/25/23 (d)		186,000		183,963
3.458%, 08/25/23 (d)		835,000		829,765
3.808%, 08/25/20		1,030,000		1,085,667
3.882%, 11/25/17 (d)		332,556		357,927
5.085%, 03/25/19 (d)		1,226,000		1,383,188
Ginnie Mae I 30 Yr. Pool 3.000%, 02/15/43		743,002		718,959
3.500%, 12/15/41		446,433		451,787
3.500%, 02/15/42		305,733		308,668
4.500%, 09/15/33		171,197		184,250
4.500%, 11/15/39		732,607		783,504
4.500%, 03/15/40		590,284		640,256
4.500%, 04/15/40		905,544		972,815
4.500%, 06/15/40		351,598		379,059
5.000%, 03/15/34		65,756		71,952
5.000%, 06/15/34		114,600		125,400
5.000%, 12/15/34		66,771		73,065
5.000%, 06/15/35		20,678		22,437
5.500%, 11/15/32		232,575		255,710
5.500%, 08/15/33		459,403		510,294
5.500%, 12/15/33		292,931		328,577
5.500%, 09/15/34		222,365		246,681
5.500%, 10/15/35		49,159		54,603
6.000%, 12/15/28		65,691		73,199
6.000%, 12/15/31		84,018		96,619
6.000%, 03/15/32		3,984		4,433
Agency Sponsored Mortgage - Backed—(Continued)
Ginnie Mae I 30 Yr. Pool 6.000%, 10/15/32		248,791		280,355
6.000%, 01/15/33		84,894		94,468
6.000%, 02/15/33		3,277		3,666
6.000%, 04/15/33		308,138		347,188
6.000%, 08/15/33		2,167		2,417
6.000%, 07/15/34		210,014		236,377
6.000%, 09/15/34		71,706		79,761
6.000%, 01/15/38		287,614		323,526
Ginnie Mae II 30 Yr. Pool 3.000%, 06/20/43		1,536,641		1,487,317
3.000%, 07/20/43		689,666		667,517
3.500%, 06/20/43		2,186,589		2,209,280
3.500%, 07/20/43		2,420,761		2,445,923
4.000%, 01/20/41		2,146,885		2,236,324
4.000%, 02/20/41		528,041		550,048
4.000%, 04/20/41		398,415		415,007
4.000%, 02/20/42		595,709		620,199
4.500%, 07/20/33		34,817		37,564
4.500%, 09/20/33		23,573		25,426
4.500%, 12/20/34		19,222		20,737
4.500%, 03/20/35		110,623		119,345
4.500%, 01/20/41		589,285		632,618
5.000%, 07/20/33		79,628		86,967
6.000%, 01/20/35		81,624		92,811
6.000%, 02/20/35		41,151		47,625
6.000%, 04/20/35		63,563		71,030
				120,202,744
Federal Agencies—0.1%
Financing Corp. 9.650%, 11/02/18		430,000		580,957
U.S. Treasury—11.9%
U.S. Treasury Bonds 4.500%, 02/15/36		293,000		326,008
4.500%, 08/15/39		16,876,000		18,706,000
5.000%, 05/15/37		1,509,000		1,795,710
5.250%, 02/15/29 (b)		16,000		19,260
5.375%, 02/15/31		887,000		1,086,991
6.250%, 08/15/23 (b)		80,000		102,763
8.500%, 02/15/20 (b)		1,104,000		1,513,602
U.S. Treasury Notes
0.500%, 08/15/14 (b)		3,838,000		3,846,996
0.875%, 12/31/16		16,276,000		16,311,612
1.875%, 02/28/14		2,369,800		2,376,464
2.125%, 05/31/15		36,665,000		37,640,362
2.625%, 02/29/16		800,000		838,000
2.750%, 02/15/19 (b)		2,524,100		2,644,782
3.125%, 05/15/19		6,086,000		6,485,394
3.125%, 05/15/21		18,919,000		19,721,582
3.500%, 05/15/20		7,140,000		7,702,832
3.750%, 11/15/18		2,067,000		2,268,371
4.125%, 05/15/15		125,000		131,650

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

MFS Total Return Portfolio

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—(Continued)

Security Description	Principal Amount*		Value
U.S. Treasury—(Continued)
U.S. Treasury Notes 4.750%, 08/15/17		2,444,000	$	2,761,148
				126,279,527
Total U.S. Treasury & Government Agencies (Cost $246,115,223)				247,063,228
Corporate Bonds & Notes—10.4%
Aerospace/Defense—0.1%
BAE Systems Holdings, Inc. 5.200%, 08/15/15 (144A)		756,000		802,707
United Technologies Corp. 3.100%, 06/01/22		420,000		410,669
				1,213,376
Agriculture—0.2%
Altria Group, Inc. 2.850%, 08/09/22		1,020,000		939,135
BAT International Finance plc 3.250%, 06/07/22 (144A)		1,026,000		982,703
				1,921,838
Auto Manufacturers—0.1%
Volkswagen International Finance NV 2.375%, 03/22/17 (144A)		857,000		879,204
Banks—2.9%
ABN AMRO Bank NV 2.006%, 01/30/14 (144A) (d)		1,040,000		1,041,308
Achmea Hypotheekbank NV 3.200%, 11/03/14 (144A) (d)		541,000		553,670
Banco Bradesco S.A. 6.750%, 09/29/19 (144A)		613,000		675,526
Banco de Credito del Peru 5.375%, 09/16/20		835,000		868,400
Bank of America Corp. 5.490%, 03/15/19		196,000		216,977
7.375%, 05/15/14		510,000		522,693
7.625%, 06/01/19		710,000		880,632
Bank of Tokyo-Mitsubishi UFJ, Ltd. (The) 4.100%, 09/09/23 (144A)		890,000		891,669
Bank One Corp. 8.000%, 04/29/27		100,000		127,716
BBVA Bancomer S.A. 6.750%, 09/30/22 (144A) (b)		810,000		862,650
BNP Paribas S.A. 7.195%, 06/25/37 (144A) (b) (d)		500,000		516,250
BPCE S.A. 12.500%, 08/29/49 (144A) (b) (d)		922,000		1,203,210
Capital One Financial Corp. 6.150%, 09/01/16		1,330,000		1,487,581
Citigroup, Inc. 2.500%, 09/26/18		580,000		582,927
5.000%, 09/15/14		1,105,000		1,136,476
Banks—(Continued)
Commonwealth Bank of Australia 5.000%, 10/15/19 (144A)		710,000		791,387
Credit Suisse 5.500%, 05/01/14		950,000		965,485
Credit Suisse AG 6.500%, 08/08/23 (144A)		830,000		882,913
Discover Bank 4.200%, 08/08/23		510,000		503,018
Goldman Sachs Group, Inc. (The) 5.625%, 01/15/17		1,351,000		1,488,718
HSBC Holdings plc 5.100%, 04/05/21		679,000		754,674
ING Bank NV 3.750%, 03/07/17 (144A)		829,000		873,119
5.800%, 09/25/23 (144A)		1,076,000		1,125,059
JPMorgan Chase & Co. 3.250%, 09/23/22		262,000		251,080
6.300%, 04/23/19		1,210,000		1,428,107
KFW 4.875%, 06/17/19		1,290,000		1,472,148
Morgan Stanley 6.625%, 04/01/18		2,030,000		2,375,291
PNC Funding Corp. 5.625%, 02/01/17		1,080,000		1,198,803
Royal Bank of Scotland Group plc 2.550%, 09/18/15		247,000		252,621
Santander U.S. Debt S.A. 3.781%, 10/07/15 (144A)		500,000		515,223
SunTrust Banks, Inc. 2.350%, 11/01/18		448,000		445,627
Svenska Handelsbanken AB 4.875%, 06/10/14 (144A)		970,000		989,177
Swedbank AB 2.125%, 09/29/17 (144A)		231,000		231,070
Wachovia Corp. 5.250%, 08/01/14		924,000		949,121
Wells Fargo & Co. 2.100%, 05/08/17		990,000		1,008,463
				30,068,789
Beverages—0.2%
Anheuser-Busch InBev Worldwide, Inc. 8.000%, 11/15/39		1,020,000		1,470,023
Diageo Capital plc 2.625%, 04/29/23		1,020,000		929,960
				2,399,983
Commercial Services—0.1%
ERAC USA Finance LLC 7.000%, 10/15/37 (144A)		1,115,000		1,319,517
Computers—0.0%
Apple, Inc. 3.850%, 05/04/43		370,000		309,107

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

MFS Total Return Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Diversified Financial Services—0.3%
American Express Co. 5.500%, 09/12/16		960,000	$	1,067,793
General Electric Capital Corp. 3.100%, 01/09/23		481,000		456,353
Toyota Motor Credit Corp. 3.200%, 06/17/15		630,000		655,164
3.400%, 09/15/21		880,000		893,357
ZFS Finance USA Trust V 6.500%, 05/09/67 (144A) (d)		491,000		521,687
				3,594,354
Electric—0.6%
GG1C Funding Corp. 5.129%, 01/15/14 (144A) (e)		132,568		132,686
Midamerican Funding, LLC 6.927%, 03/01/29		699,000		843,009
Oncor Electric Delivery Co. LLC 7.000%, 09/01/22		795,000		948,426
Pacific Gas & Electric Co. 4.600%, 06/15/43		880,000		839,725
PPL Capital Funding, Inc. 3.400%, 06/01/23 (b)		880,000		818,833
Progress Energy, Inc. 3.150%, 04/01/22		1,083,000		1,042,779
PSEG Power LLC 5.320%, 09/15/16		989,000		1,088,178
W3A Funding Corp. 8.090%, 01/02/17		362,191		360,964
				6,074,600
Engineering & Construction—0.0%
ABB Finance USA, Inc. 2.875%, 05/08/22		309,000		291,984
Food—0.1%
ConAgra Foods, Inc. 3.200%, 01/25/23		516,000		479,069
Kraft Foods Group, Inc. 3.500%, 06/06/22		412,000		401,533
WM Wrigley Jr. Co. 2.400%, 10/21/18 (144A)		248,000		246,479
				1,127,081
Healthcare-Products—0.3%
Baxter International, Inc. 3.200%, 06/15/23		610,000		582,763
CareFusion Corp. 6.375%, 08/01/19		1,110,000		1,256,213
Hospira, Inc. 6.050%, 03/30/17 (d)		979,000		1,080,219
				2,919,195
Healthcare-Services—0.2%
Roche Holdings, Inc. 6.000%, 03/01/19 (144A)		1,183,000		1,384,388
WellPoint, Inc. 3.300%, 01/15/23		600,000		559,928
				1,944,316
Household Products/Wares—0.1%
Reckitt Benckiser Treasury Services plc 3.625%, 09/21/23 (144A)		1,070,000		1,050,103
Insurance—0.6%
ACE INA Holdings, Inc. 2.700%, 03/13/23		1,000,000		916,322
Allstate Corp. (The) 5.750%, 08/15/53 (d)		318,000		320,385
American International Group, Inc. 4.875%, 06/01/22		1,770,000		1,902,437
Chubb Corp. (The) 6.375%, 03/29/67 (d)		1,510,000		1,634,575
Liberty Mutual Group, Inc. 4.250%, 06/15/23 (144A)		578,000		558,077
Marsh & McLennan Cos., Inc. 4.800%, 07/15/21		920,000		980,749
				6,312,545
Internet—0.1%
Baidu, Inc. 3.500%, 11/28/22		1,110,000		1,019,620
eBay, Inc. 1.350%, 07/15/17		290,000		288,348
				1,307,968
Investment Company Security—0.2%
Temasek Financial I, Ltd. 2.375%, 01/23/23 (144A)		1,790,000		1,610,723
Iron/Steel—0.1%
Vale Overseas, Ltd. 4.625%, 09/15/20		298,000		305,212
6.875%, 11/10/39		233,000		241,020
				546,232
Machinery-Construction & Mining—0.1%
Atlas Copco AB 5.600%, 05/22/17 (144A)		910,000		1,012,416
Media—0.4%
Comcast Corp. 2.850%, 01/15/23 (b)		990,000		915,361
DIRECTV Financing Co., Inc. 4.600%, 02/15/21		550,000		567,977
Discovery Communications LLC 4.875%, 04/01/43		620,000		571,944
News America, Inc. 8.500%, 02/23/25		722,000		909,829

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

MFS Total Return Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Media—(Continued)
Time Warner Entertainment Co. L.P. 8.375%, 07/15/33		1,240,000	$	1,350,958
				4,316,069
Mining—0.2%
Corp. Nacional del Cobre de Chile 3.750%, 11/04/20 (144A)		290,000		289,889
Freeport-McMoRan Copper & Gold, Inc. 3.875%, 03/15/23		1,010,000		955,101
Rio Tinto Finance USA plc 3.500%, 03/22/22		900,000		883,190
				2,128,180
Miscellaneous Manufacturing—0.1%
General Electric Co. 2.700%, 10/09/22		800,000		748,799
Multi-National—0.1%
Asian Development Bank 1.125%, 03/15/17		574,000		576,698
2.750%, 05/21/14 (b)		970,000		979,322
				1,556,020
Oil & Gas—1.1%
Apache Corp. 3.250%, 04/15/22		421,000		414,792
4.750%, 04/15/43		321,000		311,353
BP Capital Markets plc 4.500%, 10/01/20		306,000		330,607
4.742%, 03/11/21		847,000		926,503
CNOOC Finance 2012, Ltd. 3.875%, 05/02/22 (144A)		1,010,000		972,910
EOG Resources, Inc. 2.625%, 03/15/23		302,000		274,750
Gazprom OAO Via Gaz Capital S.A. 3.850%, 02/06/20 (144A)		286,000		275,990
Hess Corp. 8.125%, 02/15/19		300,000		372,634
Husky Energy, Inc. 5.900%, 06/15/14		771,000		789,152
7.250%, 12/15/19		787,000		949,609
Petro-Canada 6.050%, 05/15/18		1,664,000		1,917,584
Petrobras Global Finance BV 2.384%, 01/15/19 (d)		625,000		612,500
Petrobras International Finance Co. 5.375%, 01/27/21		380,000		377,107
6.750%, 01/27/41		276,000		256,800
Petroleos Mexicanos 8.000%, 05/03/19		759,000		918,390
Ras Laffan Liquefied Natural Gas Co., Ltd. III 5.832%, 09/30/16 (144A)		501,490		532,833
Statoil ASA 7.750%, 06/15/23		100,000		128,575
Oil & Gas—(Continued)
Total Capital International S.A. 1.550%, 06/28/17		1,239,000		1,239,266
Transocean, Inc. 3.800%, 10/15/22		505,000		478,652
				12,080,007
Pharmaceuticals—0.4%
AbbVie, Inc. 1.200%, 11/06/15		1,850,000		1,868,804
Express Scripts Holding Co. 2.650%, 02/15/17		1,280,000		1,319,264
Teva Pharmaceutical Finance IV B.V. 3.650%, 11/10/21		1,270,000		1,245,641
				4,433,709
Pipelines—0.5%
Energy Transfer Partners L.P. 3.600%, 02/01/23		558,000		516,729
4.900%, 02/01/24		450,000		456,829
Enterprise Products Operating, LLC 6.500%, 01/31/19		908,000		1,065,131
Kinder Morgan Energy Partners L.P. 4.150%, 02/01/24		691,000		668,523
7.750%, 03/15/32		625,000		759,629
Spectra Energy Capital LLC 8.000%, 10/01/19		1,253,000		1,492,527
				4,959,368
Real Estate—0.1%
WEA Finance, LLC 4.625%, 05/10/21 (144A)		990,000		1,044,800
6.750%, 09/02/19 (144A)		262,000		311,519
				1,356,319
Real Estate Investment Trusts—0.4%
Boston Properties L.P. 5.000%, 06/01/15		200,000		211,605
ERP Operating L.P. 4.625%, 12/15/21		896,000		944,615
5.375%, 08/01/16		260,000		286,670
HCP, Inc. 5.375%, 02/01/21		734,000		799,016
Simon Property Group L.P. 5.875%, 03/01/17		1,328,000		1,489,414
				3,731,320
Retail—0.4%
Gap, Inc. (The) 5.950%, 04/12/21		620,000		685,083
Home Depot, Inc. (The) 3.750%, 02/15/24		600,000		597,200
5.950%, 04/01/41		278,000		322,780
L Brands, Inc. 5.250%, 11/01/14		370,000		381,563

See accompanying notes to financial statements.

MSF-13

Metropolitan Series Fund

MFS Total Return Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Retail—(Continued)
Wal-Mart Stores, Inc. 5.250%, 09/01/35		1,830,000	$	1,987,989
				3,974,615
Telecommunications—0.4%
Crown Castle Towers, LLC 4.883%, 08/15/40 (144A)		370,000		388,176
6.113%, 01/15/40 (144A)		711,000		797,267
Rogers Communications, Inc. 6.800%, 08/15/18		1,483,000		1,767,491
Verizon Communications, Inc. 6.400%, 09/15/33		1,271,000		1,461,804
				4,414,738
Transportation—0.0%
Norfolk Southern Corp. 4.837%, 10/01/41		402,000		383,789
Total Corporate Bonds & Notes (Cost $103,126,592)				109,986,264
Mortgage-Backed Securities—2.0%
Collateralized Mortgage Obligations—0.1%
American Tower Trust I 3.070%, 03/15/48 (144A)		1,000,000		935,557
BlackRock Capital Finance L.P. 7.750%, 09/25/26 (144A)		57,635		6,736
				942,293
Commercial Mortgage-Backed Securities—1.9%
Credit Suisse Commercial Mortgage Trust 5.695%, 09/15/40 (d)		1,735,738		1,916,909
General Electric Capital Assurance Co. 5.743%, 05/12/35 (144A) (d) (e)		35,000		39,798
Greenwich Capital Commercial Funding Corp. 5.475%, 03/10/39		3,025,000		3,218,912
GS Mortgage Securities Trust 5.804%, 08/10/45 (d)		3,539,527		3,886,641
JP Morgan Chase Commercial Mortgage Securities Corp. 5.250%, 05/15/41 (d)		644,870		647,253
JP Morgan Chase Commercial Mortgage Securities Trust 5.475%, 04/15/43 (d)		149,485		161,703
5.806%, 06/15/49 (d)		2,207,157		2,455,060
Merrill Lynch / Countrywide Commercial Mortgage Trust 5.740%, 06/12/50 (d)		3,700,015		4,092,361
Morgan Stanley Capital I, Inc. 0.935%, 11/15/30 (144A) (d) (f)		1,815,450		51,973
Spirit Master Funding, LLC 5.050%, 07/20/23 (e)		816,287		838,735
Commercial Mortgage-Backed Securities—(Continued)
Wachovia Bank Commercial Mortgage Trust 5.733%, 06/15/49 (d)		1,131,867		1,252,645
5.925%, 02/15/51 (d)		1,500,000		1,635,940
				20,197,930
Total Mortgage-Backed Securities (Cost $20,662,847)				21,140,223
Foreign Government—0.7%
Sovereign—0.7%
Egypt Government AID Bonds 4.450%, 09/15/15		1,903,000		2,031,523
Iceland Government International Bond 4.875%, 06/16/16 (144A)		970,000		1,006,375
Mexico Government International Bond 4.750%, 03/08/44		1,375,000		1,239,219
Peruvian Government International Bond 7.350%, 07/21/25		103,000		129,780
Russian Foreign Bond - Eurobond 3.625%, 04/29/15 (144A) (b) (e)		2,100,000		2,168,250
Societe Financement de l’Economie Francaise 3.375%, 05/05/14 (144A)		730,000		737,446
Total Foreign Government (Cost $7,277,438)				7,312,593
Asset-Backed Securities—0.4%
Asset-Backed - Home Equity—0.2%
Bayview Financial Revolving Asset Trust 1.767%, 12/28/40 (144A) (d) (e)		924,878		489,116
GMAC Home Equity Loan Trust 5.805%, 10/25/36 (d)		431,038		419,051
Home Equity Loan Trust 5.320%, 12/25/35 (d)		1,082,011		893,482
				1,801,649
Asset-Backed - Other—0.2%
Capital Trust Re CDO, Ltd. 5.160%, 06/25/35 (144A)		70,408		72,168
Race Point IV CLO, Ltd. 0.442%, 08/01/21 (144A) (d)		776,079		766,372
Small Business Administration Participation Certificates 4.350%, 07/01/23		577,924		612,786
4.770%, 04/01/24		29,163		31,041
4.950%, 03/01/25		189,773		202,466
4.990%, 09/01/24		107,563		116,567
5.110%, 08/01/25 (d)		291,689		316,666
5.180%, 05/01/24 (d)		48,997		53,156
5.520%, 06/01/24 (d)		136,902		149,227
				2,320,449
Total Asset-Backed Securities (Cost $4,655,087)				4,122,098

See accompanying notes to financial statements.

MSF-14

Metropolitan Series Fund

MFS Total Return Portfolio

Schedule of Investments as of December 31, 2013

Municipals—0.2%

Security Description	Shares/ Principal Amount*		Value
New Jersey State Turnpike Authority 7.414%, 01/01/40		1,050,000	$	1,382,483
New York City Transitional Finance Authority Future Tax Secured Revenue 5.000%, 11/01/42		1,015,000		1,051,621
Total Municipals (Cost $2,148,110)				2,434,104
Convertible Preferred Stocks—0.2%
Aerospace & Defense—0.0%
United Technologies Corp. 7.500%, 08/01/15 (b)		5,027		329,118
Electric Utilities—0.2%
PPL Corp. 8.750%, 05/01/14		27,620		1,460,545
Total Convertible Preferred Stocks (Cost $1,793,766)				1,789,663
Preferred Stock—0.2%
Electric Utilities—0.2%
Cia Energetica de Minas Gerais (Cost $1,987,863)		299,452		1,779,048
Short-Term Investments—6.7%
Mutual Fund—4.3%
State Street Navigator Securities Lending MET Portfolio (g)		45,092,783		45,092,783
Repurchase Agreement—2.4%
Fixed Income Clearing Corp.
Repurchase Agreement dated 12/31/13 at 0.000% to be repurchased at $24,879,000 on 01/02/14, collateralized by $25,255,000 U.S. Treasury Note at 0.875% due 01/31/17 with a value of $25,381,275		24,879,000		24,879,000
Total Short-Term Investments (Cost $69,971,783)				69,971,783
Total Investments—105.5% (Cost $914,890,084) (h)				1,112,523,700
Other assets and liabilities (net)—(5.5)%				(57,854,438	)
Net Assets—100.0%			$	1,054,669,262

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) Non-income producing security.

(b) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $47,392,129 and the collateral received consisted of cash in the amount of $45,092,783 and non-cash collateral with a value of $3,738,863. The cash collateral is invested in a money market fund managed by an affiliate of the custodian. The non-cash collateral received consists primarily of government securities and bank letters of credit, and is held for the benefit of the Portfolio at the Portfolio’s custodian. The Portfolio cannot repledge or resell this collateral. As such, this collateral is excluded from the Statement of Assets and Liabilities.

(c) TBA (To Be Announced) Securities are purchased on a forward commitment basis with an approximate principal amount and no defined maturity date. The actual principal and maturity date will be determined upon settlement date.

(d) Variable or floating rate security. The stated rate represents the rate at December 31, 2013. Maturity date shown for callable securities reflects the earliest possible call date.

(e) Restricted securities are not registered under the Securities Act of 1933 and are subject to legal restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are subsequently registered. Disposal of these securities may involve time-consuming negotiations and prompt sale at an acceptable price may be difficult. As of December 31, 2013, the market value of restricted securities was $3,668,585, which is 0.3% of net assets. See details shown in the Restricted Securities table that follows.

(f) Interest only security.

(g) Represents investment of cash collateral received from securities lending transactions.

(h) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $927,014,852. The aggregate unrealized appreciation and depreciation of investments were $195,541,164 and $(10,032,316), respectively, resulting in net unrealized appreciation of $185,508,848 for federal income tax purposes.

(144A)— Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. As of December 31, 2013, the market value of 144A securities was $32,540,096, which is 3.1% of net assets.

(ACES)— Alternative Credit Enhancement Securities.

(ADR)— An American Depositary Receipt is a certificate issued by a custodian bank representing the right to receive securities of the foreign issuer described. Trading on exchanges not located in the United States or Canada significantly influences the value of ADRs.

(CDO)— Collateralized Debt Obligation

(CLO)— Collateralized Loan Obligation

See accompanying notes to financial statements.

MSF-15

Metropolitan Series Fund

MFS Total Return Portfolio

Schedule of Investments as of December 31, 2013

Restricted Securities	Acquisition Date	Principal Amount		Cost		Value
Bayview Financial Revolving Asset Trust	03/01/06	$	924,878	$	924,878	$	489,116
GG1C Funding Corp.	04/20/04		132,568		133,378		132,686
General Electric Capital Assurance Co.	09/23/03		35,000		35,175		39,798
Russian Foreign Bond - Eurobond	04/22/10		2,100,000		2,096,881		2,168,250
Spirit Master Funding, LLC	10/04/05		816,287		805,780		838,735

See accompanying notes to financial statements.

MSF-16

Metropolitan Series Fund

MFS Total Return Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2		Level 3		Total
Common Stocks
Aerospace & Defense	$	36,686,322	$	—	$	—	$	36,686,322
Air Freight & Logistics		5,433,056		—		—		5,433,056
Airlines		1,196,822		—		—		1,196,822
Auto Components		15,720,076		—		—		15,720,076
Automobiles		5,996,435		—		—		5,996,435
Beverages		3,204,090		5,404,108		—		8,608,198
Capital Markets		30,448,323		—		—		30,448,323
Chemicals		12,741,719		—		—		12,741,719
Commercial Banks		23,971,987		4,976,219		—		28,948,206
Commercial Services & Supplies		3,635,898		—		—		3,635,898
Computers & Peripherals		12,039,072		—		—		12,039,072
Construction & Engineering		1,082,871		—		—		1,082,871
Consumer Finance		2,155,727		—		—		2,155,727
Containers & Packaging		1,570,357		—		—		1,570,357
Diversified Financial Services		29,526,884		—		—		29,526,884
Diversified Telecommunication Services		16,727,359		3,108,425		—		19,835,784
Electric Utilities		7,238,427		—		—		7,238,427
Electrical Equipment		3,855,250		—		—		3,855,250
Electronic Equipment, Instruments & Components		—		1,027,000		—		1,027,000
Energy Equipment & Services		3,296,920		—		—		3,296,920
Food & Staples Retailing		15,922,620		—		—		15,922,620
Food Products		10,266,397		9,996,076		—		20,262,473
Health Care Equipment & Supplies		15,924,515		—		—		15,924,515
Health Care Providers & Services		5,338,277		—		—		5,338,277
Hotels, Restaurants & Leisure		5,645,894		—		—		5,645,894
Household Products		6,049,740		1,233,183		—		7,282,923
Independent Power Producers & Energy Traders		961,373		—		—		961,373
Industrial Conglomerates		17,055,040		1,923,395		—		18,978,435
Insurance		37,915,139		4,681,319		—		42,596,458
Internet Software & Services		8,374,629		—		—		8,374,629
IT Services		16,462,774		—		—		16,462,774
Leisure Equipment & Products		2,071,567		—		—		2,071,567
Life Sciences Tools & Services		6,580,785		—		—		6,580,785
Machinery		10,953,300		—		—		10,953,300
Media		32,714,505		—		—		32,714,505
Metals & Mining		2,135,915		1,661,849		—		3,797,764
Multi-Utilities		3,208,647		4,380,766		—		7,589,413

��

See accompanying notes to financial statements.

MSF-17

Metropolitan Series Fund

MFS Total Return Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy—(Continued)

Description	Level 1		Level 2			Level 3		Total
Multiline Retail	$	11,748,261	$	—		$	—	$	11,748,261
Office Electronics		—		802,126			—		802,126
Oil, Gas & Consumable Fuels		56,974,673		3,196,878			—		60,171,551
Pharmaceuticals		47,220,888		2,768,038			—		49,988,926
Real Estate Investment Trusts		4,664,979		1,088,096			—		5,753,075
Road & Rail		2,401,157		—			—		2,401,157
Semiconductors & Semiconductor Equipment		9,045,088		—			—		9,045,088
Software		12,837,602		—			—		12,837,602
Specialty Retail		4,549,130		—			—		4,549,130
Textiles, Apparel & Luxury Goods		1,178,428		—			—		1,178,428
Tobacco		30,459,394		1,921,970			—		32,381,364
Wireless Telecommunication Services		—		3,566,936			—		3,566,936
Total Common Stocks		595,188,312		51,736,384			—		646,924,696
Total U.S. Treasury & Government Agencies*		—		247,063,228			—		247,063,228
Total Corporate Bonds & Notes*		—		109,986,264			—		109,986,264
Total Mortgage-Backed Securities*		—		21,140,223			—		21,140,223
Total Foreign Government*		—		7,312,593			—		7,312,593
Total Asset-Backed Securities*		—		4,122,098			—		4,122,098
Total Municipals		—		2,434,104			—		2,434,104
Total Convertible Preferred Stocks*		1,789,663		—			—		1,789,663
Total Preferred Stock*		—		1,779,048			—		1,779,048
Short-Term Investments
Mutual Fund		45,092,783		—			—		45,092,783
Repurchase Agreement		—		24,879,000			—		24,879,000
Total Short-Term Investments		45,092,783		24,879,000			—		69,971,783
Total Investments	$	642,070,758	$	470,452,942		$	—	$	1,112,523,700
Collateral for securities loaned (Liability)	$	—	$	(45,092,783	)	$	—	$	(45,092,783	)

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-18

Metropolitan Series Fund

MFS Total Return Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	1,112,523,700
Cash		76,773
Cash denominated in foreign currencies (c)		103
Receivable for:
Investments sold		3,855,915
TBA securities sold		16,727,740
Fund shares sold		126,032
Dividends and interest		3,707,024
Prepaid expenses		2,694
Total Assets		1,137,019,981
Liabilities
Collateral for securities loaned	$	45,092,783
Payables for:
TBA securities purchased		35,358,734
Fund shares redeemed		1,086,221
Accrued expenses:
Management fees		486,242
Distribution and service fees		155,570
Deferred trustees’ fees		54,606
Other expenses		116,563
Total Liabilities		82,350,719
Net Assets	$	1,054,669,262
Net assets consist of:
Paid in surplus	$	931,311,883
Undistributed net investment income		22,640,075
Accumulated net realized loss		(96,922,307	)
Unrealized appreciation on investments and foreign currency transactions		197,639,611
Net Assets	$	1,054,669,262
Net Assets
Class A	$	185,485,659
Class B		252,642,360
Class E		32,474,991
Class F		584,066,252
Capital Shares Outstanding*
Class A		1,138,561
Class B		1,569,783
Class E		200,388
Class F		3,615,569
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	162.91
Class B		160.94
Class E		162.06
Class F		161.54

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $914,890,084.

(b) Includes securities loaned at value of $47,392,129.

(c) Identified cost of cash denominated in foreign currencies was $102.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	15,897,007
Interest		12,615,036
Securities lending income		266,487
Total investment income		28,778,530
Expenses
Management fees		5,666,848
Administration fees		14,608
Custodian and accounting fees		224,657
Distribution and service fees—Class B		607,345
Distribution and service fees—Class E		47,356
Distribution and service fees—Class F		1,159,881
Audit and tax services		56,803
Legal		27,754
Trustees’ fees and expenses		35,358
Shareholder reporting		92,494
Insurance		5,394
Miscellaneous		13,646
Total expenses		7,952,144
Less broker commission recapture		(11,578	)
Net expenses		7,940,566
Net Investment Income		20,837,964
Net Realized and Unrealized Gain
Net realized gain (loss) on:
Investments		114,907,641
Foreign currency transactions		(13,078	)
Net realized gain		114,894,563
Net change in unrealized appreciation (depreciation) on:
Investments		41,867,898
Foreign currency transactions		(8,124	)
Net change in unrealized appreciation		41,859,774
Net realized and unrealized gain		156,754,337
Net Increase in Net Assets From Operations	$	177,592,301

(a) Net of foreign withholding taxes of $158,087.

See accompanying notes to financial statements.

MSF-19

Metropolitan Series Fund

MFS Total Return Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	20,837,964		$	23,659,414
Net realized gain		114,894,563			38,486,228
Net change in unrealized appreciation		41,859,774			50,107,948
Increase in net assets from operations		177,592,301			112,253,590
From Distributions to Shareholders
Net investment income
Class A		(4,637,775	)		(4,961,586	)
Class B		(5,792,063	)		(6,068,529	)
Class E		(777,882	)		(864,804	)
Class F		(14,079,477	)		(16,669,703	)
Total distributions		(25,287,197	)		(28,564,622	)
Decrease in net assets from capital share transactions		(98,784,352	)		(126,855,939	)
Total increase (decrease) in net assets		53,520,752			(43,166,971	)
Net Assets
Beginning of period		1,001,148,510			1,044,315,481
End of period	$	1,054,669,262		$	1,001,148,510
Undistributed net investment income
End of period	$	22,640,075		$	25,161,744

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		100,951		$	15,245,357			68,164		$	9,268,422
Reinvestments		31,748			4,637,775			37,030			4,961,586
Redemptions		(202,855	)		(30,695,497	)		(203,433	)		(27,698,887	)
Net decrease		(70,156	)	$	(10,812,365	)		(98,239	)	$	(13,468,879	)
Class B
Sales		145,544		$	21,825,873			144,281		$	19,386,413
Reinvestments		40,065			5,792,063			45,748			6,068,529
Redemptions		(269,311	)		(40,434,856	)		(252,517	)		(33,908,847	)
Net decrease		(83,702	)	$	(12,816,920	)		(62,488	)	$	(8,453,905	)
Class E
Sales		14,692		$	2,222,502			9,718		$	1,315,933
Reinvestments		5,347			777,882			6,481			864,804
Redemptions		(36,541	)		(5,518,612	)		(39,540	)		(5,368,373	)
Net decrease		(16,502	)	$	(2,518,228	)		(23,341	)	$	(3,187,636	)
Class F
Sales		222,734		$	33,498,495			177,307		$	23,953,681
Reinvestments		97,066			14,079,477			125,279			16,669,703
Redemptions		(800,363	)		(120,214,811	)		(1,055,956	)		(142,368,903	)
Net decrease		(480,563	)	$	(72,636,839	)		(753,370	)	$	(101,745,519	)
Decrease derived from capital shares transactions				$	(98,784,352	)				$	(126,855,939	)

See accompanying notes to financial statements.

MSF-20

Metropolitan Series Fund

MFS Total Return Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	140.60		$	129.68		$	130.06		$	121.69		$	107.65
Income (Loss) from Investment Operations
Net investment income (a)		3.33			3.34			3.34			3.14			3.52
Net realized and unrealized gain (loss) on investments		22.92			11.49			(0.14	)		8.95			15.39
Total from investment operations		26.25			14.83			3.20			12.09			18.91
Less Distributions
Distributions from net investment income		(3.94	)		(3.91	)		(3.58	)		(3.72	)		(4.87	)
Total distributions		(3.94	)		(3.91	)		(3.58	)		(3.72	)		(4.87	)
Net Asset Value, End of Period	$	162.91		$	140.60		$	129.68		$	130.06		$	121.69
Total Return (%) (b)		18.99			11.58			2.42			10.08			18.60
Ratios/Supplemental Data
Ratio of expenses to average net assets (%)		0.59			0.60			0.59			0.58			0.60
Ratio of net investment income to average net assets (%)		2.19			2.46			2.56			2.56			3.21
Portfolio turnover rate (%)		53	(c)		20			19			31			43
Net assets, end of period (in millions)	$	185.5		$	169.9		$	169.5		$	186.7		$	188.1

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	138.95		$	128.21		$	128.66		$	120.45		$	106.53
Income (Loss) from Investment Operations
Net investment income (a)		2.92			2.97			2.98			2.80			3.19
Net realized and unrealized gain (loss) on investments		22.66			11.36			(0.15	)		8.86			15.28
Total from investment operations		25.58			14.33			2.83			11.66			18.47
Less Distributions
Distributions from net investment income		(3.59	)		(3.59	)		(3.28	)		(3.45	)		(4.55	)
Total distributions		(3.59	)		(3.59	)		(3.28	)		(3.45	)		(4.55	)
Net Asset Value, End of Period	$	160.94		$	138.95		$	128.21		$	128.66		$	120.45
Total Return (%) (b)		18.70			11.31			2.16			9.80			18.30
Ratios/Supplemental Data
Ratio of expenses to average net assets (%)		0.84			0.85			0.84			0.83			0.85
Ratio of net investment income to average net assets (%)		1.94			2.21			2.32			2.31			2.93
Portfolio turnover rate (%)		53	(c)		20			19			31			43
Net assets, end of period (in millions)	$	252.6		$	229.8		$	220.0		$	227.0		$	207.9

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-21

Metropolitan Series Fund

MFS Total Return Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	139.88		$	129.04		$	129.46		$	121.16		$	107.16
Income (Loss) from Investment Operations
Net investment income (a)		3.09			3.12			3.13			2.95			3.35
Net realized and unrealized gain (loss) on investments		22.81			11.44			(0.15	)		8.91			15.33
Total from investment operations		25.90			14.56			2.98			11.86			18.68
Less Distributions
Distributions from net investment income		(3.72	)		(3.72	)		(3.40	)		(3.56	)		(4.68	)
Total distributions		(3.72	)		(3.72	)		(3.40	)		(3.56	)		(4.68	)
Net Asset Value, End of Period	$	162.06		$	139.88		$	129.04		$	129.46		$	121.16
Total Return (%) (b)		18.82			11.42			2.25			9.92			18.42
Ratios/Supplemental Data
Ratio of expenses to average net assets (%)		0.74			0.75			0.74			0.73			0.75
Ratio of net investment income to average net assets (%)		2.04			2.31			2.41			2.41			3.07
Portfolio turnover rate (%)		53	(c)		20			19			31			43
Net assets, end of period (in millions)	$	32.5		$	30.3		$	31.0		$	36.5		$	38.6

	Class F
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	139.43		$	128.64		$	129.07		$	120.81		$	106.86
Income (Loss) from Investment Operations
Net investment income (a)		3.00			3.04			3.05			2.88			3.28
Net realized and unrealized gain (loss) on investments		22.74			11.40			(0.14	)		8.89			15.28
Total from investment operations		25.74			14.44			2.91			11.77			18.56
Less Distributions
Distributions from net investment income		(3.63	)		(3.65	)		(3.34	)		(3.51	)		(4.61	)
Total distributions		(3.63	)		(3.65	)		(3.34	)		(3.51	)		(4.61	)
Net Asset Value, End of Period	$	161.54		$	139.43		$	128.64		$	129.07		$	120.81
Total Return (%) (b)		18.75			11.36			2.21			9.87			18.36
Ratios/Supplemental Data
Ratio of expenses to average net assets (%)		0.79			0.80			0.79			0.78			0.80
Ratio of net investment income to average net assets (%)		1.99			2.26			2.36			2.36			3.01
Portfolio turnover rate (%)		53	(c)		20			19			31			43
Net assets, end of period (in millions)	$	584.1		$	571.1		$	623.8		$	748.8		$	796.2

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Includes mortgage dollar roll and TBA transactions; excluding these transactions the portfolio turnover rate would have been 45% for 2013.

See accompanying notes to financial statements.

MSF-22

Metropolitan Series Fund

MFS Total Return Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is MFS Total Return Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers four classes of shares: Class A, B, E, and F shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-23

Metropolitan Series Fund

MFS Total Return Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-24

Metropolitan Series Fund

MFS Total Return Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to premium amortization, paydown gain/loss reclasses, foreign currency transactions, real estate investment trusts (REITs) adjustments, and broker commission recapture reclasses, and convertible preferred stock adjustments. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

At December 31, 2013, the Portfolio had investments in repurchase agreements with a gross value of $24,879,000, which is included as part of investments at value on the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at December 31, 2013.

MSF-25

Metropolitan Series Fund

MFS Total Return Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Mortgage Dollar Rolls - The Portfolio may enter into mortgage “dollar rolls” in which a Portfolio sells to-be-announced (“TBA”) mortgage-backed securities for delivery in the current month and simultaneously contracts to repurchase substantially similar (same type, coupon, and maturity) securities on a specified future date. For the duration of the transaction, or roll period, the Portfolio foregoes principal (including prepayments of principal) and interest paid on the securities sold. Dollar rolls are accounted for as purchase and sale transactions; gain or loss is recognized at the commencement of the term of the dollar roll and each time the mortgage-backed security is rolled.

Treasury and mortgage dollar roll transactions involve the risk that the market value of the securities that the Portfolio is required to repurchase or reacquire may be less than the agreed-upon repurchase price of those securities and that the investment performance of securities purchased with proceeds from these transactions does not exceed the income, capital appreciation, and gain or loss that would have been realized on the securities transferred or sold, as applicable, as part of the treasury or mortgage dollar roll.

Mortgage Related and Other Asset-Backed Securities - The Portfolio may invest in mortgage-related or other asset-backed securities. These securities may include mortgage pass-through securities, collateralized mortgage obligations (“CMOs”), commercial mortgage-backed securities, CMO residuals, stripped mortgage backed securities (“SMBS”), and other securities that directly or indirectly represent a participation in, or are secured by or payable from, mortgage loans on real property or other receivables. The value of some mortgage- or asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Early repayment of principal on some mortgage-related securities may expose the Portfolio to a lower rate of return upon reinvestment of principal. The value of these securities may fluctuate in response to the market’s perception of the creditworthiness of the issuers. Additionally, although mortgages and mortgage-related securities are generally supported by some form of government or private guarantee and/or insurance, there is no assurance that private guarantors or insurers will meet their obligations.

In one type of SMBS, one class receives all of the interest from the mortgage assets (the interest-only or “IO” class), while the other class will receive all of the principal (the principal-only or “PO” class). Because principal will not be received at the maturity of an IO, adjustments are made to the book value of the security until maturity. These adjustments are netted against payments received for the IOs and the net amount is included in interest income on the Statement of Operations of the Portfolio. Payments received for POs are treated as reductions to the cost and par value of the securities. Details of mortgage related and other asset-backed securities held by the Portfolio are included in the Portfolio’s Schedule of Investments.

The Portfolio may invest a significant portion of its assets in securities of issuers that hold mortgage and asset-backed securities and direct investments in securities backed by commercial and residential mortgage loans and other financial assets. The value and related income of these securities are sensitive to changes in economic conditions, including delinquencies and/or defaults, and may be negatively impacted by increased volatility of market prices and periods of illiquidity.

TBA Purchase & Forward Sale Commitments - The Portfolio may enter into TBA commitments to purchase or sell securities for a fixed price at a future date. TBA commitments are considered securities in themselves, and involve a risk of loss if the value of the security to be purchased or sold declines or increases prior to settlement date, which is in addition to the risk of decline in the value of the Portfolio’s other assets. TBA forward sales commitments are valued at the current market value of the underlying securities, according to the procedures described under “Investment Valuation and Fair Value Measurements”.

When-Issued and Delayed-Delivery Securities - The Portfolio may purchase securities on a when-issued or delayed-delivery basis. Settlement of such transactions normally occurs within a month or more after the purchase commitment is made. The Portfolio may purchase securities under such conditions only with the intention of actually acquiring them, but may enter into a separate agreement to sell the securities before the settlement date. Since the value of securities purchased may fluctuate prior to settlement, the Portfolio may be required to pay more at settlement than the security is worth. In addition, the purchaser is not entitled to any of the interest earned prior to settlement.

Upon making a commitment to purchase a security on a when-issued or delayed-delivery basis, the Portfolio will hold liquid assets in a segregated account with the Portfolio’s custodian, or set aside liquid assets in the Portfolio’s records, worth at least the equivalent of the amount due. The liquid assets will be monitored on a daily basis and adjusted as necessary to maintain the necessary value.

Directed Brokerage Agreement - The Trust has entered into a directed brokerage arrangement with State Street Global Markets (“SSGM”). Under this arrangement, the Portfolio directs certain trades to SSGM in return for a recapture credit. SSGM issues a cash rebate to the Portfolio. Amounts paid to the Portfolio are shown separately as broker commission recapture on the Statement of Operations of the Portfolio. Additionally, these amounts have been excluded from the calculation of the net ratio of expenses to average net assets presented in the Financial Highlights for each share class.

3. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The

MSF-26

Metropolitan Series Fund

MFS Total Return Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels.

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

Master Securities Forward Transaction Agreements (“Master Forward Agreements”) govern the considerations and factors surrounding the settlement of certain forward settling transactions, such as To-Be-Announced securities, delayed-delivery or secured borrowings transactions by and between the Portfolio and select counterparties. The Master Forward Agreements maintain provisions for, among other things, initiation and confirmation, payment and transfer, events of default, termination, and maintenance of collateral.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

4. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, including mortgage dollar roll and TBA transactions but excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$255,933,934	$	287,587,275	$	243,844,227	$	401,391,366

The Portfolio engaged in security transactions with other accounts managed by Massachusetts Financial Services Co. that amounted to $14,534 in purchases and $22,523 in sales of investments, which are included above.

Purchases and sales of mortgage dollar rolls and TBA transactions for the year ended December 31, 2013 were as follows:

Purchases	Sales
$96,093,038	$	91,368,829

5. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average daily net assets
$5,666,848		0.600	%	Of the first $250 million
		0.550	%	Of the next $500 million
		0.500	%	On amounts in excess of $750 million

MSF-27

Metropolitan Series Fund

MFS Total Return Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. Massachusetts Financial Services Co. is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B, E, and F Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B, E, and F Shares. Under the Distribution and Service Plan, the Class B, E, and F Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B, E, and F Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares, 0.15% per year for Class E Shares, and 0.20% per year for Class F Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

6. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

7. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$25,287,197	$	28,564,622	$	—	$	—	$	25,287,197	$	28,564,622

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards			Other Accumulated Capital Losses		Total
$22,698,975	$	—	$	185,514,843	$	(84,801,832	)	$	—	$	123,411,986

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as shortterm losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

During the year ended December 31, 2013, the Portfolio utilized capital loss carry forwards of $103,019,018.

As of December 31, 2013, the Portfolio had no post-enactment accumulated capital losses and the pre-enactment accumulated capital loss carryforwards and expiration dates were as follows:

Expiring 12/31/2017	Total
$84,801,832	$	84,801,832

MSF-28

Metropolitan Series Fund

MFS Total Return Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of MFS Total Return Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of MFS Total Return Portfolio, one of the portfolios constituting Metropolitan Series Fund (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of MFS Total Return Portfolio of Metropolitan Series Fund as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 27, 2014

MSF-29

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

MSF-30

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-31

Metropolitan Series Fund

MFS Total Return Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the MFS Total Return Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-32

Metropolitan Series Fund

MFS Total Return Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the MFS Total Return Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio outperformed its blended benchmark, S&P 500 Index (60%) and Barclays Capital U.S. Aggregate Bond Index (40%), for the one-year period ended October 31, 2013 and underperformed its blended benchmark for the three- and five-year periods ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board

MSF-33

Metropolitan Series Fund

MFS Total Return Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the MFS Total Return Portfolio, the Board considered that the Portfolio’s actual management fees were below the Expense Group median and Expense Universe median, and above the median of the Sub-advised Expense Universe. The Board noted that the Portfolio’s total expenses (exclusive of 12b-l fees) were below the Expense Group median, the Expense Universe median and the Sub-advised Expense Universe median. The Board further noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also took into account that the Portfolio’s contractual sub-advisory fees were above the average of the Sub-advised Expense Group and the Sub-advised Expense Universe at the Portfolio’s current size.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the MFS Total Return Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-34

Metropolitan Series Fund

MFS Total Return Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-35

Metropolitan Series Fund

MFS Value Portfolio

Managed By Massachusetts Financial Services Company

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, and E shares of the MFS Value Portfolio returned 35.73%, 35.38%, and 35.63%, respectively. The Portfolio’s benchmark, the Russell 1000 Value Index¹, returned 32.53%. Since its inception on April 26, 2013, the Class D shares returned 19.02% while the benchmark returned 17.14% over the same period.

MARKET ENVIRONMENT / CONDITIONS

At the beginning of the period, year-end fiscal cliff negotiations between the Republicans in the U.S. Congress and President Obama were a particular source of market attention, where uncertainty surrounding the fiscal negotiations continued right up to the end-of-year deadline. A last minute political agreement averted the worst-case scenario and markets gravitated towards risk assets again, though the implementation of the U.S. budget sequester, combined with concerns surrounding the Italian election results, was a source of uncertainty which lingered throughout the first half of the period.

The more dominant features of the first few months of 2013 included a marked improvement in market sentiment as global macroeconomic indicators improved, monetary easing by the Bank of Japan accelerated and fears of fiscal austerity in the U.S. waned. In the middle of the period, concerns that the U.S. Federal Reserve (the “Fed”) would begin tapering its quantitative easing (“QE”) program caused sovereign bond yields to spike, credit spreads to widen, and equity valuations to fall. Equities subsequently outperformed fixed income in response to the improved economic fundamentals.

Toward the end of the period, the Fed’s decision to postpone QE tapering surprised markets. Favorable market reactions were tempered, however, by tense negotiations over U.S. fiscal policy which resulted in a 16-day partial shutdown of the federal government and a short-term extension in the debt ceiling. The volatility was short-lived, however, as an extension of budget and debt ceiling deadlines allowed the government to re-open, and subsequent economic data reflected moderate but resilient U.S. growth. Also well-received was the decision by the European Central Bank to cut its policy rate as inflation pressures waned in the region. In addition, equity investors appeared to have concluded that there would be no major change in U.S. monetary policy as a result of the nomination of Janet Yellen as the new Fed Chair for the term beginning in early 2014.

PORTFOLIO REVIEW / PERIOD END POSITIONING

Stock selection in the Financials sector contributed to performance relative to the Russell 1000 Value Index. An overweight position in insurance company Prudential Financial boosted relative results as the stock outpaced the benchmark over the reporting period. Stock selection and an overweight position in the Industrials sector also benefited relative returns. Within this sector, overweight positions in defense contractor Lockheed Martin, diversified technology company 3M, and global security company Northrop Grumman bolstered relative results. Holdings of building and airplane controls manufacturer Honeywell International also helped. An underweight allocation to the Utilities sector aided relative performance. There were no individual securities within this sector that were among the Portfolio’s top relative contributors. Elsewhere, the Portfolio’s underweight positions in oil and gas company Exxon Mobil, and its overweight positions in cardiovascular medical device maker St. Jude Medical and life sciences supply company Thermo Fisher Scientific, and holdings of media company Viacom and voice and data communications services company Vodafone Group, benefited relative performance.

Stock selection in the Information Technology sector detracted from relative performance. Within this sector, holdings of International Business Machines (“IBM”) and enterprise software products maker Oracle detracted from relative returns. Not owning strong-performing computer and personal electronics maker Apple and online information portal Yahoo! also held back relative results. Stock selection in the Consumer Staples sector dampened relative returns. Here, an overweight position in tobacco company Philip Morris International, and holdings of alcoholic drink producer Diageo (U.K.), global food company Nestle (Switzerland) and international food producer Danone (France), weighed on relative performance. Elsewhere, an overweight position in retailing company Target detracted from relative results as the stock turned in weak performance for the reporting period. The Portfolio’s cash and/or cash equivalent position during the period was also a detractor from relative performance. Under normal market conditions, the Portfolio strives to be fully invested and generally holds cash to buy new holdings and provide liquidity. In a period when equity markets rose, as measured by the Portfolio’s benchmark, holding cash hurt performance versus the benchmark, which has no cash position.

MSF-1

Metropolitan Series Fund

MFS Value Portfolio

Managed By Massachusetts Financial Services Company

Portfolio Manager Commentary*—(Continued)

Over the trailing 12 months ending December 31, 2013, the Portfolio increased its positions in Financials, Health Care, and Industrials while reducing its exposure to Energy, Information Technology, and Materials. Additionally, the Portfolio was overweight to Consumer Staples, Industrials, and Consumer Discretionary while being underweight to Energy, Financials, and Utilities.

Steven R. Gorham

Nevin P. Chitkara

Portfolio Managers

Massachusetts Financial Services Company

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

MFS Value Portfolio

A $10,000 INVESTMENT COMPARED TO THE RUSSELL 1000 VALUE INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year		Since Inception2
MFS Value Portfolio
Class A		35.73		16.54		8.87		—
Class B		35.38		16.27		—		7.33
Class D		—		—		—		19.02
Class E		35.63		16.40		—		7.46
Russell 1000 Value Index		32.53		16.67		7.58		—

¹ The Russell 1000 Value Index is an unmanaged measure of the largest capitalized U.S. domiciled companies with a less than average growth orientation. Companies in this Index generally have a low price-to-book and price-to-earnings ratio, higher dividend yields and lower forecasted growth values.

² Inception dates of the Class A, Class B, Class D and Class E shares are 7/20/98, 4/28/08, 4/26/13, and 4/28/08, respectively. The since inception return shown for Class D is not computed on an annualized basis.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
JPMorgan Chase & Co.		4.0
Philip Morris International, Inc.		3.7
Johnson & Johnson		3.4
Lockheed Martin Corp.		3.1
Pfizer, Inc.		3.1
Wells Fargo & Co.		3.0
Exxon Mobil Corp.		2.4
United Technologies Corp.		2.1
Goldman Sachs Group, Inc. (The)		2.1
Accenture plc - Class A		2.1

Top Sectors

	% of Market Value of Total Long-Term Investments
Financials		23.5
Industrials		17.4
Consumer Staples		14.4
Health Care		14.2
Consumer Discretionary		10.8
Information Technology		7.4
Energy		6.3
Telecommunication Services		3.4
Materials		1.9
Utilities		0.7

MSF-3

Metropolitan Series Fund

MFS Value Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

MFS Value Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.56	%	$	1,000.00	$	1,166.20	$	3.06
	Hypothetical*		0.56	%	$	1,000.00	$	1,022.38	$	2.85
Class B(a)	Actual		0.82	%	$	1,000.00	$	1,164.70	$	4.47
	Hypothetical*		0.82	%	$	1,000.00	$	1,021.07	$	4.18
Class D(a)	Actual		0.68	%	$	1,000.00	$	1,165.10	$	3.71
	Hypothetical*		0.68	%	$	1,000.00	$	1,021.78	$	3.47
Class E(a)	Actual		0.71	%	$	1,000.00	$	1,165.60	$	3.88
	Hypothetical*		0.71	%	$	1,000.00	$	1,021.63	$	3.62

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 6 of the Notes to Financial Statements.

MSF-4

Metropolitan Series Fund

MFS Value Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—99.6% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—7.9%
Honeywell International, Inc.		817,321	$	74,678,620
Lockheed Martin Corp.		820,190		121,929,445
Northrop Grumman Corp.		333,239		38,192,522
United Technologies Corp.		708,814		80,663,033
				315,463,620
Air Freight & Logistics—1.7%
United Parcel Service, Inc. - Class B		635,840		66,814,067
Auto Components—1.7%
Delphi Automotive plc		411,540		24,745,900
Johnson Controls, Inc.		858,001		44,015,451
				68,761,351
Automobiles—0.2%
General Motors Co. (a)		225,920		9,233,350
Beverages—2.4%
Coca-Cola Enterprises, Inc.		328,990		14,518,329
Diageo plc		1,905,256		62,932,955
Dr. Pepper Snapple Group, Inc.		369,170		17,985,962
				95,437,246
Capital Markets—6.5%
Bank of New York Mellon Corp. (The)		1,686,001		58,908,875
BlackRock, Inc.		118,658		37,551,697
Franklin Resources, Inc.		649,227		37,479,875
Goldman Sachs Group, Inc. (The)		471,973		83,661,934
State Street Corp.		528,954		38,819,934
				256,422,315
Chemicals—1.6%
Air Products & Chemicals, Inc.		86,882		9,711,670
PPG Industries, Inc.		275,433		52,238,623
Valspar Corp. (The) (b)		51,410		3,665,019
				65,615,312
Commercial Banks—4.3%
PNC Financial Services Group, Inc. (The)		406,018		31,498,877
U.S. Bancorp		507,110		20,487,244
Wells Fargo & Co.		2,609,798		118,484,829
				170,470,950
Commercial Services & Supplies—1.1%
Tyco International, Ltd.		1,074,614		44,102,159
Computers & Peripherals—0.2%
Hewlett-Packard Co.		294,321		8,235,102
Containers & Packaging—0.3%
Crown Holdings, Inc. (a)		258,830		11,536,053
Diversified Financial Services—5.3%
JPMorgan Chase & Co.		2,743,861		160,460,991
McGraw Hill Financial, Inc.		210,690		16,475,958
Diversified Financial Services—(Continued)
Moody’s Corp. (b)		207,930		16,316,267
NASDAQ OMX Group, Inc. (The)		410,545		16,339,691
				209,592,907
Diversified Telecommunication Services—2.2%
AT&T, Inc.		1,120,901		39,410,879
Verizon Communications, Inc.		941,310		46,255,973
				85,666,852
Electric Utilities—0.6%
Duke Energy Corp.		187,700		12,953,177
PPL Corp.		323,807		9,743,353
				22,696,530
Electrical Equipment—0.9%
Eaton Corp. plc		482,042		36,693,037
Food & Staples Retailing—1.8%
CVS Caremark Corp.		989,224		70,798,762
Food Products—4.2%
Danone S.A.		447,240		32,264,205
General Mills, Inc. (b)		1,089,426		54,373,252
Kellogg Co. (b)		191,617		11,702,050
Nestle S.A.		949,239		69,681,685
				168,021,192
Health Care Equipment & Supplies—3.6%
Abbott Laboratories		1,166,246		44,702,209
Covidien plc		329,560		22,443,036
Medtronic, Inc.		783,270		44,951,865
St. Jude Medical, Inc. (b)		524,712		32,505,909
				144,603,019
Health Care Providers & Services—1.2%
Express Scripts Holding Co. (a)		488,670		34,324,181
Quest Diagnostics, Inc. (b)		258,260		13,827,240
				48,151,421
Hotels, Restaurants & Leisure—1.0%
McDonald’s Corp.		392,493		38,083,596
Household Products—0.5%
Procter & Gamble Co. (The)		252,152		20,527,694
Industrial Conglometes—3.4%
3M Co.		590,209		82,776,812
Danaher Corp.		654,832		50,553,031
				133,329,843
Insurance—7.3%
ACE, Ltd.		425,913		44,094,773
Aon plc		448,289		37,606,964
Chubb Corp. (The)		528,634		51,081,903
Prudential Financial, Inc.		832,222		76,747,513

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

MFS Value Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Insurance—(Continued)
Travelers Cos., Inc. (The)		889,605	$	80,544,837
				290,075,990
IT Services—5.1%
Accenture plc - Class A		1,010,499		83,083,228
Fidelity National Information Services, Inc.		211,780		11,368,350
Fiserv, Inc. (a)		384,000		22,675,200
International Business Machines Corp.		400,274		75,079,394
Western Union Co. (The) (b)		673,166		11,612,114
				203,818,286
Leisure Equipment & Products—0.5%
Hasbro, Inc. (b)		355,941		19,580,314
Life Sciences Tools & Services—1.4%
Thermo Fisher Scientific, Inc. (b)		483,178		53,801,870
Machinery—1.6%
Illinois Tool Works, Inc. (b)		210,194		17,673,112
Pentair, Ltd.		241,798		18,780,451
Stanley Black & Decker, Inc.		354,031		28,566,761
				65,020,324
Media—4.5%
Comcast Corp. - Special Class A		804,270		40,116,988
Omnicom Group, Inc.		655,377		48,740,387
Viacom, Inc. - Class B		392,040		34,240,774
Walt Disney Co. (The)		728,620		55,666,568
				178,764,717
Multi-Utilities—0.1%
Public Service Enterprise Group, Inc.		190,081		6,090,195
Multiline Retail—1.7%
Kohl’s Corp. (b)		186,280		10,571,390
Target Corp.		928,930		58,773,401
				69,344,791
Oil, Gas & Consumable Fuels—6.2%
Apache Corp.		224,119		19,260,787
Chevron Corp.		516,529		64,519,637
EOG Resources, Inc.		82,781		13,893,963
Exxon Mobil Corp.		936,673		94,791,308
Occidental Petroleum Corp.		579,812		55,140,121
				247,605,816
Pharmaceuticals—7.9%
Johnson & Johnson		1,454,501		133,217,747
Merck & Co., Inc.		733,047		36,689,002
Pfizer, Inc.		3,959,991		121,294,524
Roche Holding AG		83,234		23,331,902
Zoetis, Inc.		35,140		1,148,727
				315,681,902
Real Estate Management & Development—0.1%
Canary Wharf Group plc (c)		767,618	$	3,967,141
Road & Rail—0.6%
Canadian National Railway Co.		437,680		24,956,514
Semiconductors & Semiconductor Equipment—0.7%
Intel Corp.		1,003,867		26,060,387
Software—1.4%
Oracle Corp.		1,429,796		54,703,995
Specialty Retail—1.1%
Advance Auto Parts, Inc.		235,502		26,065,362
Staples, Inc. (b)		1,029,580		16,360,026
				42,425,388
Tobacco—5.5%
Altria Group, Inc.		485,436		18,635,888
Imperial Tobacco Group plc		197,268		7,655,794
Lorillard, Inc. (b)		894,690		45,342,889
Philip Morris International, Inc.		1,664,987		145,070,318
				216,704,889
Wireless Telecommunication Services—1.3%
Vodafone Group plc		12,817,951		50,388,340
Total Common Stocks (Cost $2,730,170,838)				3,959,247,237
Convertible Preferred Stock—0.1%
Aerospace & Defense—0.1%
United Technologies Corp. (b) (Cost $3,212,071)		61,790		4,045,391
Short-Term Investments—2.3%
Mutual Fund—2.1%
State Street Navigator Securities Lending MET Portfolio (d)		82,185,144		82,185,144
Commercial Paper—0.2%
HSBC Americas, Inc. 0.051%, 01/02/14 (e)		7,053,000		7,052,990
Total Short-Term Investments (Cost $89,238,134)				89,238,134
Total Investments—102.0% (Cost $2,822,621,043) (f)				4,052,530,762
Other assets and liabilities (net)—(2.0)%				(79,653,930	)
Net Assets—100.0%			$	3,972,876,832

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) Non-income producing security.

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

MFS Value Portfolio

Schedule of Investments as of December 31, 2013

(b) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $97,259,950 and the collateral received consisted of cash in the amount of $82,185,144 and non-cash collateral with a value of $17,593,507. The cash collateral is invested in a money market fund managed by an affiliate of the custodian. The non-cash collateral received consists primarily of government securities and bank letters of credit, and is held for the benefit of the Portfolio at the Portfolio’s custodian. The Portfolio cannot repledge or resell this collateral. As such, this collateral is excluded from the Statement of Assets and Liabilities.

(c) Security was valued in good faith under procedures approved by the Board of Trustees. As of December 31, 2013, these securities represent 0.1% of net assets.

(d) Represents investment of cash collateral received from securities lending transactions.

(e) The rate shown represents the discount rate at the time of purchase by the Portfolio.

(f) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $2,834,613,305. The aggregate unrealized appreciation and depreciation of investments were $1,219,028,444 and $(1,110,987), respectively, resulting in net unrealized appreciation of $1,217,917,457 for federal income tax purposes.

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

MFS Value Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1- unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2		Level 3		Total
Common Stocks
Aerospace & Defense	$	315,463,620	$	—	$	—	$	315,463,620
Air Freight & Logistics		66,814,067		—		—		66,814,067
Auto Components		68,761,351		—		—		68,761,351
Automobiles		9,233,350		—		—		9,233,350
Beverages		32,504,291		62,932,955		—		95,437,246
Capital Markets		256,422,315		—		—		256,422,315
Chemicals		65,615,312		—		—		65,615,312
Commercial Banks		170,470,950		—		—		170,470,950
Commercial Services & Supplies		44,102,159		—		—		44,102,159
Computers & Peripherals		8,235,102		—		—		8,235,102
Containers & Packaging		11,536,053		—		—		11,536,053
Diversified Financial Services		209,592,907		—		—		209,592,907
Diversified Telecommunication Services		85,666,852		—		—		85,666,852
Electric Utilities		22,696,530		—		—		22,696,530
Electrical Equipment		36,693,037		—		—		36,693,037
Food & Staples Retailing		70,798,762		—		—		70,798,762
Food Products		66,075,302		101,945,890		—		168,021,192
Health Care Equipment & Supplies		144,603,019		—		—		144,603,019
Health Care Providers & Services		48,151,421		—		—		48,151,421
Hotels, Restaurants & Leisure		38,083,596		—		—		38,083,596
Household Products		20,527,694		—		—		20,527,694
Industrial Conglomerates		133,329,843		—		—		133,329,843
Insurance		290,075,990		—		—		290,075,990
IT Services		203,818,286		—		—		203,818,286
Leisure Equipment & Products		19,580,314		—		—		19,580,314
Life Sciences Tools & Services		53,801,870		—		—		53,801,870
Machinery		65,020,324		—		—		65,020,324
Media		178,764,717		—		—		178,764,717
Multi-Utilities		6,090,195		—		—		6,090,195
Multiline Retail		69,344,791		—		—		69,344,791
Oil, Gas & Consumable Fuels		247,605,816		—		—		247,605,816
Pharmaceuticals		292,350,000		23,331,902		—		315,681,902
Real Estate Management & Development		—		—		3,967,141		3,967,141
Road & Rail		24,956,514		—		—		24,956,514
Semiconductors & Semiconductor Equipment		26,060,387		—		—		26,060,387
Software		54,703,995		—		—		54,703,995
Specialty Retail		42,425,388		—		—		42,425,388

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

MFS Value Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy—(Continued)

Description	Level 1		Level 2			Level 3		Total
Tobacco	$	209,049,095	$	7,655,794		$	—	$	216,704,889
Wireless Telecommunication Services		—		50,388,340			—		50,388,340
Total Common Stocks		3,709,025,215		246,254,881			3,967,141		3,959,247,237
Total Convertible Preferred Stock*		4,045,391		—			—		4,045,391
Short-Term Investments
Mutual Fund		82,185,144		—			—		82,185,144
Commercial Paper		—		7,052,990			—		7,052,990
Total Short-Term Investments		82,185,144		7,052,990			—		89,238,134
Total Investments	$	3,795,255,750	$	253,307,871		$	3,967,141	$	4,052,530,762
Collateral for securities loaned (Liability)	$	—	$	(82,185,144	)	$	—	$	(82,185,144	)

* See Schedule of Investments for additional detailed categorizations.

Following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:

Investments in Securities	Balance as of December 31, 2012		Realized Gain/ (Loss)		Change in Unrealized Appreciation/ (Depreciation)		Purchases (a)		Sales		Balance as of December 31, 2013		Change in Unrealized Appreciation/ (Depreciation) from Investments Still Held at December 31, 2013
Common Stocks
Real Estate Management & Development	$	—	$	—	$	293,965	$	3,673,176	$	—	$	3,967,141	$	293,965
Total	$	—	$	—	$	293,965	$	3,673,176	$	—	$	3,967,141	$	293,965

(a) Security was acquired as a result of the merger with the Met Investors Series Trust Met/Franklin Mutual Shares Portfolio. Purchase amount shown above reflects the value of the security on the date of the merger.

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

MFS Value Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	4,052,530,762
Cash		159,509
Cash denominated in foreign currencies (c)		478,470
Receivable for:
Fund shares sold		549,326
Dividends		6,562,160
Prepaid expenses		6,456
Total Assets		4,060,286,683
Liabilities
Collateral for securities loaned		82,185,144
Payables for:
Fund shares redeemed		2,895,111
Accrued expenses:
Management fees		1,816,463
Distribution and service fees		177,442
Deferred trustees’ fees		129,340
Other expenses		206,351
Total Liabilities		87,409,851
Net Assets	$	3,972,876,832
Net assets consist of:
Paid in surplus	$	2,505,206,190
Undistributed net investment income		64,684,656
Accumulated net realized gain		173,035,990
Unrealized appreciation on investments and foreign currency transactions		1,229,949,996
Net Assets	$	3,972,876,832
Net Assets
Class A	$	3,074,829,244
Class B		795,939,716
Class D		18,561,882
Class E		83,545,990
Capital Shares Outstanding*
Class A		173,198,202
Class B		45,190,976
Class D		1,048,029
Class E		4,728,442
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	17.75
Class B		17.61
Class D		17.71
Class E		17.67

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $2,822,621,043.

(b) Includes securities loaned at value of $97,259,950.

(c) Identified cost of cash denominated in foreign currencies was $473,249.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	86,103,790
Interest		8,863
Securities lending income		603,521
Total investment income		86,716,174
Expenses
Management fees		24,204,741
Administration fees		49,601
Custodian and accounting fees		334,885
Distribution and service fees—Class B		1,465,288
Distribution and service fees—Class D		12,721
Distribution and service fees—Class E		115,635
Audit and tax services		58,512
Legal		28,017
Trustees’ fees and expenses		41,377
Shareholder reporting		158,971
Insurance		19,523
Miscellaneous		27,104
Total expenses		26,516,375
Less management fee waiver		(4,905,859	)
Less broker commission recapture		(106,425	)
Net expenses		21,504,091
Net Investment Income		65,212,083
Net Realized and Unrealized Gain
Net realized gain (loss) on:
Investments		305,534,645
Futures contracts		(589,192	)
Foreign currency transactions		31,430
Net realized gain		304,976,883
Net change in unrealized appreciation (depreciation) on:
Investments		659,811,702
Foreign currency transactions		(25,526	)
Net change in unrealized appreciation		659,786,176
Net realized and unrealized gain		964,763,059
Net Increase in Net Assets From Operations	$	1,029,975,142

(a) Net of foreign withholding taxes of $428,028.

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

MFS Value Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	65,212,083		$	56,625,039
Net realized gain		304,976,883			100,116,064
Net change in unrealized appreciation		659,786,176			238,472,056
Increase in net assets from operations		1,029,975,142			395,213,159
From Distributions to Shareholders
Net investment income
Class A		(50,660,050	)		(43,662,721	)
Class B		(4,757,769	)		(4,135,325	)
Class E		(1,080,244	)		(1,093,494	)
Net realized capital gains
Class A		(86,020,084	)		(31,090,576	)
Class B		(9,119,057	)		(3,348,515	)
Class E		(1,987,649	)		(837,277	)
Total distributions		(153,624,853	)		(84,167,908	)
Increase (decrease) in net assets from capital share transactions		426,412,881			(57,951,669	)
Total increase in net assets		1,302,763,170			253,093,582
Net Assets
Beginning of period		2,670,113,662			2,417,020,080
End of period	$	3,972,876,832		$	2,670,113,662
Undistributed Net Investment Income
End of period	$	64,684,656		$	56,198,397

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		19,058,481		$	292,535,588			8,475,621		$	111,288,078
Shares issued through acquisition		5,422,146			80,789,979			0			0
Reinvestments		9,393,823			136,680,134			5,741,421			74,753,297
Redemptions		(31,870,650	)		(502,615,244	)		(18,050,623	)		(239,700,284	)
Net increase (decrease)		2,003,800		$	7,390,457			(3,833,581	)	$	(53,658,909	)
Class B
Sales		22,275,056		$	336,307,116			2,218,211		$	28,902,919
Shares issued through acquisition		29,307,292			434,040,998			0			0
Reinvestments		959,670			13,876,826			577,903			7,483,840
Redemptions		(25,604,636	)		(386,159,224	)		(2,462,386	)		(32,395,908	)
Net increase		26,937,382		$	398,065,716			333,728		$	3,990,851
Class D (a)
Sales		21,906		$	355,383			0		$	0
Shares issued through acquisition		6,526,741			97,117,903			0			0
Redemptions		(5,500,618	)		(82,134,513	)		0			0
Net increase		1,048,029		$	15,338,773			0		$	0
Class E
Sales		18,020,419		$	267,724,346			283,045		$	3,685,717
Shares issued through acquisition		1,498,859			22,243,068			0			0
Reinvestments		211,725			3,067,893			148,864			1,930,771
Redemptions		(19,151,436	)		(287,417,372	)		(1,055,811	)		(13,900,099	)
Net increase (decrease)		579,567		$	5,617,935			(623,902	)	$	(8,283,611	)
Increase (decrease) derived from capital shares transactions				$	426,412,881					$	(57,951,669	)

(a) Commencement of operations was April 26, 2013.

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

MFS Value Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	13.80		$	12.23		$	12.31		$	11.20		$	9.27
Income (Loss) from Investment Operations
Net investment income (a)		0.30			0.29			0.25			0.21			0.21
Net realized and unrealized gain (loss) on investments		4.46			1.72			(0.13	)		1.06			1.72
Total from investment operations		4.76			2.01			0.12			1.27			1.93
Less Distributions
Distributions from net investment income		(0.30	)		(0.26	)		(0.20	)		(0.16	)		0.00
Distributions from net realized capital gains		(0.51	)		(0.18	)		0.00			0.00			0.00
Total distributions		(0.81	)		(0.44	)		(0.20	)		(0.16	)		0.00
Net Asset Value, End of Period	$	17.75		$	13.80		$	12.23		$	12.31		$	11.20
Total Return (%) (b)		35.73			16.65			0.85			11.42			20.82
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.72			0.73			0.73			0.73			0.74
Net ratio of expenses to average net assets (%) (c)		0.58			0.60			0.61			0.63			0.66
Ratio of net investment income to average net assets (%)		1.92			2.21			2.03			1.82			2.17
Portfolio turnover rate (%)		17			16			16			28			26
Net assets, end of period (in millions)	$	3,074.8		$	2,363.0		$	2,141.2		$	2,097.7		$	1,876.3

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	13.70		$	12.15		$	12.23		$	11.13		$	9.24
Income (Loss) from Investment Operations
Net investment income (a)		0.27			0.26			0.22			0.18			0.18
Net realized and unrealized gain (loss) on investments		4.41			1.70			(0.13	)		1.06			1.71
Total from investment operations		4.68			1.96			0.09			1.24			1.89
Less Distributions
Distributions from net investment income		(0.26	)		(0.23	)		(0.17	)		(0.14	)		0.00
Distributions from net realized capital gains		(0.51	)		(0.18	)		0.00			0.00			0.00
Total distributions		(0.77	)		(0.41	)		(0.17	)		(0.14	)		0.00
Net Asset Value, End of Period	$	17.61		$	13.70		$	12.15		$	12.23		$	11.13
Total Return (%) (b)		35.38			16.32			0.64			11.18			20.59
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.97			0.98			0.98			0.98			0.99
Net ratio of expenses to average net assets (%) (c)		0.83			0.85			0.86			0.88			0.91
Ratio of net investment income to average net assets (%)		1.68			1.96			1.79			1.58			1.92
Portfolio turnover rate (%)		17			16			16			28			26
Net assets, end of period (in millions)	$	795.9		$	250.2		$	217.7		$	197.8		$	145.6

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

MFS Value Portfolio

Financial Highlights

Selected per share data
	Class D
	Period Ended December 31, 2013(d)
Net Asset Value, Beginning of Period	$	14.88
Income (Loss) from Investment Operations
Net investment income (a)		0.20
Net realized and unrealized gain on investments		2.63
Total from investment operations		2.83
Net Asset Value, End of Period	$	17.71
Total Return (%) (b)		19.02	(e)
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.82	(f)
Net ratio of expenses to average net assets (%) (c)		0.68	(f)
Ratio of net investment income to average net assets (%)		1.80	(f)
Portfolio turnover rate (%)		17
Net assets, end of period (in millions)	$	18.6

	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	13.73		$	12.18		$	12.25		$	11.15		$	9.24
Income (Loss) from Investment Operations
Net investment income (a)		0.28			0.27			0.23			0.19			0.19
Net realized and unrealized gain (loss) on investments		4.45			1.70			(0.12	)		1.06			1.72
Total from investment operations		4.73			1.97			0.11			1.25			1.91
Less Distributions
Distributions from net investment income		(0.28	)		(0.24	)		(0.18	)		(0.15	)		0.00
Distributions from net realized capital gains		(0.51	)		(0.18	)		0.00			0.00			0.00
Total distributions		(0.79	)		(0.42	)		(0.18	)		(0.15	)		0.00
Net Asset Value, End of Period	$	17.67		$	13.73		$	12.18		$	12.25		$	11.15
Total Return (%) (b)		35.63			16.39			0.81			11.25			20.67
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.87			0.88			0.88			0.88			0.89
Net ratio of expenses to average net assets (%) (c)		0.73			0.75			0.76			0.78			0.81
Ratio of net investment income to average net assets (%)		1.81			2.05			1.85			1.67			2.03
Portfolio turnover rate (%)		17			16			16			28			26
Net assets, end of period (in millions)	$	83.5		$	57.0		$	58.1		$	69.9		$	72.5

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of the management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

(d) Commencement of operations was April 26, 2013.

(e) Periods less than one year are not computed on an annualized basis.

(f) Computed on an annualized basis.

See accompanying notes to financial statements.

MSF-13

Metropolitan Series Fund

MFS Value Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is MFS Value Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers four classes of shares: Class A, B, D, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-14

Metropolitan Series Fund

MFS Value Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-15

Metropolitan Series Fund

MFS Value Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to foreign currency transactions, distribution re-designations, broker commission recapture reclasses, merger related adjustments and convertible preferred stock adjustments. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

Directed Brokerage Agreement - The Trust has entered into a directed brokerage arrangement with State Street Global Markets (“SSGM”). Under this arrangement, the Portfolio directs certain trades to SSGM in return for a recapture credit. SSGM issues a cash rebate to the Portfolio. Amounts paid to the Portfolio are shown separately as broker commission recapture on the Statement of Operations of the Portfolio. Additionally, these amounts have been excluded from the calculation of the net ratio of expenses to average net assets presented in the Financial Highlights for each share class.

MSF-16

Metropolitan Series Fund

MFS Value Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

3. Investments in Derivative Instruments

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

During the year ended December 31, 2013, the Portfolio entered into equity index futures contracts which were subject to equity price risk. During the period April 16, 2013 through April 17, 2013, the Portfolio had bought and sold $54,445,149 in equity index futures contracts. At December 31, 2013, the Portfolio did not have any open futures contracts. For the year ended December 31, 2013, the Portfolio had realized losses in the amount of $(589,192) which are shown under net realized loss on futures contracts in the Statement of Operations.

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty. Securities pledged as collateral are noted in the Schedule of Investments.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

MSF-17

Metropolitan Series Fund

MFS Value Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	600,354,339	$	0	$	845,513,991

The Portfolio engaged in security transactions with other accounts managed by Massachusetts Financial Services Co. that amounted to $533,407 in purchases of investments and $29,857,646 in sales of investment, which is included above.

During the year ended December 31, 2013, the Portfolio engaged in security transactions with other affiliated portfolios. These amounted to $25,137,457 in purchases transactions, which are included above.

With respect to the Portfolio’s mergers with Met Investors Series Trust Met/Franklin Mutual Shares Portfolio and Metropolitan Series Fund FI Value Leaders Portfolio (see Note 9) on April 26, 2013, the Portfolio acquired long-term equity securities with a cost of $582,939,843 that are not included in the above non-U.S. Government purchases.

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31,  2013	% per annum			Average daily net assets
$24,204,741		0.750	%	Of the first $250 million
		0.700	%	Of the next $2.25 billion
		0.675	%	Of the next $2.5 billion
		0.650	%	On amounts in excess of $5 billion

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. Massachusetts Financial Services Company is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average daily net assets
0.100%	On the first $200 million
0.125%	On the next $50 million
0.075%	On the next $1.25 billion
0.200%	On the next $1 billion
0.175%	On the next $2.5 billion
0.150%	On amounts in excess of $5 billion

An identical expense agreement was in place for the period April 29, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 are shown as management fee waivers in the Statement of Operations.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B, D, and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B, D, and E Shares. Under the Distribution and Service Plan, the Class B, D, and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B, D, and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the

MSF-18

Metropolitan Series Fund

MFS Value Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares, 0.10% per year for Class D Shares, and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Metropolitan Series Fund, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

8. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$64,176,070	$	48,891,540	$	89,448,783	$	35,276,368	$	153,624,853	$	84,167,908

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Total
$64,802,989	$	184,975,474	$	1,217,957,734	$	—	$	1,467,736,197

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as shortterm losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

During the year ended December 31, 2013, the Portfolio utilized capital loss carryforwards of $118,206,385.

As of December 31, 2013 the Portfolio had no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

9. Acquisition

At the close of business on April 26, 2013, the Portfolio, with aggregate Class A, Class B, Class D, and Class E net assets of $2,665,493,738, $280,252,781, $100 and $ 61,036,104, respectively, acquired all the assets and liabilities of both FI Value Leaders Portfolio of the Metropolitan Series Fund (“FI Value Leaders”) and Met/Franklin Mutual Shares Portfolio of the Met Investors Series Trust (“Met/Franklin”).

The acquisitions were accomplished by a tax-free exchange of shares of the Portfolio in the following amounts:

Portfolio	Share Class		Shares Prior to Acquisition		Net Assets Prior to Acquisition		Shares Issued By Portfolio
FI Value Leaders		Class A		480,168	$	77,606,786		5,208,509
FI Value Leaders		Class B		359,540		57,986,718		3,915,376
FI Value Leaders		Class D		601,549		97,117,903		6,526,741
FI Value Leaders		Class E		137,895		22,243,068		1,498,859
Met/Franklin		Class A		672,085		3,183,193		213,637
Met/Franklin		Class B		80,321,180		376,054,280		25,391,916

MSF-19

Metropolitan Series Fund

MFS Value Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Each shareholder of FI Value Leaders and Met/Franklin received shares of the Portfolio with the same class designation and at the respective Class NAV, as determined at the close of business on April 26, 2013. The transaction was part of a restructuring designed to eliminate the offering of overlapping Portfolios in the MetLife, Inc. families of funds with similar investment objectives and similar investment strategies that serve as funding vehicles for insurance contracts that are offered by affiliates of MetLife. Some of the investments held by the FI Value Leaders and Met/Franklin Portfolios may have been purchased or sold prior to the acquisition for the purpose of complying with the anticipated investment policies or limitations of the Portfolio after the acquisition. If such purchases or sales occurred, the transaction costs were borne by the FI Value Leaders and Met/Franklin Portfolios. All other costs associated with the merger were not borne by the shareholders of any of the Portfolios.

FI Value Leaders’ net assets on April 26, 2013 were $77,606,786, $57,986,718, 97,117,903 and $22,243,068 for Classes A, B, D and E shares, respectively, including investments valued at $254,942,635 with a cost basis of $240,096,052. Met/Franklin’s net assets on April 26, 2013 were $3,183,193 and $376,054,280 for Class A and Class B shares, respectively, including investments valued at $377,937,821 with a cost basis of $360,776,791. For financial reporting purposes, assets received, liabilities assumed, and shares issued by the Portfolio were recorded at fair value; however, the cost basis of the investments received by the Portfolio from FI Value Leaders and Met/Franklin were carried forward to align ongoing reporting of the Portfolio’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes. The Portfolio acquired $118,206,385 in capital loss carry forwards from FI Value Leaders.

The aggregate net assets of the Portfolio immediately after the acquisition were $3,640,974,671, which included $14,846,583 and $17,158,366 of acquired unrealized appreciation on investments and foreign currency transactions from FI Value Leaders and Met/Franklin, respectively.

Assuming the acquisition had been completed on January 1, 2013, the Portfolio’s pro-forma results of operations for the year ended December 31, 2013 are as follows:

Net investment income	$	70,330,838	(a)
Net realized and unrealized gain on investments and foreign currency transactions		1,070,173,929	(b)
Net increase in net assets from operations	$	1,140,504,767

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of FI Value Leaders and Met/Franklin that have been included in the Portfolio’s Statement of Operations since April 26, 2013.

(a) $65,212,083 net investment income as reported plus $1,232,581 from FI Value Leaders pre-merger net investment income, plus $2,846,657 from Met/Franklin pre-merger net investment income, plus $889,131 in lower net advisory fees, plus $150,386 of pro-forma eliminated other expenses.

(b) $1,229,949,996 unrealized appreciation as reported minus $638,723,826 pro-forma December 31, 2012 unrealized appreciation, plus $304,976,883 net realized gain as reported, plus $67,063,501 and $106,907,375 in net realized gain from FI Value Leaders and Met/Franklin pre-merger, respectively.

MSF-20

Metropolitan Series Fund

MFS Value Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of MFS Value Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of MFS Value Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the MFS Value Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 26, 2014

MSF-21

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.

MSF-22

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-23

Metropolitan Series Fund

MFS Value Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the MFS Value Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-24

Metropolitan Series Fund

MFS Value Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the MFS Value Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe for the one-, three- and five-year periods ended June 30, 2013. The Board noted that the Portfolio underperformed its Lipper Index for the one-year period ended June 30, 2013 and outperformed its Lipper Index for the three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio outperformed its benchmark, the Russell 1000 Value Index, for the one-, three- and five-year periods ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board

MSF-25

Metropolitan Series Fund

MFS Value Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the MFS Value Portfolio, the Board considered that the Portfolio’s actual management fees and total expenses (exclusive of 12b-l fees) were below the Expense Group median, the Expense Universe median and the Sub-advised Expense Universe median. The Board further noted that the Portfolio’s contractual management fees were above the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board took into account that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group and the Sub-advised Expense Universe at the Portfolio’s current size. The Board also considered management’s discussion of the Portfolio’s expenses. The Board further noted that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the MFS Value Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-26

Metropolitan Series Fund

MFS Value Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-27

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Managed By MetLife Investment Management, LLC

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, E, and G shares of the MSCI EAFE Index Portfolio returned 21.86%, 21.52%, 21.62%, and 21.44%, respectively. The Portfolio’s benchmark, the MSCI EAFE Index¹, returned 22.78%.

MARKET ENVIRONMENT / CONDITIONS

The MSCI EAFE Index rallied in 2013 to its highest levels since 2007, driven by central bank intervention, better than expected macroeconomic data, and increased mergers & acquisitions activity. The year started on a positive note as U.S. lawmakers reached agreements on the fiscal cliff and debt ceiling, Japanese lawmakers agreed on a stimulus package, European banks started to repay crisis loans, and earnings data was generally positive. The markets were further supported by rate cuts by the European Central Bank (the “ECB”), the Reserve Bank of Australia, the Bank of Korea, and the Bank of Israel. Despite fears that the Federal Reserve (the “Fed”) would begin tapering asset purchases and end quantitative easing, the global markets continued to climb higher on better than expected macroeconomic data, including U.S. jobless claims, United Kingdom retail sales, Euro-zone consumer confidence, and French consumer spending. Headwinds during the year included increased tensions in Syria and Egypt and a U.S. government shutdown following the failure of U.S. lawmakers to reach an agreement in budget negotiations. However, global equity markets ended the year at their highs, as the ECB announced an unexpected rate cut, a tentative nuclear deal with Iran was negotiated, and investors continued to be optimistic that central banks would continue their easy monetary policy after Fed Chairman nominee Janet Yellen’s testimony in front of Congress was more dovish than expected. The U.S. Dollar strengthened during the one-year period, which negatively impacted the U.S. investors’ MSCI EAFE Index return versus the local currency return by approximately 4.2%.

All twenty-two countries comprising the MSCI EAFE Index experienced positive returns for the year. Greece (0.1% beginning weight in the benchmark), up 81.8%, was the best-performing country, however, MSCI moved Greece from the developed index to the emerging index during the November semi-annual review. Finland (0.8% beginning weight), up 48.7%, and Ireland (0.3% beginning weight), up 41.2%, were the next best-performing countries. The worst relative-performing countries were Singapore (1.9% beginning weight), up 1.6% and Australia (8.9% beginning weight), up 5.9%.

The stocks with the largest positive impact on the benchmark return for the year were SoftBank Corp., up 142.9%, Vodafone Group, up 65.8%, and Roche Holding, up 44.2%. The stocks with the largest negative impact were Newcrest Mining, down 69.5%, Anglo American, down 26.4%, and BHP Billiton, down 7.5%.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The Portfolio is managed utilizing a stratified sampling strategy versus the MSCI EAFE Index. This strategy seeks to track the performance of the Index by owning a subset of Index constituents and neutralizing exposures across countries. The Portfolio is periodically rebalanced for compositional changes in the MSCI EAFE Index. Factors that impact tracking error include sampling, fair value pricing, transaction costs, cash drag, securities lending, NAV rounding, contributions and withdrawals.

Stacey Lituchy

Norman Hu

Mirsad Usejnoski

Portfolio Managers

MetLife Investment Management, LLC

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-1

Metropolitan Series Fund

MSCI EAFE Index Portfolio

A $10,000 INVESTMENT COMPARED TO THE MSCI EAFE INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year		Since Inception2
MSCI EAFE Index Portfolio
Class A		21.86		11.93		6.74		—
Class B		21.52		11.64		6.47		—
Class E		21.62		11.75		6.57		—
Class G		21.44		—		—		14.58
MSCI EAFE Index		22.78		12.44		6.91		—

¹ The MSCI EAFE (Europe, Australasia, Far East) Index is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. & Canada.

² Inception dates of the Class A, Class B, Class E, and Class G shares are 11/9/98, 1/2/01, 5/1/01, and 4/28/09, respectively.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
iShares MSCI EAFE ETF		3.1
Nestle S.A.		1.7
HSBC Holdings plc		1.5
Roche Holding AG		1.4
Vodafone Group plc		1.4
Novartis AG		1.3
Toyota Motor Corp.		1.2
BP plc		1.1
Royal Dutch Shell plc—B Shares		1.0
Total S.A.		1.0

Top Countries

	% of Market Value of Total Investments
United Kingdom		20.6
Japan		20.1
France		9.1
Germany		9.0
Switzerland		8.7
Australia		7.1
United States		4.0
Spain		3.3
Sweden		3.1
Netherlands		3.1

MSF-2

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

MSCI EAFE Index Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.39	%	$	1,000.00	$	1,182.10	$	2.15
	Hypothetical*		0.39	%	$	1,000.00	$	1,023.24	$	1.99
Class B(a)	Actual		0.64	%	$	1,000.00	$	1,179.80	$	3.52
	Hypothetical*		0.64	%	$	1,000.00	$	1,021.98	$	3.26
Class E(a)	Actual		0.54	%	$	1,000.00	$	1,180.30	$	2.97
	Hypothetical*		0.54	%	$	1,000.00	$	1,022.48	$	2.75
Class G(a)	Actual		0.69	%	$	1,000.00	$	1,179.90	$	3.79
	Hypothetical*		0.69	%	$	1,000.00	$	1,021.73	$	3.52

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 6 of the Notes to Financial Statements.

MSF-3

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—95.5% of Net Assets

Security Description	Shares		Value
Australia—7.1%
AGL Energy, Ltd.		41,243	$	554,754
ALS, Ltd. (a)		24,515		193,315
Alumina, Ltd. (b)		191,453		191,021
Amcor, Ltd.		83,008		786,507
AMP, Ltd.		206,717		813,312
APA Group		59,114		317,504
Asciano, Ltd.		58,414		302,375
ASX, Ltd.		12,194		401,159
Aurizon Holdings, Ltd.		157,842		690,861
Australia & New Zealand Banking Group, Ltd.		190,466		5,493,870
Bank of Queensland, Ltd.		22,340		243,686
Bendigo and Adelaide Bank, Ltd.		35,779		376,254
BHP Billiton, Ltd.		222,200		7,571,401
Boral, Ltd.		61,162		262,271
Brambles, Ltd.		111,315		911,581
Caltex Australia, Ltd.		9,532		171,537
CFS Retail Property Trust		151,292		263,932
Coca-Cola Amatil, Ltd.		42,510		458,459
Cochlear, Ltd. (a)		3,466		182,761
Commonwealth Bank of Australia		111,859		7,809,326
Computershare, Ltd.		29,681		302,873
Crown Resorts, Ltd.		29,464		444,327
CSL, Ltd.		33,667		2,082,259
Dexus Property Group (REIT)		302,183		271,795
Echo Entertainment Group, Ltd.		52,682		115,980
Federation Centres, Ltd.		91,872		192,396
Flight Centre Travel Group, Ltd. (a)		4,009		170,594
Fortescue Metals Group, Ltd. (a)		100,245		524,135
Goodman Group (REIT)		110,907		470,648
GPT Group (REIT)		121,517		370,622
Iluka Resources, Ltd. (a)		29,031		224,223
Incitec Pivot, Ltd.		103,981		249,424
Insurance Australia Group, Ltd.		142,016		739,684
Leighton Holdings, Ltd. (a)		10,872		157,496
Lend Lease Group		37,629		375,223
Macquarie Group, Ltd.		19,738		975,294
Metcash, Ltd. (a)		63,044		178,238
Mirvac Group (REIT)		298,553		448,901
National Australia Bank, Ltd.		162,650		5,087,534
Newcrest Mining, Ltd.		54,807		384,134
Orica, Ltd. (a)		26,176		559,024
Origin Energy, Ltd.		78,717		991,307
Orora, Ltd. (b)		83,008		86,145
QBE Insurance Group, Ltd.		82,246		848,544
Ramsay Health Care, Ltd.		8,883		344,610
REA Group, Ltd.		3,716		125,577
Rio Tinto, Ltd.		29,750		1,815,148
Santos, Ltd.		67,710		889,528
Seek, Ltd.		22,233		267,855
Sonic Healthcare, Ltd.		24,290		361,714
SP AusNet		106,030		118,219
Stockland (REIT)		161,293		522,494
Suncorp Group, Ltd.		87,148		1,025,702
Sydney Airport		80,467		274,222
TABCORP Holdings, Ltd.		43,902		142,629
Tatts Group, Ltd.		123,533		343,272
Telstra Corp., Ltd.		304,819		1,432,007
Australia—(Continued)
Toll Holdings, Ltd.		41,980		213,401
Transurban Group		94,803		580,731
Treasury Wine Estates, Ltd.		46,412		200,199
Wesfarmers, Ltd.		68,136		2,688,519
Westfield Group (REIT)		143,754		1,298,185
Westfield Retail Trust		192,358		511,282
Westpac Banking Corp.		215,409		6,267,961
Woodside Petroleum, Ltd.		46,091		1,604,576
Woolworths, Ltd.		86,535		2,621,332
WorleyParsons, Ltd.		14,841		220,495
				68,116,344
Austria—0.3%
Andritz AG		5,184		326,153
Erste Group Bank AG		17,136		600,474
IMMOFINANZ AG (b)		66,338		308,347
OMV AG		10,147		486,786
Raiffeisen Bank International AG		3,490		123,402
Telekom Austria AG		15,305		116,077
Vienna Insurance Group AG Wiener Versicherung Gruppe		2,911		145,602
Voestalpine AG		7,466		362,148
				2,468,989
Belgium—1.1%
Ageas		15,573		665,928
Anheuser-Busch InBev NV		55,726		5,951,447
Belgacom S.A. (a)		10,680		316,492
Colruyt S.A.		5,430		304,192
Delhaize Group S.A.		6,756		403,196
Groupe Bruxelles Lambert S.A.		5,072		467,256
KBC Groep NV		16,494		940,259
Solvay S.A.		3,743		593,423
Telenet Group Holding NV		4,184		250,562
UCB S.A.		7,958		593,895
Umicore S.A. (a)		8,519		398,630
				10,885,280
China—0.0%
Yangzijiang Shipbuilding Holdings, Ltd.		137,000		129,071
Denmark—1.1%
AP Moeller - Maersk A/S - Class A		35		361,493
AP Moeller - Maersk A/S - Class B		88		961,302
Carlsberg A/S - Class B		7,997		889,820
Coloplast A/S - Class B		7,043		467,927
Danske Bank A/S (b)		44,352		1,022,777
DSV A/S		13,261		436,499
Novo Nordisk A/S - Class B		27,644		5,101,028
Novozymes A/S - B Shares		16,065		680,703
TDC A/S		59,338		576,612
Tryg A/S		1,747		169,313
William Demant Holding A/S (a) (b)		1,624		158,149
				10,825,623

See accompanying notes to financial statements.

MSF-4

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Finland—0.9%
Elisa Oyj (a)		9,437	$	250,679
Fortum Oyj		31,487		722,022
Kone Oyj - Class B (a)		21,608		981,303
Metso Oyj (a)		7,511		322,011
Neste Oil Oyj		9,073		180,734
Nokia Oyj (b)		264,520		2,137,652
Nokian Renkaat Oyj (a)		7,322		352,850
Orion Oyj - Class B		6,402		180,539
Pohjola Bank plc - A Shares		9,006		181,688
Sampo Oyj - A Shares		27,993		1,383,844
Stora Enso Oyj - R Shares		40,497		408,777
UPM-Kymmene Oyj		38,111		645,843
Wartsila Oyj Abp		12,482		618,694
				8,366,636
France—9.2%
Accor S.A.		12,668		599,903
Aeroports de Paris		2,209		251,170
Air Liquide S.A.		21,485		3,050,726
Alcatel-Lucent (a) (b)		192,359		864,344
Alstom S.A.		14,355		525,318
Arkema S.A.		4,440		520,897
Atos Origin S.A.		4,831		439,369
AXA S.A.		122,200		3,414,123
BNP Paribas S.A.		68,921		5,405,527
Bouygues S.A. (a)		12,810		486,543
Bureau Veritas S.A.		15,060		441,902
Cap Gemini S.A.		9,755		662,567
Carrefour S.A.		42,840		1,701,610
Casino Guichard Perrachon S.A.		4,364		505,267
CGG (b)		11,374		197,719
Christian Dior S.A.		3,598		682,278
Cie de St-Gobain		27,625		1,529,379
Cie Generale des Etablissements Michelin		12,929		1,381,968
CNP Assurances		10,520		216,057
Credit Agricole S.A. (b)		71,301		917,970
Danone S.A.		39,651		2,865,129
Dassault Systemes S.A.		4,077		507,415
Edenred		13,868		465,998
Electricite de France S.A.		17,389		616,794
Essilor International S.A.		13,981		1,491,978
Eurazeo S.A.		2,143		168,315
Eutelsat Communications S.A. (a)		8,516		266,147
Fonciere Des Regions (REIT)		1,625		140,603
GDF Suez		92,031		2,175,286
Gecina S.A.		1,319		174,593
Groupe Eurotunnel S.A.		42,941		452,142
ICADE (REIT)		2,071		193,486
Iliad S.A.		1,838		377,172
Imerys S.A.		2,253		196,818
JCDecaux S.A.		4,706		194,670
Kering		5,248		1,111,676
Klepierre (REIT)		6,803		315,825
L’Oreal S.A.		16,452		2,901,930
Lafarge S.A.		13,327		1,004,512
Lagardere SCA		8,303		309,198
France—(Continued)
Legrand S.A.		18,368		1,014,560
LVMH Moet Hennessy Louis Vuitton S.A.		17,444		3,198,538
Natixis		61,277		362,455
Orange S.A.		128,590		1,600,902
Pernod-Ricard S.A.		14,719		1,683,350
Publicis Groupe S.A. (a)		12,590		1,157,624
Remy Cointreau S.A. (a)		1,600		134,706
Renault S.A.		12,949		1,047,179
Rexel S.A.		14,722		388,401
Safran S.A.		18,407		1,282,141
Sanofi		82,641		8,811,188
Schneider Electric S.A.		36,592		3,216,982
SCOR SE		11,686		427,893
SES S.A.		20,693		671,124
Societe BIC S.A.		1,753		215,219
Societe Generale S.A.		48,701		2,848,667
Sodexo		6,625		673,812
Suez Environnement Co.		22,682		407,130
Technip S.A.		6,959		671,383
Thales S.A.		6,811		439,795
Total S.A.		148,344		9,108,227
Unibail-Rodamco SE		6,973		1,793,606
Valeo S.A.		5,216		578,853
Vallourec S.A.		8,091		443,467
Veolia Environnement S.A.		23,240		380,370
Vinci S.A.		32,357		2,135,618
Vivendi S.A.		81,253		2,152,991
Wendel S.A.		2,267		331,055
Zodiac Aerospace (a)		2,442		434,316
				87,335,876
Germany—8.4%
Adidas AG		14,158		1,807,844
Allianz SE		31,630		5,682,864
Axel Springer SE (a)		3,006		193,495
BASF SE		63,713		6,805,137
Bayer AG		57,362		8,060,671
Bayerische Motoren Werke (BMW) AG		22,977		2,699,005
Beiersdorf AG		6,805		692,008
Brenntag AG		3,344		622,238
Celesio AG		5,900		187,004
Commerzbank AG (b)		66,178		1,068,272
Continental AG		7,824		1,719,143
Daimler AG		66,735		5,786,085
Deutsche Bank AG		70,259		3,357,795
Deutsche Boerse AG		12,868		1,070,293
Deutsche Lufthansa AG (b)		17,782		377,946
Deutsche Post AG		62,935		2,298,715
Deutsche Telekom AG		200,660		3,437,540
Deutsche Wohnen AG		20,600		400,443
E.ON SE		123,175		2,273,644
Fraport AG Frankfurt Airport Services Worldwide		2,305		173,589
Fresenius Medical Care AG & Co. KGaA		14,375		1,024,742
Fresenius SE & Co. KGaA		8,867		1,363,864
GEA Group AG		12,718		606,464
Hannover Rueck SE		3,778		326,826

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Germany—(Continued)
HeidelbergCement AG		9,200	$	699,342
Henkel AG & Co. KGaA		8,633		901,522
Hochtief AG (a)		2,679		229,714
Hugo Boss AG		2,160		308,118
Infineon Technologies AG		73,323		784,268
K&S AG (a)		11,843		365,305
Kabel Deutschland Holding AG		1,650		214,451
Lanxess AG (a)		5,523		369,583
Linde AG		13,162		2,761,121
MAN SE		2,002		246,219
Merck KGaA		4,259		768,601
Metro AG		8,734		423,717
Muenchener Rueckversicherungs AG		12,534		2,766,943
OSRAM Licht AG (b)		5,409		306,210
ProSiebenSat.1 Media AG		12,850		638,500
RWE AG		34,949		1,280,130
SAP AG		63,917		5,489,211
Siemens AG		55,001		7,527,293
Sky Deutschland AG (b)		30,300		335,203
Suedzucker AG (a)		5,881		159,008
Telefonica Deutschland Holding AG		19,300		159,829
ThyssenKrupp AG (b)		26,592		649,843
United Internet AG		8,781		374,695
Volkswagen AG		1,873		508,373
				80,302,826
Hong Kong—2.8%
AIA Group, Ltd.		828,200		4,175,528
ASM Pacific Technology, Ltd. (a)		14,200		118,769
Bank of East Asia, Ltd. (a)		103,920		440,645
BOC Hong Kong Holdings, Ltd.		253,965		816,895
Cathay Pacific Airways, Ltd.		87,000		184,683
Cheung Kong Holdings, Ltd.		97,000		1,537,791
Cheung Kong Infrastructure Holdings, Ltd.		43,000		272,580
CLP Holdings, Ltd.		123,877		981,610
First Pacific Co., Ltd.		173,250		197,993
Galaxy Entertainment Group, Ltd. (b)		149,000		1,338,024
Hang Lung Properties, Ltd.		161,000		513,604
Hang Seng Bank, Ltd.		53,200		865,096
Henderson Land Development Co., Ltd.		73,700		421,405
HKT Trust / HKT, Ltd.		161,000		159,356
Hong Kong & China Gas Co., Ltd.		401,967		925,357
Hong Kong Exchanges and Clearing, Ltd.		73,400		1,229,075
Hopewell Holdings, Ltd.		25,000		84,864
Hutchison Whampoa, Ltd.		149,000		2,037,424
Hysan Development Co., Ltd.		45,000		194,046
Kerry Properties, Ltd.		46,500		161,595
Li & Fung, Ltd. (a)		429,600		556,289
Link REIT (The)		161,141		786,160
MGM China Holdings, Ltd.		71,200		305,879
MTR Corp., Ltd.		95,000		360,471
New World Development Co., Ltd.		261,531		331,829
Noble Group, Ltd.		263,909		224,596
NWS Holdings, Ltd.		93,000		141,766
Power Assets Holdings, Ltd.		99,549		793,795
Sands China, Ltd.		165,200		1,357,653
Hong Kong—(Continued)
Shangri-La Asia, Ltd.		109,540		214,139
Sino Land Co., Ltd.		193,600		265,165
SJM Holdings, Ltd.		141,000		475,598
Sun Hung Kai Properties, Ltd.		111,000		1,415,080
Swire Pacific, Ltd. - Class A		43,317		510,137
Swire Properties, Ltd.		83,600		211,462
Wharf Holdings, Ltd.		104,976		802,405
Wheelock & Co., Ltd.		68,000		313,438
Wynn Macau, Ltd.		104,000		476,194
Yue Yuen Industrial Holdings, Ltd.		50,500		168,977
				26,367,373
Ireland—0.7%
Bank of Ireland (a) (b)		1,438,800		501,523
CRH plc		51,353		1,304,923
Experian plc		72,050		1,330,010
James Hardie Industries plc		30,172		351,673
Kerry Group plc - Class A		11,180		778,138
Perrigo Co. plc		2,815		432,039
Shire plc		39,190		1,847,033
				6,545,339
Israel—0.4%
Bank Hapoalim B.M.		72,497		406,820
Bank Leumi Le-Israel B.M. (b)		101,093		413,406
Bezeq The Israeli Telecommunication Corp., Ltd.		178,026		301,830
Israel Chemicals, Ltd.		29,917		249,372
NICE Systems, Ltd.		5,213		213,617
Teva Pharmaceutical Industries, Ltd.		60,000		2,405,825
				3,990,870
Italy—2.0%
Assicurazioni Generali S.p.A.		82,143		1,955,393
Atlantia S.p.A. (a)		22,767		515,514
Banca Monte dei Paschi di Siena S.p.A. (a) (b)		345,338		83,962
Enel Green Power S.p.A.		152,537		385,062
Enel S.p.A.		449,278		1,971,528
ENI S.p.A.		176,421		4,272,767
Exor S.p.A.		6,830		272,740
Fiat S.p.A. (b)		59,813		491,705
Finmeccanica S.p.A. (b)		28,782		221,110
Intesa Sanpaolo S.p.A.		793,034		1,971,897
Luxottica Group S.p.A.		11,742		631,703
Mediobanca S.p.A. (b)		44,816		394,972
Pirelli & C S.p.A.		17,048		296,381
Prysmian S.p.A.		13,126		338,993
Saipem S.p.A.		18,391		397,678
Snam S.p.A.		138,413		777,122
Telecom Italia S.p.A.		668,281		666,100
Telecom Italia S.p.A. - Risparmio Shares		360,593		283,632
Terna Rete Elettrica Nazionale S.p.A.		118,746		597,773
UniCredit S.p.A.		296,069		2,208,224
Unione di Banche Italiane SCPA		56,320		385,235
				19,119,491

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Japan—20.1%
Advantest Corp. (a)		11,800	$	147,211
Aeon Co., Ltd.		41,000		557,105
AEON Financial Service Co., Ltd. (a)		5,000		134,606
Aeon Mall Co., Ltd.		6,800		191,426
Air Water, Inc.		10,000		135,910
Aisin Seiki Co., Ltd.		13,000		530,040
Ajinomoto Co., Inc.		44,000		638,828
Alfresa Holdings Corp.		3,000		149,332
Amada Co., Ltd.		27,000		239,114
ANA Holdings, Inc. (a)		84,000		168,115
Aozora Bank, Ltd. (a)		77,000		218,609
Asahi Glass Co., Ltd. (a)		72,000		448,887
Asahi Group Holdings, Ltd.		25,800		729,453
Asahi Kasei Corp.		97,000		761,754
Asics Corp.		11,000		188,254
Astellas Pharma, Inc.		30,000		1,781,039
Bank of Kyoto, Ltd. (The)		22,000		184,462
Bank of Yokohama, Ltd. (The)		83,000		464,336
Benesse Holdings, Inc.		5,000		201,230
Bridgestone Corp. (a)		47,200		1,792,862
Brother Industries, Ltd.		16,400		224,976
Calbee, Inc. (a)		4,000		97,510
Canon, Inc. (a)		78,400		2,500,372
Casio Computer Co., Ltd.		16,900		207,540
Central Japan Railway Co.		10,400		1,229,022
Chiba Bank, Ltd. (The)		46,000		311,477
Chiyoda Corp.		11,000		160,405
Chubu Electric Power Co., Inc.		47,800		619,049
Chugai Pharmaceutical Co., Ltd. (a)		15,100		334,971
Chugoku Bank, Ltd. (The)		12,000		152,686
Chugoku Electric Power Co., Inc. (The)		23,700		369,704
Citizen Holdings Co., Ltd.		19,800		167,527
Credit Saison Co., Ltd.		10,500		277,476
Dai Nippon Printing Co., Ltd.		40,000		425,886
Dai-ichi Life Insurance Co., Ltd. (The)		57,300		962,254
Daicel Corp.		22,000		179,638
Daihatsu Motor Co., Ltd.		14,000		237,948
Daiichi Sankyo Co., Ltd.		45,200		829,652
Daikin Industries, Ltd.		16,800		1,050,424
Dainippon Sumitomo Pharma Co., Ltd.		12,000		188,368
Daito Trust Construction Co., Ltd.		5,000		468,350
Daiwa House Industry Co., Ltd.		41,000		795,318
Daiwa Securities Group, Inc.		112,000		1,123,827
Dena Co., Ltd. (a)		6,700		141,352
Denso Corp.		33,900		1,795,890
Dentsu, Inc.		15,200		624,270
Don Quijote Holdings Co., Ltd.		4,100		249,398
East Japan Railway Co.		23,000		1,839,127
Eisai Co., Ltd.		18,200		706,911
Electric Power Development Co., Ltd.		8,800		257,140
FamilyMart Co., Ltd. (a)		4,300		196,861
FANUC Corp.		13,100		2,406,919
Fast Retailing Co., Ltd.		3,700		1,534,404
Fuji Electric Co., Ltd.		43,000		201,816
Fuji Heavy Industries, Ltd.		42,000		1,208,841
FUJIFILM Holdings Corp.		32,600		927,536
Fujitsu, Ltd. (b)		135,000		700,298
Japan—(Continued)
Fukuoka Financial Group, Inc.		53,000		233,273
GungHo Online Entertainment, Inc. (a) (b)		25,400		183,649
Gunma Bank, Ltd. (The)		26,000		145,720
Hachijuni Bank, Ltd. (The)		30,000		175,500
Hakuhodo DY Holdings, Inc.		17,460		135,781
Hamamatsu Photonics KK		4,800		192,676
Hankyu Hanshin Holdings, Inc.		83,000		449,911
Hino Motors, Ltd.		19,000		300,026
Hirose Electric Co., Ltd.		2,200		314,227
Hiroshima Bank, Ltd. (The)		38,000		157,852
Hisamitsu Pharmaceutical Co., Inc.		4,700		237,253
Hitachi Construction Machinery Co., Ltd. (a)		6,400		137,347
Hitachi Metals, Ltd.		13,000		184,285
Hitachi, Ltd.		337,000		2,560,033
Hokkaido Electric Power Co., Inc. (a) (b)		13,000		149,923
Hokuhoku Financial Group, Inc.		85,000		170,015
Hokuriku Electric Power Co.		12,000		163,303
Honda Motor Co., Ltd.		113,300		4,681,924
Hoya Corp.		30,100		839,376
Hulic Co., Ltd.		18,600		276,565
Ibiden Co., Ltd.		8,300		155,665
Idemitsu Kosan Co., Ltd.		6,400		146,007
IHI Corp.		99,000		428,908
Iida Group Holdings Co., Ltd. (b)		9,100		181,991
Inpex Corp.		63,200		811,903
Isetan Mitsukoshi Holdings, Ltd.		22,600		322,877
Isuzu Motors, Ltd.		84,000		524,750
ITOCHU Corp.		106,000		1,314,463
Iyo Bank, Ltd. (The)		17,000		167,261
J Front Retailing Co., Ltd.		30,000		227,966
Japan Airlines Co., Ltd.		4,200		207,621
Japan Exchange Group, Inc.		18,500		527,758
Japan Prime Realty Investment Corp. (a)		49		157,281
Japan Real Estate Investment Corp. (REIT)		80		429,984
Japan Retail Fund Investment Corp. (REIT) (a)		135		275,437
Japan Tobacco, Inc.		78,400		2,555,883
JFE Holdings, Inc.		35,500		848,135
JGC Corp.		14,000		550,954
Joyo Bank, Ltd. (The)		54,000		276,848
JSR Corp.		11,300		219,537
JTEKT Corp.		11,600		198,694
JX Holdings, Inc.		163,100		841,392
Kajima Corp.		59,000		222,489
Kakaku.com, Inc.		11,000		193,816
Kamigumi Co., Ltd.		17,000		156,377
Kansai Electric Power Co., Inc. (The) (b)		55,000		634,293
Kansai Paint Co., Ltd.		15,000		222,673
Kao Corp.		36,500		1,151,811
Kawasaki Heavy Industries, Ltd.		96,000		404,321
KDDI Corp.		36,600		2,261,692
Keikyu Corp. (a)		36,000		298,107
Keio Corp.		45,000		301,277
Keisei Electric Railway Co., Ltd.		20,000		184,729
Keyence Corp.		3,300		1,415,990
Kikkoman Corp.		12,000		227,783
Kintetsu Corp. (a)		121,120		425,631
Kirin Holdings Co., Ltd. (a)		62,000		894,813

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Japan—(Continued)
Kobe Steel, Ltd. (a) (b)		177,000	$	304,028
Komatsu, Ltd.		63,800		1,301,177
Konami Corp. (a)		8,300		192,547
Konica Minolta, Inc.		37,000		371,631
Kubota Corp.		74,000		1,229,243
Kuraray Co., Ltd.		24,500		292,870
Kurita Water Industries, Ltd.		7,100		147,678
Kyocera Corp.		22,200		1,112,604
Kyowa Hakko Kirin Co., Ltd. (a)		20,000		221,003
Kyushu Electric Power Co., Inc. (b)		28,400		363,594
Lawson, Inc. (a)		4,900		367,492
LIXIL Group Corp.		18,800		517,303
M3, Inc.		53		133,220
Makita Corp.		7,200		379,604
Marubeni Corp.		113,000		814,752
Marui Group Co., Ltd.		16,000		163,163
Mazda Motor Corp. (b)		180,000		935,093
MEIJI Holdings Co., Ltd.		5,100		328,926
Miraca Holdings, Inc.		4,000		189,028
Mitsubishi Chemical Holdings Corp. (a)		95,500		442,731
Mitsubishi Corp.		101,300		1,948,022
Mitsubishi Electric Corp.		136,000		1,713,709
Mitsubishi Estate Co., Ltd.		88,000		2,642,224
Mitsubishi Gas Chemical Co., Inc.		26,000		191,996
Mitsubishi Heavy Industries, Ltd.		204,000		1,266,909
Mitsubishi Logistics Corp. (a)		9,000		143,024
Mitsubishi Materials Corp.		79,000		292,575
Mitsubishi Motors Corp. (a) (b)		31,999		346,098
Mitsubishi Tanabe Pharma Corp.		15,000		209,510
Mitsubishi UFJ Financial Group, Inc.		885,188		5,864,331
Mitsubishi UFJ Lease & Finance Co., Ltd.		41,500		255,699
Mitsui & Co., Ltd.		125,717		1,756,459
Mitsui Chemicals, Inc.		57,000		138,068
Mitsui Fudosan Co., Ltd.		58,000		2,096,270
Mitsui OSK Lines, Ltd.		75,000		339,148
Mizuho Financial Group, Inc.		1,577,400		3,422,994
MS&AD Insurance Group Holdings		34,300		924,572
Murata Manufacturing Co., Ltd.		14,100		1,255,879
Nabtesco Corp.		7,000		161,972
Namco Bandai Holdings, Inc.		12,500		278,228
NEC Corp.		166,000		375,471
NGK Insulators, Ltd.		17,000		324,529
NGK Spark Plug Co., Ltd.		16,000		380,178
NHK Spring Co., Ltd.		12,000		135,903
Nidec Corp. (a)		7,200		707,463
Nikon Corp.		23,100		442,576
Nintendo Co., Ltd. (a)		7,500		1,004,836
Nippon Building Fund, Inc. (REIT) (a)		94		548,261
Nippon Electric Glass Co., Ltd.		28,000		147,436
Nippon Express Co., Ltd.		59,000		286,681
Nippon Meat Packers, Inc.		14,000		241,049
Nippon Paint Co., Ltd.		13,000		216,788
Nippon Prologis REIT, Inc.		17		162,846
Nippon Steel Sumitomo Metal Corp.		530,000		1,781,253
Nippon Telegraph & Telephone Corp.		26,100		1,407,609
Nippon Yusen KK		101,000		323,891
Nissan Motor Co., Ltd.		174,800		1,474,405
Japan—(Continued)
Nisshin Seifun Group, Inc. (a)		14,300		148,262
Nissin Foods Holdings Co., Ltd. (a)		4,700		198,931
Nitori Holdings Co., Ltd.		2,650		251,785
Nitto Denko Corp.		12,800		542,936
NKSJ Holdings, Inc.		22,699		634,387
Nomura Holdings, Inc.		253,100		1,962,685
Nomura Real Estate Holdings, Inc.		7,000		158,101
Nomura Research Institute, Ltd.		6,200		195,905
NSK, Ltd. (a)		30,000		375,137
NTT Data Corp.		7,600		281,784
NTT DoCoMo, Inc.		106,500		1,753,224
Obayashi Corp.		45,000		257,112
Odakyu Electric Railway Co., Ltd. (a)		44,000		399,607
OJI Holdings Corp.		68,000		350,112
Olympus Corp. (b)		16,000		508,455
Omron Corp.		13,600		603,110
Ono Pharmaceutical Co., Ltd.		6,400		561,576
Oriental Land Co., Ltd.		3,400		491,228
ORIX Corp.		87,300		1,540,809
Osaka Gas Co., Ltd.		127,000		500,077
Otsuka Corp. (a)		1,200		153,466
Otsuka Holdings Co., Ltd.		26,000		752,351
Panasonic Corp.		154,900		1,809,256
Rakuten, Inc. (a)		49,500		737,921
Resona Holdings, Inc.		132,700		678,165
Ricoh Co., Ltd.		45,000		481,125
Rinnai Corp.		2,800		218,650
Rohm Co., Ltd.		6,700		327,369
Sankyo Co., Ltd.		3,600		166,435
Sanrio Co., Ltd. (a)		3,400		143,576
Santen Pharmaceutical Co., Ltd.		5,500		257,207
SBI Holdings, Inc.		19,011		289,090
Secom Co., Ltd.		15,800		956,002
Sega Sammy Holdings, Inc.		13,300		339,851
Sekisui Chemical Co., Ltd.		28,000		344,872
Sekisui House, Ltd.		36,000		505,056
Seven & I Holdings Co., Ltd.		53,100		2,118,832
Seven Bank, Ltd.		43,000		168,578
Sharp Corp. (b)		103,000		327,945
Shikoku Electric Power Co., Inc. (b)		15,100		226,924
Shimadzu Corp.		17,000		148,331
Shimamura Co., Ltd.		1,400		131,600
Shimano, Inc.		5,600		482,662
Shimizu Corp.		37,000		187,478
Shin-Etsu Chemical Co., Ltd.		27,800		1,628,727
Shinsei Bank, Ltd.		100,000		245,201
Shionogi & Co., Ltd.		19,400		422,281
Shiseido Co., Ltd. (a)		29,300		472,736
Shizuoka Bank, Ltd. (The)		41,000		439,455
Showa Denko KK (a)		129,000		183,273
Showa Shell Sekiyu KK (a)		14,000		142,613
SMC Corp.		3,700		936,436
SoftBank Corp.		66,800		5,867,284
Sojitz Corp.		113,600		202,692
Sony Corp. (a)		70,600		1,221,775
Sony Financial Holdings, Inc.		12,800		233,631
Stanley Electric Co., Ltd.		11,800		270,948

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Japan—(Continued)
Sumitomo Chemical Co., Ltd.		109,000	$	428,417
Sumitomo Corp.		81,000		1,020,832
Sumitomo Electric Industries, Ltd.		56,334		943,242
Sumitomo Heavy Industries, Ltd.		39,000		180,064
Sumitomo Metal Mining Co., Ltd.		40,000		525,508
Sumitomo Mitsui Financial Group, Inc.		88,500		4,579,188
Sumitomo Mitsui Trust Holdings, Inc.		232,262		1,229,408
Sumitomo Realty & Development Co., Ltd.		25,000		1,248,509
Sumitomo Rubber Industries, Ltd.		12,500		178,346
Suntory Beverage & Food, Ltd.		8,400		268,339
Suruga Bank, Ltd.		13,000		234,107
Suzuken Co., Ltd.		5,300		171,990
Suzuki Motor Corp.		26,200		707,085
Sysmex Corp.		6,200		366,921
T&D Holdings, Inc.		38,800		544,569
Taiheiyo Cement Corp.		82,000		315,818
Taisei Corp. (a)		69,000		314,899
Taisho Pharmaceutical Holdings Co., Ltd.		3,000		206,744
Takashimaya Co., Ltd.		19,000		190,054
Takeda Pharmaceutical Co., Ltd.		54,200		2,492,918
TDK Corp.		8,400		404,024
Teijin, Ltd.		66,000		147,349
Terumo Corp.		10,800		522,752
THK Co., Ltd.		7,700		192,799
Tobu Railway Co., Ltd.		73,000		354,955
Toho Co., Ltd.		8,500		187,431
Toho Gas Co., Ltd. (a)		31,000		151,330
Tohoku Electric Power Co., Inc. (b)		29,800		336,153
Tokio Marine Holdings, Inc.		49,400		1,657,983
Tokyo Electric Power Co., Inc. (a) (b)		97,600		480,880
Tokyo Electron, Ltd.		12,400		685,350
Tokyo Gas Co., Ltd.		170,000		839,313
Tokyo Tatemono Co., Ltd. (a)		29,000		323,684
Tokyu Corp.		76,000		494,476
Tokyu Fudosan Holdings Corp. (b)		37,000		349,832
TonenGeneral Sekiyu KK (a)		18,000		165,516
Toppan Printing Co., Ltd.		41,000		329,099
Toray Industries, Inc.		111,000		770,564
Toshiba Corp.		283,000		1,193,257
TOTO, Ltd. (a)		19,000		302,219
Toyo Seikan Group Holdings, Ltd.		10,200		220,007
Toyo Suisan Kaisha, Ltd.		6,000		180,736
Toyota Industries Corp.		12,600		570,597
Toyota Motor Corp.		191,400		11,669,879
Toyota Tsusho Corp.		14,200		353,328
Trend Micro, Inc. (a)		7,000		245,803
Ube Industries, Ltd.		68,000		145,859
Unicharm Corp.		7,600		434,688
United Urban Investment Corp.		167		240,667
USS Co., Ltd.		16,600		228,503
West Japan Railway Co.		11,700		508,757
Yahoo Japan Corp.		101,500		566,472
Yakult Honsha Co., Ltd.		6,300		319,129
Yamada Denki Co., Ltd. (a)		55,900		183,267
Yamaguchi Financial Group, Inc. (a)		15,000		139,377
Yamaha Corp.		11,000		175,288
Yamaha Motor Co., Ltd.		17,800		267,985
Japan—(Continued)
Yamato Holdings Co., Ltd.		27,000		547,668
Yaskawa Electric Corp.		18,000		286,022
Yokogawa Electric Corp.		16,300		251,286
Yokohama Rubber Co., Ltd. (The)		15,000		148,073
				192,094,353
Luxembourg—0.2%
ArcelorMittal		66,772		1,195,765
RTL Group S.A. (b)		2,700		349,514
Tenaris S.A. (a)		32,705		715,945
				2,261,224
Netherlands—3.1%
Aegon NV		117,488		1,111,005
Akzo Nobel NV		16,759		1,302,429
ASML Holding NV		24,785		2,331,245
CNH Industrial NV (b)		61,911		708,212
Corio NV		4,074		183,190
Delta Lloyd NV		13,121		326,966
European Aeronautic Defence and Space Co. NV		40,799		3,149,845
Fugro NV		4,445		266,329
Gemalto NV (a)		5,659		623,903
Heineken Holding NV		6,283		399,103
Heineken NV		16,408		1,112,846
ING Groep NV (b)		262,304		3,673,968
Koninklijke Ahold NV		72,518		1,304,219
Koninklijke Boskalis Westminster NV		6,001		318,705
Koninklijke DSM NV		10,134		800,001
Koninklijke KPN NV (b)		230,706		747,533
Koninklijke Philips NV		65,768		2,428,377
Koninklijke Vopak NV		4,391		257,688
OCI (b)		6,200		279,910
QIAGEN NV (b)		14,898		348,133
Randstad Holding NV		9,402		611,475
Reed Elsevier NV		48,042		1,022,440
STMicroelectronics NV (a)		44,693		360,628
TNT Express NV		24,146		224,958
Unilever NV		112,970		4,568,657
Wolters Kluwer NV		20,745		594,670
Ziggo NV		11,596		531,569
				29,588,004
New Zealand—0.1%
Auckland International Airport, Ltd.		110,236		320,332
Fletcher Building, Ltd.		46,652		325,156
Ryman Healthcare, Ltd.		29,900		193,030
Telecom Corp. of New Zealand, Ltd. (a)		132,317		251,144
				1,089,662
Norway—0.8%
Aker Solutions ASA		11,775		210,471
DNB ASA		66,462		1,190,777
Gjensidige Forsikring ASA		14,357		274,010
Norsk Hydro ASA (a)		92,923		415,291

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Norway—(Continued)
Orkla ASA		54,230	$	423,744
Seadrill, Ltd.		27,606		1,131,231
Statoil ASA		75,596		1,835,749
Subsea 7 S.A.		18,500		354,642
Telenor ASA		45,452		1,085,107
Yara International ASA (a)		12,261		529,579
				7,450,601
Portugal—0.2%
Banco Espirito Santo S.A. (b)		142,170		203,723
EDP - Energias de Portugal S.A. (a)		131,492		483,802
Galp Energia SGPS S.A.		24,066		395,779
Jeronimo Martins SGPS S.A. (a)		16,641		326,142
Portugal Telecom SGPS S.A. (a)		48,993		213,522
				1,622,968
Singapore—1.4%
Ascendas Real Estate Investment Trust		141,000		246,176
CapitaCommercial Trust (REIT) (a)		143,000		164,463
CapitaLand, Ltd.		174,000		418,706
CapitaMall Trust (REIT)		153,200		231,582
CapitaMalls Asia, Ltd.		101,000		157,289
City Developments, Ltd. (a)		34,000		259,237
ComfortDelGro Corp., Ltd.		153,000		243,743
DBS Group Holdings, Ltd.		115,467		1,568,607
Genting Singapore plc		418,200		496,732
Global Logistic Properties, Ltd.		212,000		486,182
Golden Agri-Resources, Ltd.		492,569		213,030
Hutchison Port Holdings Trust - Class U		350,000		236,396
Jardine Cycle & Carriage, Ltd.		8,000		228,474
Keppel Corp., Ltd.		102,700		912,577
Keppel Land, Ltd.		54,000		143,376
Oversea-Chinese Banking Corp., Ltd.		179,880		1,455,412
Sembcorp Industries, Ltd.		71,000		309,143
Sembcorp Marine, Ltd. (a)		63,000		222,565
Singapore Airlines, Ltd. (a)		36,940		304,964
Singapore Exchange, Ltd.		56,000		322,752
Singapore Press Holdings, Ltd. (a)		107,250		350,636
Singapore Technologies Engineering, Ltd.		130,000		408,953
Singapore Telecommunications, Ltd.		557,820		1,620,527
StarHub, Ltd.		44,000		149,821
United Overseas Bank, Ltd.		88,392		1,489,505
UOL Group, Ltd.		33,000		161,989
Wilmar International, Ltd. (a)		130,000		352,679
				13,155,516
Spain—3.2%
Abertis Infraestructuras S.A.		28,628		638,650
ACS Actividades de Construccion y Servicios S.A.		10,111		351,069
Amadeus IT Holding S.A. - A Shares (a)		26,116		1,120,485
Banco Bilbao Vizcaya Argentaria S.A.		400,349		4,968,592
Banco de Sabadell S.A. (a)		245,068		641,577
Banco Popular Espanol S.A. (b)		90,004		544,307
Banco Santander S.A.		791,812		7,157,241
Bankia S.A. (a) (b)		281,294		483,268
Spain—(Continued)
CaixaBank		121,181		632,635
Distribuidora Internacional de Alimentacion S.A.		40,028		358,679
Enagas S.A.		15,504		406,539
Ferrovial S.A.		28,234		549,980
Gas Natural SDG S.A.		24,586		635,439
Grifols S.A.		9,470		454,400
Iberdrola S.A.		316,189		2,025,612
Inditex S.A.		15,081		2,499,535
International Consolidated Airlines Group S.A. - Class DI (b)		56,287		375,551
Mapfre S.A. (a)		74,474		320,195
Red Electrica Corp. S.A. (a)		6,689		447,905
Repsol S.A.		57,722		1,460,801
Telefonica S.A.		284,361		4,649,671
Zardoya Otis S.A. (a)		9,160		165,943
				30,888,074
Sweden—3.1%
Alfa Laval AB		20,852		537,158
Assa Abloy AB - Class B		23,170		1,230,176
Atlas Copco AB - A Shares		47,637		1,330,516
Atlas Copco AB - B Shares		26,827		684,112
Boliden AB		18,744		288,624
Electrolux AB - Series B (a)		17,118		451,302
Elekta AB - B Shares (a)		26,324		404,432
Getinge AB - B Shares		13,484		463,165
Hennes & Mauritz AB - B Shares		67,689		3,132,450
Hexagon AB - B Shares		17,090		542,796
Husqvarna AB - B Shares (a)		25,677		155,284
Industrivarden AB - C Shares		8,655		165,265
Investment AB Kinnevik - B Shares		14,418		670,171
Investor AB - B Shares		31,588		1,091,514
Lundin Petroleum AB (b)		16,017		313,090
Millicom International Cellular S.A. (a)		5,384		537,231
Nordea Bank AB		209,876		2,846,031
Sandvik AB		73,011		1,034,981
Scania AB - B Shares		21,772		428,264
Securitas AB - B Shares		21,462		229,021
Skandinaviska Enskilda Banken AB - Class A		103,979		1,377,613
Skanska AB - B Shares		23,981		493,100
SKF AB - B Shares		26,654		700,498
Svenska Cellulosa AB - B Shares		40,587		1,255,780
Svenska Handelsbanken AB - A Shares		34,300		1,696,765
Swedbank AB - A Shares		61,954		1,750,264
Swedish Match AB		14,499		466,887
Tele2 AB - B Shares		21,032		238,937
Telefonaktiebolaget LM Ericsson - B Shares		209,117		2,564,467
TeliaSonera AB		162,992		1,361,337
Volvo AB - B Shares		103,330		1,364,017
				29,805,248
Switzerland—8.7%
ABB, Ltd. (b)		151,669		4,019,167
Actelion, Ltd. (b)		7,563		643,071
Adecco S.A. (b)		8,604		685,408
Aryzta AG (b)		5,635		434,494

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Switzerland—(Continued)
Baloise Holding AG		3,194	$	409,307
Barry Callebaut AG (a) (b)		132		166,100
Cie Financiere Richemont S.A.		36,003		3,613,719
Coca-Cola HBC AG (b)		13,800		403,207
Credit Suisse Group AG (b)		106,196		3,270,312
EMS-Chemie Holding AG		579		206,954
Geberit AG		2,659		815,882
Givaudan S.A. (b)		558		801,850
Holcim, Ltd. (b)		16,305		1,229,585
Julius Baer Group, Ltd. (b)		15,588		753,927
Kuehne & Nagel International AG		4,135		545,487
Lindt & Spruengli AG		7		378,627
Lindt & Spruengli AG (Participation Certifcate)		55		248,663
Lonza Group AG (b)		3,152		300,949
Nestle S.A.		223,685		16,470,107
Novartis AG		159,564		12,808,749
Pargesa Holding S.A.		1,694		137,245
Partners Group Holding AG		1,228		328,627
Roche Holding AG		48,734		13,702,441
Schindler Holding AG		4,650		688,252
SGS S.A.		367		850,165
Sika AG		137		488,654
Sonova Holding AG (b)		3,130		423,223
Sulzer AG		1,649		267,564
Swatch Group AG (The)		5,323		1,768,597
Swiss Life Holding AG (b)		2,159		450,717
Swiss Prime Site AG (b)		3,833		298,286
Swiss Re AG (b)		24,745		2,294,232
Swisscom AG		1,507		799,335
Syngenta AG		6,383		2,552,223
Transocean, Ltd.		24,746		1,214,988
UBS AG (b)		252,938		4,833,179
Wolseley plc		18,912		1,074,170
Zurich Insurance Group AG (b)		10,297		3,003,431
				83,380,894
United Kingdom—20.6%
3i Group plc		63,549		405,509
Aberdeen Asset Management plc (a)		61,345		510,962
Admiral Group plc (a)		16,009		347,559
Aggreko plc (a)		18,556		525,719
AMEC plc		19,387		350,170
Anglo American plc		95,352		2,095,866
Antofagasta plc		26,957		369,940
ARM Holdings plc		94,583		1,720,406
Associated British Foods plc		24,859		1,007,251
AstraZeneca plc		86,000		5,102,102
Aviva plc		205,068		1,528,210
Babcock International Group plc		24,050		539,912
BAE Systems plc		224,576		1,623,296
Barclays plc		1,059,500		4,794,672
BG Group plc		236,047		5,087,792
BHP Billiton plc		146,472		4,542,276
BP plc		1,312,137		10,631,234
British American Tobacco plc		133,028		7,138,777
British Land Co. plc		62,096		647,338
United Kingdom—(Continued)
British Sky Broadcasting Group plc		73,819		1,032,764
BT Group plc		549,280		3,459,094
Bunzl plc		22,401		538,406
Burberry Group plc		32,742		822,752
Capita Group plc		48,717		838,184
Carnival plc		12,088		499,273
Centrica plc		369,393		2,127,737
Cobham plc		73,272		333,277
Compass Group plc		126,746		2,032,590
Croda International plc		9,658		393,346
Diageo plc		174,086		5,751,313
Direct Line Insurance Group plc		77,733		321,875
easyJet plc (a)		10,815		275,397
Fresnillo plc		11,783		146,133
G4S plc		106,542		463,551
GKN plc		107,131		663,317
GlaxoSmithKline plc		336,884		8,986,874
GlencoreXstrata plc (b)		735,853		3,826,041
Hammerson plc		56,484		469,843
Hargreaves Lansdown plc		16,913		380,380
HSBC Holdings plc		1,291,727		14,170,081
ICAP plc		36,213		271,371
IMI plc		22,920		581,037
Imperial Tobacco Group plc		66,898		2,596,720
Inmarsat plc		28,473		356,763
InterContinental Hotels Group plc		20,173		672,941
Intertek Group plc		10,631		554,743
Intu Properties plc (a)		48,962		251,821
Invensys plc (a)		53,428		450,908
Investec plc		41,855		303,573
J Sainsbury plc		85,611		518,688
Johnson Matthey plc		13,894		756,658
Kingfisher plc		164,859		1,054,110
Land Securities Group plc		52,350		835,874
Legal & General Group plc		410,178		1,513,786
Lloyds Banking Group plc (b)		3,451,816		4,512,589
London Stock Exchange Group plc		12,221		350,901
Marks & Spencer Group plc		118,772		853,902
Meggitt plc		55,862		489,403
Melrose Industries plc		85,700		434,196
National Grid plc		254,654		3,328,014
Next plc		11,690		1,055,459
Old Mutual plc		337,381		1,057,397
Pearson plc		56,693		1,259,467
Persimmon plc (b)		20,663		424,571
Petrofac, Ltd.		17,337		351,905
Prudential plc		177,484		3,972,991
Randgold Resources, Ltd.		6,351		398,568
Reckitt Benckiser Group plc		44,859		3,572,169
Reed Elsevier plc		81,102		1,209,075
Resolution, Ltd.		99,349		584,433
Rexam plc		51,922		456,643
Rio Tinto plc		88,154		4,975,386
Rolls-Royce Holdings plc (b)		130,394		2,762,185
Royal Bank of Scotland Group plc (b)		147,994		833,296
Royal Dutch Shell plc - A Shares		263,389		9,461,148
Royal Dutch Shell plc - B Shares		173,340		6,524,408

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
United Kingdom—(Continued)
RSA Insurance Group plc		233,187	$	353,201
SABMiller plc		67,875		3,496,077
Sage Group plc (The)		79,455		532,919
Schroders plc		6,754		291,686
Segro plc		61,844		342,290
Serco Group plc		34,317		283,653
Severn Trent plc		16,575		468,174
Smith & Nephew plc		66,221		944,560
Smiths Group plc		25,680		631,587
SSE plc		67,077		1,525,643
Standard Chartered plc		165,795		3,736,337
Standard Life plc		174,865		1,042,161
Tate & Lyle plc		33,576		450,296
TESCO plc		553,815		3,067,711
Travis Perkins plc		16,708		520,135
TUI Travel plc		32,223		220,647
Tullow Oil plc		61,905		879,218
Unilever plc		88,241		3,620,146
United Utilities Group plc		48,207		537,569
Vodafone Group plc		3,341,896		13,139,619
Weir Group plc (The)		13,923		492,088
Whitbread plc		12,742		792,105
William Hill plc		58,853		391,842
WM Morrison Supermarkets plc		166,578		721,546
WPP plc		91,344		2,096,532
				196,666,060
Total Common Stocks (Cost $742,544,736)				912,456,322
Investment Company Security—3.1%
United States—3.1%
iShares MSCI EAFE ETF (c) (Cost $28,187,904)		446,100		29,915,466
Preferred Stocks—0.6%
Germany—0.6%
Bayerische Motoren Werke (BMW) AG		3,505		299,936
Fuchs Petrolub SE (a)		2,450		240,142
Henkel AG & Co. KGaA		12,771		1,483,999
Porsche Automobil Holding SE		10,260		1,072,562
Volkswagen AG		9,896		2,784,839
Total Preferred Stocks (Cost $2,663,214)				5,881,478
Rights—0.0%
Spain—0.0%
Repsol S.A., Expires 01/09/14 (a) (b) (Cost $37,639)		57,722		39,451
Short-Term Investments—4.5%
Security Description	Shares/ Principal Amount*		Value
Discount Notes—0.4%
Federal Home Loan Bank 0.046%, 01/06/14 (d)		350,000	$	349,998
0.051%, 01/22/14 (d)		500,000		499,985
0.066%, 01/22/14 (d)		650,000		649,975
0.076%, 03/21/14 (d)		1,825,000		1,824,700
				3,324,658
Mutual Fund—3.6%
State Street Navigator Securities Lending MET Portfolio (e)		34,172,485		34,172,485
U.S. Treasury—0.5%
U.S. Treasury Bills 0.051%, 05/15/14 (d)		325,000		324,940
0.077%, 05/15/14 (d)		700,000		699,803
0.077%, 05/15/14 (d)		200,000		199,943
0.078%, 05/15/14 (d)		200,000		199,943
0.084%, 05/15/14 (d)		150,000		149,954
0.086%, 05/15/14 (d)		350,000		349,889
0.088%, 05/15/14 (d)		700,000		699,773
0.093%, 05/15/14 (d)		2,075,000		2,074,290
				4,698,535
Total Short-Term Investments (Cost $42,195,678)				42,195,678
Total Investments—103.7% (Cost $815,629,171)(f)				990,488,395
Other assets and liabilities (net)—(3.7)%				(34,959,459	)
Net Assets—100.0%			$	955,528,936

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $32,762,132 and the collateral received consisted of cash in the amount of $34,172,485 and non-cash collateral with a value of $527,749. The cash collateral is invested in a money market fund managed by an affiliate of the custodian. The non-cash collateral received consists primarily of government securities and bank letters of credit, and is held for the benefit of the Portfolio at the Portfolio’s custodian. The Portfolio cannot repledge or resell this collateral. As such, this collateral is excluded from the Statement of Assets and Liabilities.

(b) Non-income producing security.

(c) All or a portion of the security was pledged as collateral against open futures contracts. As of December 31, 2013, the market value of securities pledged was $670,900.

(d) The rate shown represents the discount rate at the time of purchase by the Portfolio.

(e) Represents investment of cash collateral received from securities lending transactions.

(f) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $826,109,775. The aggregate unrealized appreciation and depreciation of investments were $250,249,634 and $(85,871,014), respectively, resulting in net unrealized appreciation of $164,378,620 for federal income tax purposes.

(ETF)— Exchange-Traded Fund

(REIT)— A Real Estate Investment Trust is a pooled investment vehicle that invests primarily in income-producing real estate or real estate related loans or interest.

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Schedule of Investments as of December 31, 2013

Portfolio Composition as of December 31, 2013

Ten Largest Industries as of December 31, 2013 (Unaudited)	% of Net Assets
Commercial Banks		12.8
Pharmaceuticals		8.2
Oil, Gas & Consumable Fuels		5.9
Insurance		5.1
Automobiles		3.8
Food Products		3.6
Metals & Mining		3.6
Chemicals		3.2
Diversified Telecommunication Services		3.0
Machinery		2.6

Futures Contracts

Futures Contracts—Long	Expiration Date		Number of Contracts		Notional Amount			Unrealized Appreciation
MSCI EAFE E-Mini Index Futures		03/21/14		50		USD	4,586,252	$	208,248

(USD)— United States Dollar

See accompanying notes to financial statements.

MSF-13

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1- unadjusted quoted prices in active markets for identical investments

Level 2- other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3- significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2		Level 3		Total
Common Stocks
Australia	$	86,145	$	68,030,199	$	—	$	68,116,344
Austria		—		2,468,989		—		2,468,989
Belgium		—		10,885,280		—		10,885,280
China		—		129,071		—		129,071
Denmark		—		10,825,623		—		10,825,623
Finland		—		8,366,636		—		8,366,636
France		—		87,335,876		—		87,335,876
Germany		—		80,302,826		—		80,302,826
Hong Kong		—		26,367,373		—		26,367,373
Ireland		432,039		6,113,300		—		6,545,339
Israel		—		3,990,870		—		3,990,870
Italy		—		19,119,491		—		19,119,491
Japan		181,991		191,912,362		—		192,094,353
Luxembourg		—		2,261,224		—		2,261,224
Netherlands		623,903		28,964,101		—		29,588,004
New Zealand		—		1,089,662		—		1,089,662
Norway		—		7,450,601		—		7,450,601
Portugal		���		1,622,968		—		1,622,968
Singapore		—		13,155,516		—		13,155,516
Spain		—		30,888,074		—		30,888,074
Sweden		—		29,805,248		—		29,805,248
Switzerland		—		83,380,894		—		83,380,894
United Kingdom		—		196,666,060		—		196,666,060
Total Common Stocks		1,324,078		911,132,244		—		912,456,322
Total Investment Company Security*		29,915,466		—		—		29,915,466
Total Preferred Stocks*		—		5,881,478		—		5,881,478
Total Rights*		39,451		—		—		39,451

See accompanying notes to financial statements.

MSF-14

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy—(Continued)

Description	Level 1		Level 2			Level 3		Total
Short-Term Investments
Discount Notes	$	—	$	3,324,658		$	—	$	3,324,658
Mutual Fund		34,172,485		—			—		34,172,485
U.S. Treasury		—		4,698,535			—		4,698,535
Total Short-Term Investments		34,172,485		8,023,193			—		42,195,678
Total Investments	$	65,451,480	$	925,036,915		$	—	$	990,488,395
Collateral for Securities Loaned (Liability)	$	—	$	(34,172,485	)	$	—	$	(34,172,485	)
Futures Contracts
Futures Contracts (Unrealized Appreciation)	$	208,248	$	—		$	—	$	208,248

* See Schedule of Investments for additional detailed categorizations.

Transfers from Level 2 to Level 1 in the amount of $511,742 were due to the discontinuation of a systematic fair valuation model factor.

See accompanying notes to financial statements.

MSF-15

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	990,488,395
Cash		31,287
Cash denominated in foreign currencies (c)		63,172
Receivable for:
Investments sold		248,997
Fund shares sold		787,150
Dividends		1,426,161
Variation margin on futures contracts		13,750
Prepaid expenses		2,123
Total Assets		993,061,035
Liabilities
Collateral for securities loaned		34,172,485
Payables for:
Investments purchased		2,263,719
Fund shares redeemed		504,787
Accrued expenses:
Management fees		233,166
Distribution and service fees		116,124
Deferred trustees’ fees		48,554
Other expenses		193,264
Total Liabilities		37,532,099
Net Assets	$	955,528,936
Net assets consist of:
Paid in surplus	$	800,572,442
Undistributed net investment income		16,343,144
Accumulated net realized loss		(36,411,243	)
Unrealized appreciation on investments, futures contracts and foreign currency transactions		175,024,593
Net Assets	$	955,528,936
Net Assets
Class A	$	394,453,784
Class B		422,913,291
Class E		38,858,598
Class G		99,303,263
Capital Shares Outstanding*
Class A		28,527,702
Class B		31,152,446
Class E		2,825,108
Class G		7,350,926
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	13.83
Class B		13.58
Class E		13.75
Class G		13.51

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $815,629,171.

(b) Includes securities loaned at value of $32,762,132.

(c) Identified cost of cash denominated in foreign currencies was $62,541.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	26,286,300
Interest		2,540
Securities lending income		918,494
Total investment income		27,207,334
Expenses
Management fees		2,566,600
Administration fees		15,797
Custodian and accounting fees		478,787
Distribution and service fees—Class B		984,120
Distribution and service fees—Class E		56,440
Distribution and service fees—Class G		259,739
Audit and tax services		37,723
Legal		27,754
Trustees’ fees and expenses		44,481
Shareholder reporting		168,384
Insurance		4,420
Miscellaneous		72,041
Total expenses		4,716,286
Less management fee waiver		(17,777	)
Net expenses		4,698,509
Net Investment Income		22,508,825
Net Realized and Unrealized Gain
Net realized gain (loss) on:
Investments		7,234,010
Futures contracts		627,856
Foreign currency transactions		(186,924	)
Net realized gain		7,674,942
Net change in unrealized appreciation (depreciation) on:
Investments		139,460,020
Futures contracts		183,529
Foreign currency transactions		(54,357	)
Net change in unrealized appreciation		139,589,192
Net realized and unrealized gain		147,264,134
Net Increase in Net Assets from Operations	$	169,772,959

(a) Net of foreign withholding taxes of $1,940,450.

See accompanying notes to financial statements.

MSF-16

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	22,508,825		$	22,898,242
Net realized gain (loss)		7,674,942			(7,731,235	)
Net change in unrealized appreciation		139,589,192			110,344,265
Increase in net assets from operations		169,772,959			125,511,272
From Distributions to Shareholders
Net investment income
Class A		(9,990,444	)		(8,879,126	)
Class B		(11,350,490	)		(10,064,808	)
Class E		(1,112,534	)		(1,073,279	)
Class G		(2,474,557	)		(1,823,471	)
Total distributions		(24,928,025	)		(21,840,684	)
Increase (decrease) in net assets from capital share transactions		30,762,370			(30,472,900	)
Total increase in net assets		175,607,304			73,197,688
Net Assets
Beginning of period		779,921,632			706,723,944
End of period	$	955,528,936		$	779,921,632
Undistributed Net Investment Income
End of period	$	16,343,144		$	18,312,704

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		7,067,968		$	88,601,835			2,721,443		$	29,306,923
Reinvestments		846,648			9,990,444			836,076			8,879,126
Redemptions		(4,787,744	)		(59,795,824	)		(5,856,533	)		(63,022,255	)
Net increase (decrease)		3,126,872		$	38,796,455			(2,299,014	)	$	(24,836,206	)
Class B
Sales		1,931,611		$	23,970,765			3,406,019		$	34,713,506
Reinvestments		978,490			11,350,490			962,219			10,064,808
Redemptions		(4,356,077	)		(53,974,265	)		(4,527,085	)		(48,789,131	)
Net decrease		(1,445,976	)	$	(18,653,010	)		(158,847	)	$	(4,010,817	)
Class E
Sales		85,294		$	1,055,384			171,387		$	1,753,832
Reinvestments		94,684			1,112,534			101,444			1,073,279
Redemptions		(528,435	)		(6,611,245	)		(584,439	)		(6,362,036	)
Net decrease		(348,457	)	$	(4,443,327	)		(311,608	)	$	(3,534,925	)
Class G
Sales		2,516,369		$	30,525,341			1,401,594		$	14,496,697
Reinvestments		214,247			2,474,557			174,997			1,823,471
Redemptions		(1,471,213	)		(17,937,646	)		(1,372,063	)		(14,411,120	)
Net increase		1,259,403		$	15,062,252			204,528		$	1,909,048
Increase (decrease) derived from capital shares transactions				$	30,762,370					$	(30,472,900	)

See accompanying notes to financial statements.

MSF-17

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	11.72		$	10.22		$	11.95		$	11.34		$	9.36
Income (Loss) from Investment Operations
Net investment income (a)		0.35			0.35			0.36			0.28			0.28
Net realized and unrealized gain (loss) on investments		2.15			1.49			(1.80	)		0.63			2.20
Total from investment operations		2.50			1.84			(1.44	)		0.91			2.48
Less Distributions
Distributions from net investment income		(0.39	)		(0.34	)		(0.29	)		(0.30	)		(0.43	)
Distributions from net realized capital gains		0.00			0.00			0.00			0.00			(0.07	)
Total distributions		(0.39	)		(0.34	)		(0.29	)		(0.30	)		(0.50	)
Net Asset Value, End of Period	$	13.83		$	11.72		$	10.22		$	11.95		$	11.34
Total Return (%) (b)		21.86			18.33			(12.50	)		8.19			28.67
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.40			0.41			0.41			0.41			0.44
Net ratio of expenses to average net assets (%) (c)		0.40			0.40			0.41			0.40			0.43
Ratio of net investment income to average net assets (%)		2.76			3.25			3.09			2.59			2.87
Portfolio turnover rate (%)		10			8			11			11			13
Net assets, end of period (in millions)	$	394.5		$	297.7		$	283.2		$	332.7		$	334.6

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	11.52		$	10.05		$	11.75		$	11.16		$	9.21
Income (Loss) from Investment Operations
Net investment income (a)		0.31			0.32			0.32			0.25			0.25
Net realized and unrealized gain (loss) on investments		2.11			1.46			(1.76	)		0.62			2.16
Total from investment operations		2.42			1.78			(1.44	)		0.87			2.41
Less Distributions
Distributions from net investment income		(0.36	)		(0.31	)		(0.26	)		(0.28	)		(0.39	)
Distributions from net realized capital gains		0.00			0.00			0.00			0.00			(0.07	)
Total distributions		(0.36	)		(0.31	)		(0.26	)		(0.28	)		(0.46	)
Net Asset Value, End of Period	$	13.58		$	11.52		$	10.05		$	11.75		$	11.16
Total Return (%) (b)		21.52			18.02			(12.65	)		7.91			28.29
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.65			0.66			0.66			0.66			0.69
Net ratio of expenses to average net assets (%) (c)		0.65			0.65			0.66			0.65			0.68
Ratio of net investment income to average net assets (%)		2.55			2.99			2.83			2.32			2.60
Portfolio turnover rate (%)		10			8			11			11			13
Net assets, end of period (in millions)	$	422.9		$	375.4		$	329.2		$	339.0		$	280.2

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-18

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	11.66		$	10.17		$	11.89		$	11.29		$	9.31
Income (Loss) from Investment Operations
Net investment income (a)		0.33			0.33			0.34			0.27			0.27
Net realized and unrealized gain (loss) on investments		2.13			1.48			(1.79	)		0.62			2.19
Total from investment operations		2.46			1.81			(1.45	)		0.89			2.46
Less Distributions
Distributions from net investment income		(0.37	)		(0.32	)		(0.27	)		(0.29	)		(0.41	)
Distributions from net realized capital gains		0.00			0.00			0.00			0.00			(0.07	)
Total distributions		(0.37	)		(0.32	)		(0.27	)		(0.29	)		(0.48	)
Net Asset Value, End of Period	$	13.75		$	11.66		$	10.17		$	11.89		$	11.29
Total Return (%) (b)		21.62			18.13			(12.59	)		8.00			28.51
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.55			0.56			0.56			0.56			0.59
Net ratio of expenses to average net assets (%) (c)		0.55			0.55			0.56			0.55			0.58
Ratio of net investment income to average net assets (%)		2.66			3.11			2.94			2.45			2.77
Portfolio turnover rate (%)		10			8			11			11			13
Net assets, end of period (in millions)	$	38.9		$	37.0		$	35.5		$	47.9		$	50.8

	Class G
	Year Ended December 31,
	2013			2012			2011			2010			2009(d)
Net Asset Value, Beginning of Period	$	11.47		$	10.01		$	11.70		$	11.12		$	7.93
Income (Loss) from Investment Operations
Net investment income (a)		0.31			0.31			0.31			0.23			0.10
Net realized and unrealized gain (loss) on investments		2.09			1.46			(1.75	)		0.62			3.09
Total from investment operations		2.40			1.77			(1.44	)		0.85			3.19
Less Distributions
Distributions from net investment income		(0.36	)		(0.31	)		(0.25	)		(0.27	)		0.00
Total distributions		(0.36	)		(0.31	)		(0.25	)		(0.27	)		0.00
Net Asset Value, End of Period	$	13.51		$	11.47		$	10.01		$	11.70		$	11.12
Total Return (%) (b)		21.44			17.94			(12.65	)		7.76			40.23	(e)
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.70			0.71			0.71			0.71			0.74	(f)
Net ratio of expenses to average net assets (%) (c)		0.70			0.70			0.71			0.70			0.73	(f)
Ratio of net investment income to average net assets (%)		2.49			2.94			2.80			2.16			1.32	(f)
Portfolio turnover rate (%)		10			8			11			11			13
Net assets, end of period (in millions)	$	99.3		$	69.8		$	58.9		$	45.2		$	12.6

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

(d) Commencement of operations was April 28, 2009.

(e) Periods less than one year are not computed on an annualized basis.

(f) Computed on an annualized basis.

See accompanying notes to financial statements.

MSF-19

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is MSCI EAFE Index Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers four classes of shares: Class A, B, E, and G shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-20

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-21

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to foreign currency transactions and passive foreign investment companies (PFIC). These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

3. Investments in Derivative Instruments

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign

MSF-22

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

At December 31, 2013, the Portfolio had the following derivatives, categorized by risk exposure:

	Asset Derivatives
Risk Exposure	Statement of Assets & Liabilities Location	Fair Value
Equity	Unrealized appreciation on futures contracts*	$	208,248

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only the current day’s variation margin is reported within the Statement of Assets and Liabilities.

Transactions in derivative instruments during the year ended December 31, 2013 were as follows:

Statement of Operations Location—Net Realized Gain (Loss)	Equity
Futures contracts	$	627,856
Statement of Operations Location—Net Change in Unrealized Appreciation (Depreciation)	Equity
Futures contracts	$	183,529

For the year ended December 31, 2013, the average amount or number per contract outstanding for each derivative type was as follows:

Derivative Description	Average Notional Par or Face Amount‡
Futures contracts long	$	2,500

‡ Averages are based on activity levels during 2013.

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering

MSF-23

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Collateral requirements may differ by type of derivative or investment, as applicable. Collateral or margin requirements are set by the broker or exchange clearing house for exchange traded derivatives (e.g., futures contracts and exchange traded options) while collateral terms are contract specific for over-the-counter traded derivatives (e.g., forward foreign currency exchange contracts, swap agreements and over-the-counter options).

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

Customer Account Agreements and related addendums govern cleared derivatives transactions such as futures, options on futures, and cleared OTC derivatives. Cleared derivative transactions require posting of initial margin as determined by each relevant clearing agency which is segregated at a broker account registered with the Commodities Futures Trading Commission (CFTC), or the applicable regulator. In the U.S., counterparty risk is significantly reduced as creditors of the futures broker do not have claim to Portfolio assets in the segregated account. Additionally, portability of exposure in the event of default further reduces risk to the Portfolio. Variation margin, or changes in market value, are exchanged daily, but may not be netted between futures and cleared OTC derivatives.

Foreign Investment Risk: The investments by the Portfolio in foreign securities may involve risks not present in domestic investments. Because securities may be denominated in foreign currencies, may require settlement in foreign currencies and may pay interest or dividends in foreign currencies, changes in the relationship of these foreign currencies to the U.S. dollar can significantly affect the value of the investments and earnings of the Portfolio. Foreign investments may also subject the Portfolio to foreign government exchange restrictions, expropriation, taxation or other political, social or economic developments, all of which could affect the market and/or credit risk of the investments. In addition to the risks described above, risks may arise from forward foreign currency contracts with respect to the potential inability of counterparties to meet the terms of their contracts.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	103,940,420	$	0	$	81,331,664

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the annual rate of 0.300% of average daily net assets. Fees earned by MetLife Advisers with respect to the Portfolio for the year ended December 31, 2013 were $2,566,600.

MetLife Advisers has entered into an investment subadvisory agreement with MetLife Investment Management, LLC (“MIM”) with respect to the Portfolio. For providing subadvisory services to the Portfolio, MetLife Advisers has agreed to pay MIM an investment subadvisory fee for each class of the Portfolio as follows:

% per annum	Average daily net assets
0.050%	On the first $500 million
0.040%	Of the next $500 million
0.020%	On amounts over $1 billion

Fees earned by MIM with respect to the Portfolio for the year ended December 31, 2013 were $392,213.

MSF-24

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average daily net assets
0.005%	Over $500 million and under $1 billion
0.010%	Of the next $1 billion
0.015%	On amounts over $2 billion

An identical expense agreement was in place for the period April 30, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 are shown as management fee waivers in the Statement of Operations.

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B, E, and G Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B, E, and G Shares. Under the Distribution and Service Plan, the Class B, E, and G Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B, E, and G Shares of the Portfolio. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares, 0.15% per year for Class E Shares, and 0.30% per year for Class G Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

8. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$24,928,025	$	21,840,684	$	—	$	—	$	24,928,025	$	21,840,684

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards			Other Accumulated Capital Losses			Total
$23,120,127	$	—	$	164,335,742	$	(26,531,041	)	$	(5,919,780	)	$	155,005,048

MSF-25

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, the post-enactment accumulated long-term capital losses were $5,919,780 and the pre-enactment accumulated capital loss carryforwards and expiration dates were as follows:

Expiring 12/31/2018	Expiring 12/31/2017		Total
$3,109,329	$	23,421,712	$	26,531,041

During the year ended December 31, 2013, the Portfolio utilized capital loss carryforwards of $6,967,678.

MSF-26

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of MSCI EAFE Index Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of MSCI EAFE Index Portfolio, one of the portfolios constituting Metropolitan Series Fund (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of MSCI EAFE Index Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 26, 2014

MSF-27

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.

MSF-28

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-29

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the MSCI EAFE Index Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-30

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the MSCI EAFE Index Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe for the one- and three-year periods ended June 30, 2013, and slightly underperformed the median of its Performance Universe for the five-year period ended June 30, 2013. The Board also noted that the Portfolio outperformed its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board took into account that the Portfolio underperformed its benchmark, the MSCI EAFE Index, for the one-, three- and five-year periods ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as

MSF-31

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the MSCI EAFE Index Portfolio, the Board considered that the Portfolio’s actual management fees and total expenses (exclusive of 12b-1 fees) were below the Expense Group median, Expense Universe median and Sub-advised Expense Universe median. The Board further noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also noted that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group and the Sub-advised Expense Universe at the Portfolio’s current size. The Board took into account that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the MSCI EAFE Index Portfolio, the Board noted that the Portfolio’s advisory fee does not contain breakpoints. The Board further considered that the Portfolio’s management fees were below the asset-weighted average of comparable funds at all asset levels. The Board considered the effect of the Portfolio’s current size and potential growth on its performance and fees. The Board noted management’s discussion of the Portfolio’s advisory fee structure. The Board also noted that if the Portfolio’s assets increased over time, the Portfolio might realize other economies of scale if assets increased proportionally more than certain other fixed expenses.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-32

Metropolitan Series Fund

MSCI EAFE Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-33

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Managed By Neuberger Berman Management LLC

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, and E shares of the Neuberger Berman Genesis Portfolio returned 38.52%, 38.19%, and 38.37%, respectively. The Portfolio’s benchmark, the Russell 2000 Value Index¹, returned 34.52%.

MARKET ENVIRONMENT / CONDITIONS

The overall U.S. stock market capped off an outstanding year by posting strong results during the fourth quarter. The market’s rally during the reporting period was triggered by a number of factors, including generally positive economic data and corporate profits that often exceeded expectations. Demand for equities was also robust overall, as investors looked to generate higher returns and they appeared to rotate out of bonds given their overall weak results. As the year progressed the outperformance of low quality stocks dissipated and, by the fourth quarter, higher quality stocks were the market leaders. We are encouraged by this turn of events, as it plays into our long-held investment process of emphasizing higher quality/free cash flow generating companies. Even though the Federal Reserve announced the tapering of its asset purchases in December, the decision was positively received by the equity market and it ended the year at an all-time high. All told, the overall stock market, as measured by the S&P 500 Index, gained 32.39% in 2013. This represented its best calendar year return since 1997. Small-cap value stocks generated even better results, as the Russell 2000 Value Index gained 34.52% during the year.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The Portfolio’s outperformance during the period was driven by both stock selection and sector allocation. In particular, from a stock selection perspective, holdings in the Financials, Energy and Consumer Discretionary sectors added the most value. On the downside, holdings in the Health Care sector detracted the most from results. Also modestly detracting from results was stock selection in the Consumer Staples and Information Technology sectors.

Individual stocks that contributed the most to the Portfolio’s results during the year were Wabtec Corp., Oceaneering International, Inc. and Altisource Asset Management Corp. Wabtec manufactures high value components, such as brake shoes and electronics, that improve safety and productivity for rail customers. The stock generates strong cash flow and has high, consistent returns. Throughout the year, the company’s revenues and profitability exceeded expectations due to strength in a key technology franchise known as “Positive Train Control.” It also benefited from recovering demand in the transit market. Oceaneering International builds and operates equipment used for subsea exploration and production of oil and gas, especially in deep water. The company’s performance remained strong during the year, driven by robust sales of subsea production equipment as major oil companies began to shift focus from exploration to development of deep-water fields. Altisource Asset Management is the management company for Altisource Residential, a single family home rental Real Estate Investment Trust (“REIT”). Altisource Asset Management receives management fees and distributions based on the cash flow generated by Altisource Residential. Altisource Residential has been successful raising and deploying capital in support of its strategy.

The Portfolio’s holdings that detracted the most from performance were Alamos Gold, Inc., NETGEAR, Inc. and Endeavour Silver Corp. Alamos Gold is a gold mining company with major operations in Mexico and Turkey. Its shares sold off during the year as the price of gold declined. We retain our positive long term view for the company and the commodity. NETGEAR provides wireless routers and associated products for the home and small business markets. The company’s business came under pressure during the year due to consolidation among its customer base, an execution issue and continued weakness in Europe. We remain confident that the company is well positioned to continue to benefit from continued broadband penetration globally. Endeavor Silver mines for gold and silver in Mexico. The stock sold off sharply in line with other small-cap silver and gold producers as the price of gold declined. We exited the position during the reporting period.

Sector allocation also contributed to the Portfolio’s relative performance during the year. Of note was the positive impact from our lack of exposure to REITs given their low entry barriers and frequent external financing requirements. This positioning was rewarded due to REITs weak performance amid the rising interest rate environment. Conversely, the Portfolio’s roughly 3% cash position was the largest detractor from performance. Even though this allocation was modest and consistent with historical levels, it was a drag on results due to the market’s strong performance and the low yields available from cash instruments.

A number of changes were made to the Portfolio during the period. In particular, we added to the Portfolio’s allocations in the Consumer Discretionary and Financials sectors, while paring its exposures to the Energy and Consumer Staples sectors. The increase in Consumer Discretionary was driven by a number of factors, including improvements in the housing market which we feel will support consumer confidence, the wealth effect and consumer spending. In addition, we felt that less upward pressure from commodities, especially Energy, would be a positive for the sector overall. Within the Financials sector, we focused on a number of areas, including evolving opportunities in special mortgage servicers, driven by changes to the regulatory environment. We also raised our exposure to banks, as

MSF-1

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Managed By Neuberger Berman Management LLC

Portfolio Manager Commentary*—(Continued)

margin pressure and a few other economic headwinds for the industry started to ease. Our reduced exposure to the Energy sector was driven by less emerging market demand growth, especially in China, due to a structural shift in the country’s economic model from infrastructure building/export to more internal consumption. At the same time, we continue to see significant new supply from U.S. shale plays, both oil and gas. Finally, our Consumer Staples position was lowered due largely to the elimination of Harris Teeter, our second largest position in the sector at the beginning of the year. The stock was eliminated after it was announced that Kroger would be acquiring the company.

Judith M. Vale

Robert W. D’Alelio

Michael L. Bowyer

Brett S. Reiner

Portfolio Managers

Neuberger Berman Management LLC

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

A $10,000 INVESTMENT COMPARED TO THE RUSSELL 2000 VALUE INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year
Neuberger Berman Genesis Portfolio
Class A		38.52		17.27		6.35
Class B		38.19		16.98		6.08
Class E		38.37		17.10		6.19
Russell 2000 Value Index		34.52		17.64		8.61

¹ The Russell 2000 Value Index is an unmanaged measure of performance of those Russell 2000 companies that have lower price-to-book ratios and lower forecasted growth values.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
Wabtec Corp.		2.2
Church & Dwight Co., Inc.		2.1
Aptargroup, Inc.		2.0
Oceaneering International, Inc.		1.9
Polaris Industries, Inc.		1.8
Altisource Portfolio Solutions S.A.		1.8
Ocwen Financial Corp.		1.8
CLARCOR, Inc.		1.7
Solera Holdings, Inc.		1.5
West Pharmaceutical Services, Inc.		1.5

Top Sectors

	% of Market Value of Total Long-Term Investments
Industrials		21.8
Information Technology		15.9
Financials		14.7
Consumer Discretionary		13.7
Health Care		11.1
Materials		9.3
Energy		6.7
Consumer Staples		5.6
Utilities		1.2

MSF-3

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

Neuberger Berman Genesis Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.81	%	$	1,000.00	$	1,219.90	$	4.53
	Hypothetical*		0.81	%	$	1,000.00	$	1,021.12	$	4.13
Class B(a)	Actual		1.07	%	$	1,000.00	$	1,218.40	$	5.98
	Hypothetical*		1.07	%	$	1,000.00	$	1,019.81	$	5.45
Class E(a)	Actual		0.96	%	$	1,000.00	$	1,219.60	$	5.37
	Hypothetical*		0.96	%	$	1,000.00	$	1,020.37	$	4.89

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 6 of the Notes to Financial Statements.

MSF-4

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—97.2% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—0.1%
Cubic Corp.		32,200	$	1,695,652
Air Freight & Logistics—0.5%
Forward Air Corp.		191,676		8,416,493
Auto Components—0.4%
Gentex Corp.		214,700		7,082,953
Beverages—0.9%
Boston Beer Co., Inc. (The) - Class A (a)		62,472		15,105,105
Building Products—1.0%
AAON, Inc.		202,615		6,473,549
AO Smith Corp.		192,400		10,378,056
				16,851,605
Chemicals—4.2%
Balchem Corp.		244,663		14,361,718
Hawkins, Inc.		101,590		3,778,132
Innophos Holdings, Inc.		189,311		9,200,515
NewMarket Corp.		30,217		10,097,011
RPM International, Inc.		167,900		6,969,529
Sensient Technologies Corp.		435,800		21,145,016
Stepan Co.		87,318		5,730,680
				71,282,601
Commercial Banks—7.6%
Bank of Hawaii Corp.		302,600		17,895,764
Bank of the Ozarks, Inc.		159,538		9,028,255
BankUnited, Inc.		380,500		12,526,060
BOK Financial Corp.		177,182		11,750,710
Community Bank System, Inc.		149,387		5,927,676
Cullen/Frost Bankers, Inc.		253,198		18,845,527
CVB Financial Corp.		211,000		3,601,770
First Financial Bankshares, Inc.		240,955		15,980,136
FNB Corp.		523,048		6,600,866
PacWest Bancorp		286,628		12,101,434
ViewPoint Financial Group, Inc.		147,400		4,046,130
Westamerica Bancorp		174,000		9,824,040
				128,128,368
Commercial Services & Supplies—4.1%
Copart, Inc. (a)		88,600		3,247,190
Healthcare Services Group, Inc.		599,414		17,005,375
Rollins, Inc.		744,610		22,554,237
Team, Inc. (a)		103,403		4,378,083
UniFirst Corp.		51,500		5,510,500
United Stationers, Inc.		358,474		16,450,372
				69,145,757
Communications Equipment—0.6%
NETGEAR, Inc. (a)		308,600		10,165,284
Construction & Engineering—0.1%
Primoris Services Corp.		70,000		2,179,100
Construction Materials—0.4%
Eagle Materials, Inc.		94,800	$	7,340,364
Containers & Packaging—2.6%
Aptargroup, Inc.		492,354		33,386,525
Silgan Holdings, Inc.		215,200		10,333,904
				43,720,429
Distributors—1.3%
Pool Corp.		377,260		21,933,896
Electrical Equipment—0.7%
Franklin Electric Co., Inc.		102,400		4,571,136
Thermon Group Holdings, Inc. (a)		241,100		6,589,263
				11,160,399
Electronic Equipment, Instruments & Components—2.3%
Badger Meter, Inc.		165,088		8,997,296
FEI Co.		231,754		20,709,537
Littelfuse, Inc.		57,100		5,306,303
Rogers Corp. (a)		65,200		4,009,800
				39,022,936
Energy Equipment & Services—4.5%
CARBO Ceramics, Inc.		172,700		20,124,731
Natural Gas Services Group, Inc. (a)		261,735		7,216,034
Oceaneering International, Inc.		412,800		32,561,664
Pason Systems, Inc.		534,200		11,549,404
ShawCor, Ltd.		141,700		5,663,749
				77,115,582
Food & Staples Retailing—0.2%
North West Co., Inc. (The)		153,900		3,729,241
Food Products—2.2%
B&G Foods, Inc.		240,800		8,165,528
Flowers Foods, Inc.		430,550		9,243,909
J&J Snack Foods Corp.		102,609		9,090,131
Lancaster Colony Corp.		118,700		10,463,405
				36,962,973
Gas Utilities—0.9%
Piedmont Natural Gas Co., Inc.		30,900		1,024,644
South Jersey Industries, Inc.		147,500		8,254,100
WGL Holdings, Inc.		158,600		6,353,516
				15,632,260
Health Care Equipment & Supplies—5.9%
Abaxis, Inc. (a)		181,054		7,245,781
Cyberonics, Inc. (a)		29,500		1,932,545
Haemonetics Corp. (a)		511,908		21,566,684
IDEXX Laboratories, Inc. (a)		179,500		19,093,415
Meridian Bioscience, Inc.		374,700		9,940,791
Sirona Dental Systems, Inc. (a)		222,700		15,633,540
West Pharmaceutical Services, Inc.		501,066		24,582,298
				99,995,054

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Health Care Providers & Services—2.9%
Amsurg Corp. (a)		105,842	$	4,860,265
Henry Schein, Inc. (a)		197,300		22,543,498
MWI Veterinary Supply, Inc. (a)		123,155		21,009,011
				48,412,774
Hotels, Restaurants & Leisure—4.4%
Bally Technologies, Inc. (a)		277,230		21,748,693
Brinker International, Inc.		336,500		15,593,410
Cheesecake Factory, Inc. (The)		187,000		9,026,490
Cracker Barrel Old Country Store, Inc.		76,200		8,387,334
Papa John’s International, Inc.		223,600		10,151,440
Texas Roadhouse, Inc.		328,100		9,121,180
				74,028,547
Household Durables—0.2%
Leggett & Platt, Inc.		128,000		3,960,320
Household Products—2.1%
Church & Dwight Co., Inc.		540,400		35,817,712
Industrial Conglomerates—0.8%
Raven Industries, Inc.		342,229		14,079,301
Insurance—1.1%
RLI Corp.		132,270		12,880,453
Safety Insurance Group, Inc.		113,700		6,401,310
				19,281,763
Internet Software & Services—0.3%
j2 Global, Inc.		106,700		5,336,067
IT Services—1.5%
Jack Henry & Associates, Inc.		231,200		13,689,352
Sapient Corp. (a)		631,573		10,964,107
				24,653,459
Leisure Equipment & Products—1.8%
Polaris Industries, Inc.		210,898		30,715,185
Life Sciences Tools & Services—2.0%
ICON plc (a)		492,037		19,883,215
PAREXEL International Corp. (a)		157,800		7,129,404
Techne Corp.		77,100		7,299,057
				34,311,676
Machinery—10.5%
Chart Industries, Inc. (a)		73,500		7,029,540
CLARCOR, Inc.		446,702		28,745,274
Donaldson Co., Inc.		302,500		13,146,650
Graco, Inc.		95,000		7,421,400
Lincoln Electric Holdings, Inc.		65,578		4,678,334
Middleby Corp. (The) (a)		61,500		14,758,155
Nordson Corp.		259,262		19,263,167
RBC Bearings, Inc. (a)		36,700		2,596,525
Tennant Co.		87,578		5,938,664
Machinery—(Continued)
Toro Co. (The)		255,100		16,224,360
Valmont Industries, Inc.		137,000		20,429,440
Wabtec Corp.		500,200		37,149,854
				177,381,363
Media—1.5%
LIN Media LLC - Class A (a)		182,400		5,236,704
Media General, Inc. (a)		127,800		2,888,280
Nexstar Broadcasting Group, Inc. - Class A		297,500		16,579,675
				24,704,659
Metals & Mining—1.3%
Alamos Gold, Inc.		600,400		7,282,852
Compass Minerals International, Inc.		180,700		14,465,035
				21,747,887
Multi-Utilities—0.3%
NorthWestern Corp.		108,300		4,691,556
Office Electronics—1.0%
Zebra Technologies Corp. - Class A (a)		306,382		16,569,139
Oil, Gas & Consumable Fuels—1.9%
Evolution Petroleum Corp.		122,500		1,511,650
Gulfport Energy Corp. (a)		270,100		17,056,815
Laredo Petroleum Holdings, Inc. (a)		182,500		5,053,425
Oasis Petroleum, Inc. (a)		149,000		6,998,530
Painted Pony Petroleum, Ltd. (a)		271,900		1,784,661
				32,405,081
Paper & Forest Products—0.5%
Stella-Jones, Inc.		246,600		6,374,191
Stella-Jones, Inc. (144A)		103,200		2,647,399
				9,021,590
Professional Services—0.9%
Exponent, Inc.		170,178		13,178,584
Mistras Group, Inc. (a)		65,934		1,376,702
				14,555,286
Real Estate Management & Development—2.8%
Altisource Asset Management Corp. (a)		17,605		16,372,650
Altisource Portfolio Solutions S.A. (a)		191,352		30,354,168
				46,726,818
Road & Rail—0.3%
Genesee & Wyoming, Inc. - Class A (a)		61,700		5,926,285
Semiconductors & Semiconductor Equipment—1.8%
Hittite Microwave Corp. (a)		271,092		16,734,509
Power Integrations, Inc.		238,630		13,320,327
				30,054,836

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Software—8.1%
Advent Software, Inc.		244,800	$	8,565,552
Blackbaud, Inc.		77,894		2,932,709
Computer Modelling Group, Ltd.		25,500		638,790
Constellation Software, Inc.		91,850		19,414,335
FactSet Research Systems, Inc.		98,500		10,695,130
Manhattan Associates, Inc. (a)		157,419		18,493,584
MICROS Systems, Inc. (a)		401,632		23,041,628
Monotype Imaging Holdings, Inc.		294,593		9,385,733
Solera Holdings, Inc.		357,500		25,296,700
Tyler Technologies, Inc. (a)		176,900		18,066,797
				136,530,958
Specialty Retail—3.1%
Hibbett Sports, Inc. (a)		248,500		16,701,685
Sally Beauty Holdings, Inc. (a)		496,300		15,003,149
Tractor Supply Co.		280,300		21,745,674
				53,450,508
Textiles, Apparel & Luxury Goods—0.5%
Wolverine World Wide, Inc.		270,700		9,192,972
Thrifts & Mortgage Finance—2.9%
Brookline Bancorp, Inc.		283,363		2,711,784
Home Loan Servicing Solutions, Ltd.		685,039		15,735,346
Ocwen Financial Corp. (a)		545,200		30,231,340
				48,678,470
Trading Companies & Distributors—2.2%
Applied Industrial Technologies, Inc.		304,271		14,936,663
Beacon Roofing Supply, Inc. (a)		229,413		9,240,756
MSC Industrial Direct Co., Inc. - Class A		60,600		4,900,722
Watsco, Inc.		91,325		8,772,680
				37,850,821
Total Common Stocks (Cost $1,071,862,691)				1,646,751,085
Short-Term Investment—2.8%
Security Description	Principal Amount*		Value
Repurchase Agreement—2.8%
Fixed Income Clearing Corp. Repurchase Agreement dated 12/31/13 at 0.000% to be repurchased at $47,383,000 on 01/02/14, collateralized by $48,395,000 U.S. Treasury Note at 0.250% due 10/31/15 with a value of $48,334,506.		47,383,000		47,383,000
Total Short-Term Investment (Cost $47,383,000)				47,383,000
Total Investments—100.0% (Cost $1,119,245,691) (b)				1,694,134,085
Other assets and liabilities (net)—0.0%				729,868
Net Assets—100.0%			$	1,694,863,953

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) Non-income producing security.

(b) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $1,120,216,387. The aggregate unrealized appreciation and depreciation of investments were $578,176,704 and $(4,259,006), respectively, resulting in net unrealized appreciation of $573,917,698 for federal income tax purposes.

(144A)— Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. As of December 31, 2013, the market value of 144A securities was $2,647,399, which is 0.2% of net assets.

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2		Level 3		Total
Common Stocks
Aerospace & Defense	$	1,695,652	$	—	$	—	$	1,695,652
Air Freight & Logistics		8,416,493		—		—		8,416,493
Auto Components		7,082,953		—		—		7,082,953
Beverages		15,105,105		—		—		15,105,105
Building Products		16,851,605		—		—		16,851,605
Chemicals		71,282,601		—		—		71,282,601
Commercial Banks		128,128,368		—		—		128,128,368
Commercial Services & Supplies		69,145,757		—		—		69,145,757
Communications Equipment		10,165,284		—		—		10,165,284
Construction & Engineering		2,179,100		—		—		2,179,100
Construction Materials		7,340,364		—		—		7,340,364
Containers & Packaging		43,720,429		—		—		43,720,429
Distributors		21,933,896		—		—		21,933,896
Electrical Equipment		11,160,399		—		—		11,160,399
Electronic Equipment, Instruments & Components		39,022,936		—		—		39,022,936
Energy Equipment & Services		77,115,582		—		—		77,115,582
Food & Staples Retailing		3,729,241		—		—		3,729,241
Food Products		36,962,973		—		—		36,962,973
Gas Utilities		15,632,260		—		—		15,632,260
Health Care Equipment & Supplies		99,995,054		—		—		99,995,054
Health Care Providers & Services		48,412,774		—		—		48,412,774
Hotels, Restaurants & Leisure		74,028,547		—		—		74,028,547
Household Durables		3,960,320		—		—		3,960,320
Household Products		35,817,712		—		—		35,817,712
Industrial Conglomerates		14,079,301		—		—		14,079,301
Insurance		19,281,763		—		—		19,281,763
Internet Software & Services		5,336,067		—		—		5,336,067
IT Services		24,653,459		—		—		24,653,459
Leisure Equipment & Products		30,715,185		—		—		30,715,185
Life Sciences Tools & Services		34,311,676		—		—		34,311,676
Machinery		177,381,363		—		—		177,381,363
Media		24,704,659		—		—		24,704,659
Metals & Mining		21,747,887		—		—		21,747,887
Multi-Utilities		4,691,556		—		—		4,691,556
Office Electronics		16,569,139		—		—		16,569,139
Oil, Gas & Consumable Fuels		32,405,081		—		—		32,405,081
Paper & Forest Products		6,374,191		2,647,399		—		9,021,590

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy—(Continued)

Description	Level 1		Level 2		Level 3		Total
Professional Services	$	14,555,286	$	—	$	—	$	14,555,286
Real Estate Management & Development		46,726,818		—		—		46,726,818
Road & Rail		5,926,285		—		—		5,926,285
Semiconductors & Semiconductor Equipment		30,054,836		—		—		30,054,836
Software		136,530,958		—		—		136,530,958
Specialty Retail		53,450,508		—		—		53,450,508
Textiles, Apparel & Luxury Goods		9,192,972		—		—		9,192,972
Thrifts & Mortgage Finance		48,678,470		—		—		48,678,470
Trading Companies & Distributors		37,850,821		—		—		37,850,821
Total Common Stocks		1,644,103,686		2,647,399		—		1,646,751,085
Total Short-Term Investment*		—		47,383,000		—		47,383,000
Total Investments	$	1,644,103,686	$	50,030,399	$	—	$	1,694,134,085

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a)	$	1,694,134,085
Cash		31
Receivable for:
Investments sold		3,711,280
Fund shares sold		97,237
Dividends		998,289
Prepaid expenses		4,016
Total Assets		1,698,944,938
Liabilities
Due to bank cash denominated in foreign currencies (b)		26,201
Payables for:
Investments purchased		261,883
Fund shares redeemed		2,345,787
Accrued expenses:
Management fees		1,118,709
Distribution and service fees		103,176
Deferred trustees’ fees		89,792
Other expenses		135,437
Total Liabilities		4,080,985
Net Assets	$	1,694,863,953
Net assets consist of:
Paid in surplus	$	1,384,276,074
Undistributed net investment income		5,002,563
Accumulated net realized loss		(269,303,342	)
Unrealized appreciation on investments and foreign currency transactions		574,888,658
Net Assets	$	1,694,863,953
Net Assets
Class A	$	1,153,973,557
Class B		418,909,923
Class E		121,980,473
Capital Shares Outstanding*
Class A		63,602,793
Class B		23,467,065
Class E		6,799,682
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	18.14
Class B		17.85
Class E		17.94

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $1,119,245,691.

(b) Identified cost of cash denominated in foreign currencies due to custodian was $26,157.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	18,219,412
Interest		9,343
Total investment income		18,228,755
Expenses
Management fees		11,693,294
Administration fees		27,777
Custodian and accounting fees		138,463
Distribution and service fees—Class B		764,565
Distribution and service fees—Class E		164,877
Audit and tax services		47,283
Legal		49,735
Trustees’ fees and expenses		36,570
Shareholder reporting		110,544
Insurance		7,644
Miscellaneous		12,442
Total expenses		13,053,194
Less management fee waiver		(125,000	)
Less broker commission recapture		(122,924	)
Net expenses		12,805,270
Net Investment Income		5,423,485
Net Realized and Unrealized Gain
Net realized gain (loss) on:
Investments		173,123,308
Futures contracts		(618,335	)
Foreign currency transactions		(3,594	)
Net realized gain		172,501,379
Net change in unrealized appreciation on:
Investments		305,307,730
Foreign currency transactions		1,010
Net change in unrealized appreciation		305,308,740
Net realized and unrealized gain		477,810,119
Net Increase in Net Assets from Operations	$	483,233,604

(a) Net of foreign withholding taxes of $162,005.

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	5,423,485		$	9,532,998
Net realized gain		172,501,379			26,499,667
Net change in unrealized appreciation		305,308,740			70,277,681
Increase in net assets from operations		483,233,604			106,310,346
From Distributions to Shareholders
Net investment income
Class A		(7,826,114	)		(3,314,847	)
Class B		(764,142	)		(156,523	)
Class E		(667,678	)		(216,498	)
Total distributions		(9,257,934	)		(3,687,868	)
Increase (decrease) in net assets from capital share transactions		91,139,738			(56,260,150	)
Total increase in net assets		565,115,408			46,362,328
Net Assets
Beginning of period		1,129,748,545			1,083,386,217
End of period	$	1,694,863,953		$	1,129,748,545
Undistributed Net Investment Income
End of period	$	5,002,563		$	9,325,531

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		7,032,471		$	102,037,519			3,260,302		$	41,074,736
Shares issued through acquisition		6,103,045			87,090,450			0			0
Reinvestments		561,414			7,826,114			262,874			3,314,847
Redemptions		(19,908,137	)		(300,671,391	)		(5,773,961	)		(73,418,076	)
Net decrease		(6,211,207	)	$	(103,717,308	)		(2,250,785	)	$	(29,028,493	)
Class B
Sales		1,388,739		$	21,956,905			650,314		$	8,094,876
Shares issued through acquisition		18,058,543			253,903,111			0			0
Reinvestments		55,615			764,142			12,582			156,523
Redemptions		(5,039,255	)		(77,854,399	)		(1,627,473	)		(20,313,351	)
Net increase (decrease)		14,463,642		$	198,769,759			(964,577	)	$	(12,061,952	)
Class E
Sales		148,626		$	2,176,092			283,414		$	3,554,756
Shares issued through acquisition		1,348,885			19,046,267			0			0
Reinvestments		48,382			667,678			17,334			216,498
Redemptions		(1,683,324	)		(25,802,750	)		(1,514,198	)		(18,940,959	)
Net decrease		(137,431	)	$	(3,912,713	)		(1,213,450	)	$	(15,169,705	)
Increase (decrease) derived from capital shares transactions				$	91,139,738					$	(56,260,150	)

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	13.21		$	12.05		$	11.47		$	9.48		$	8.48
Income (Loss) from Investment Operations
Net investment income (a)		0.07			0.11			0.05			0.11			0.06
Net realized and unrealized gain on investments		4.98			1.10			0.62			1.93			1.03
Total from investment operations		5.05			1.21			0.67			2.04			1.09
Less Distributions
Distributions from net investment income		(0.12	)		(0.05	)		(0.09	)		(0.05	)		(0.09	)
Total distributions		(0.12	)		(0.05	)		(0.09	)		(0.05	)		(0.09	)
Net Asset Value, End of Period	$	18.14		$	13.21		$	12.05		$	11.47		$	9.48
Total Return (%) (b)		38.52			10.03			5.80			21.58			13.15
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.83			0.86			0.86			0.89			0.94
Net ratio of expenses to average net assets (%) (c)		0.82			0.85			0.85			0.88			0.94
Ratio of net investment income to average net assets (%)		0.42			0.89			0.40			1.09			0.67
Portfolio turnover rate (%)		17			15			12			84			219
Net assets, end of period (in millions)	$	1,154.0		$	922.1		$	868.1		$	729.6		$	264.0

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	13.00		$	11.86		$	11.30		$	9.34		$	8.35
Income (Loss) from Investment Operations
Net investment income (a)		0.03			0.08			0.02			0.06			0.03
Net realized and unrealized gain on investments		4.91			1.08			0.61			1.93			1.03
Total from investment operations		4.94			1.16			0.63			1.99			1.06
Less Distributions
Distributions from net investment income		(0.09	)		(0.02	)		(0.07	)		(0.03	)		(0.07	)
Total distributions		(0.09	)		(0.02	)		(0.07	)		(0.03	)		(0.07	)
Net Asset Value, End of Period	$	17.85		$	13.00		$	11.86		$	11.30		$	9.34
Total Return (%) (b)		38.19			9.75			5.51			21.34			12.84
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		1.08			1.11			1.11			1.14			1.19
Net ratio of expenses to average net assets (%) (c)		1.07			1.10			1.10			1.13			1.19
Ratio of net investment income to average net assets (%)		0.22			0.63			0.14			0.64			0.42
Portfolio turnover rate (%)		17			15			12			84			219
Net assets, end of period (in millions)	$	418.9		$	117.0		$	118.2		$	122.3		$	108.8

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	13.06		$	11.91		$	11.35		$	9.38		$	8.39
Income (Loss) from Investment Operations
Net investment income (a)		0.04			0.09			0.03			0.07			0.04
Net realized and unrealized gain on investments		4.94			1.09			0.60			1.94			1.03
Total from investment operations		4.98			1.18			0.63			2.01			1.07
Less Distributions
Distributions from net investment income		(0.10	)		(0.03	)		(0.07	)		(0.04	)		(0.08	)
Total distributions		(0.10	)		(0.03	)		(0.07	)		(0.04	)		(0.08	)
Net Asset Value, End of Period	$	17.94		$	13.06		$	11.91		$	11.35		$	9.38
Total Return (%) (b)		38.37			9.90			5.56			21.45			12.92
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.98			1.01			1.01			1.04			1.09
Net ratio of expenses to average net assets (%) (c)		0.97			1.00			1.00			1.03			1.09
Ratio of net investment income to average net assets (%)		0.28			0.72			0.24			0.71			0.52
Portfolio turnover rate (%)		17			15			12			84			219
Net assets, end of period (in millions)	$	122.0		$	90.6		$	97.1		$	112.2		$	108.6

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

See accompanying notes to financial statements.

MSF-13

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is Neuberger Berman Genesis Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers three classes of shares: Class A, B, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-14

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-15

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to broker commission recapture reclass, passive foreign investment companies (PFIC), merger related adjustments and foreign currency transactions. These adjustments have no impact on net assets or the results of operations.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

At December 31, 2013, the Portfolio had investments in repurchase agreements with a gross value of $47,383,000, which is included as part of investments at value on the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at December 31, 2013.

Directed Brokerage Agreement - The Trust has entered into a directed brokerage arrangement with State Street Global Markets (“SSGM”). Under this arrangement, the Portfolio directs certain trades to SSGM in return for a recapture credit. SSGM issues a cash rebate to the Portfolio. Amounts paid to the Portfolio are shown separately as broker commission recapture on the Statement of Operations of the Portfolio. Additionally, these amounts have been excluded from the calculation of the net ratio of expenses to average net assets presented in the Financial Highlights for each share class.

3. Investments in Derivative Instruments

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

During the year ended December 31, 2013, the Portfolio entered into equity index futures contracts which were subject to equity price risk. During the period April 12, 2013 through April 16, 2013, the Portfolio had bought and sold $33,987,394 in equity index futures contracts.

MSF-16

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

At December 31, 2013, the Portfolio did not have any open futures contracts. For the year ended December 31, 2013, the Portfolio had realized losses in the amount of $618,335 which are shown under Net realized loss on futures contracts in the Statement of Operations.

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at prearranged exposure levels.

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

Customer Account Agreements and related addendums govern cleared derivatives transactions such as futures, options on futures, and cleared OTC derivatives. Cleared derivative transactions require posting of initial margin as determined by each relevant clearing agency which is segregated at a broker account registered with the Commodities Futures Trading Commission (CFTC), or the applicable regulator. In the U.S., counterparty risk is significantly reduced as creditors of the futures broker do not have claim to Portfolio assets in the segregated account. Additionally, portability of exposure in the event of default further reduces risk to the Portfolio. Variation margin, or changes in market value, are exchanged daily, but may not be netted between futures and cleared OTC derivatives.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	246,164,319	$	0	$	512,803,158

During the year ended December 31, 2013, the Portfolio engaged in security transactions with other affiliated portfolios. These amounted to $17,949,481 in sales of investments, which are included above.

With respect to the Portfolio’s merger with MLA Mid Cap Portfolio (see Note 9) on April 26, 2013, the Portfolio acquired long-term securities with a cost of $319,840,815 that are not included in the above non-U.S. Government purchases value.

MSF-17

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the following annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31,  2013	% per annum			Average daily net assets
$11,693,294		0.850	%	Of the first $500 million
		0.800	%	Of the next $500 million
		0.750	%	On amounts in excess of $1 billion

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. Neuberger Berman Management LLC is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average daily net assets
0.025%		First $500 million

An identical expense agreement was in place for the period April 30, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 are shown as management fee waivers in the Statement of Operations.

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B and E Shares. Under the Distribution and Service Plan, the Class B and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

MSF-18

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

8. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$9,257,934	$	3,687,868	$	—	$	—	$	9,257,934	$	3,687,868

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards			Total
$5,946,569	$	—	$	573,917,962	$	(269,186,862	)	$	310,677,669

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

During the year ended December 31, 2013, the Portfolio utilized capital loss carryforwards of $172,750,935.

As of December 31, 2013, there were no post-enactment accumulated capital losses. The pre-enactment accumulated capital loss carryforwards and expiration dates were as follows:

Expiring 12/31/2017	Expiring 12/31/2016			Total
$121,521,199	$	147,665,663	*	$	269,186,862

* The Portfolio acquired capital losses in its merger with MIST MLA Mid Cap Value on April 26, 2013.

9. Acquisition

At the close of business on April 26, 2013, the Portfolio, with aggregate Class A, Class B and Class E net assets of $921,911,324, $122,572,792 and $93,470,942, respectively, acquired all of the assets and liabilities of MLA Mid Cap Portfolio of the Met Investors Series Trust (“MIST MLA Mid Cap”).

The acquisition was accomplished by a tax-free exchange of 6,103,045 Class A shares of the Portfolio (valued at $87,090,450) for 7,177,798 Class A shares of MIST MLA Mid Cap; 18,058,543 Class B shares of the Portfolio (valued at $253,903,111) for 21,030,031 Class B shares of MIST MLA Mid Cap; and 1,348,885 Class E shares of the Portfolio (valued at $19,046,267) for 1,572,109 Class E shares of MIST MLA Mid Cap. Each shareholder of MIST MLA Mid Cap received shares of the Portfolio with the same class designation and at the respective Class NAV, as determined at the close of business on April 26, 2013. The transaction was part of a restructuring designed to eliminate the offering of overlapping Portfolios in the MetLife, Inc. families of funds with similar investment objectives and similar investment strategies that serve as funding vehicles for insurance contracts that are offered by affiliates of MetLife. Some of the investments held by MIST MLA Mid Cap may have been purchased or sold prior to the acquisition for the purpose of complying with the anticipated investment policies or limitations of the Portfolio after the acquisition. If such purchases or sales occurred, the transaction costs were borne by MIST MLA Mid Cap. All other costs associated with the merger were not borne by the shareholders of either portfolio.

MIST MLA Mid Cap’s net assets on April 26, 2013, were $87,090,450, $253,903,111 and $19,046,267 for Class A, Class B and Class E shares, respectively, including investments valued at $360,292,574 with a cost basis of $333,365,815. For financial reporting purposes, assets received and shares issued by the Portfolio were recorded at fair value; however, the cost basis of the investments received by the Portfolio from MIST MLA Mid Cap were carried forward to align ongoing reporting of the Portfolio’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes. The Portfolio acquired $190,791,929 in capital loss carry forwards from MIST MLA Mid Cap.

The aggregate net assets of the Portfolio immediately after the acquisition were $1,497,994,886, which included $26,926,759 of acquired unrealized appreciation.

MSF-19

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Assuming the acquisition had been completed on January 1, 2013, the Portfolio’s pro-forma results of operations for the year ended December 31, 2013 are as follows:

Net Investment income	$	5,528,138	(a)
Net realized and unrealized gain on investments and foreign currency transactions	$	508,833,516	(b)
Net increase in net assets from operations	$	514,361,654

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of MIST MLA Mid Cap that have been included in the Portfolio’s Statement of Operations since April 26, 2013.

(a) $5,423,485 net investment income as reported plus $166,526 from MIST MLA Mid Cap pre-merger net investment income, minus $106,780 in higher advisory fees, plus $44,907 of pro-forma eliminated other expenses.

(b) $574,888,658 unrealized appreciation as reported minus $243,241,046 pro-forma December 31, 2012 unrealized appreciation, plus $172,501,379 net realized gain as reported, plus $4,684,525 in net realized gain from MIST MLA Mid Cap pre-merger.

MSF-20

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of Neuberger Berman Genesis Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Neuberger Berman Genesis Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Neuberger Berman Genesis Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 26, 2014

MSF-21

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.

MSF-22

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-23

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the Neuberger Berman Genesis Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-24

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the Neuberger Berman Genesis Portfolio’s performance, the Board considered that the Portfolio underperformed the median of its Performance Universe and its Lipper Index for the one- and five-year periods ended June 30, 2013 and outperformed the median of its Performance Universe and its Lipper Index for the three-year period ended June 30, 2013. The Board further considered that the Portfolio outperformed its benchmark, the Russell 2000 Value Index, for the one- and three-year periods ended October 31, 2013 and underperformed its benchmark for the five-year period ended October 31, 2013. The Board took into account management’s discussion of the Portfolio’s performance.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as

MSF-25

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the Neuberger Berman Genesis Portfolio, the Board considered that the Portfolio’s actual management fees were equal to the median of the Expense Group and above the medians of the Expense Universe and Sub-advised Expense Universe, and that total expenses (exclusive of 12b-1 fees) were equal to the Expense Group median and Sub-advised Expense Universe median, and below the median of the Expense Universe. The Board further noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board took into account that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group and the Sub-advised Expense Universe at the Portfolio’s current size. The Board further considered that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the Neuberger Berman Genesis Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-26

Metropolitan Series Fund

Neuberger Berman Genesis Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-27

Metropolitan Series Fund

Russell 2000 Index Portfolio

Managed by MetLife Investment Management, LLC

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, E, and G shares of the Russell 2000 Index Portfolio returned 38.55%, 38.18%, 38.35%, and 38.12%, respectively. The Portfolio’s benchmark, the Russell 2000 Index¹, returned 38.82%.

MARKET ENVIRONMENT / CONDITIONS

Equity indexes reached record highs in 2013, driven by central bank intervention and an improving economy. The year started on a positive note as U.S. lawmakers reached agreements on the fiscal cliff and debt ceiling, and earnings data was generally positive. The markets were further supported by rate cuts by the European Central Bank (the “ECB”), the Reserve Bank of Australia, the Bank of Korea, and the Bank of Israel. Despite fears that the Federal Reserve (the “Fed”) would begin tapering asset purchases and end quantitative easing, the markets continued to climb higher on better than expected macroeconomic data, including U.S. jobless claims, payrolls, and factory orders. Headwinds during the year included increased tensions in Syria and Egypt and a U.S. government shutdown following the failure of U.S. lawmakers to reach an agreement in budget negotiations. However, equity markets ended the year at their highs, as the ECB announced an unexpected rate cut, a tentative nuclear deal with Iran was negotiated, and investors continued to be optimistic that central banks would continue their easy monetary policy after Fed Chairman nominee Janet Yellen’s testimony in front of Congress was more dovish than expected.

During the year, the Federal Open Market Committee (the “Committee”) met eight times and maintained the target range for the Federal Funds Rate at zero to 0.25%. The Committee stated that economic activity was expanding at a moderate pace, labor market conditions have continued to improve, and the unemployment rate had declined but remained elevated. The Committee noted that the risks to the outlook for the economy and the labor market have become more nearly balanced. Subsequently, the Committee decided to modestly reduce the pace of its asset purchases from $85 billion per month to $75 billion per month.

All nine sectors comprising the Russell 2000 Index experienced positive returns for the year. Health Care (12.2% beginning weight in the benchmark), up 51.7%, and Consumer Staples (3.1% beginning weight), up 47.7%, were the best-performing sectors. The worst relative-performing sectors were Utilities (4.2% beginning weight), up 21.9% and Materials & Processing (7.9% beginning weight), up 28.0%.

The stocks with the largest positive impact on the benchmark return for the year were Isis Pharmaceuticals, up 280.9%, Rite Aid, up 272.1%, and CoStar Group, up 106.5%. The stocks with the largest negative impact were Atlantic Power, down 66.6%, Coeur Mining, down 55.9%, and Hecla Mining, down 46.9%.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The Portfolio is managed utilizing a stratified sampling strategy versus the Russell 2000 Index. This strategy seeks to track the performance of the Index by owning a subset of Index constituents and neutralizing exposures across sectors. The Portfolio is periodically rebalanced for compositional changes in the Russell 2000 Index. Factors that impact tracking error include sampling, transaction costs, cash drag, securities lending, NAV rounding, and sales and redemptions of Portfolio shares.

Stacey Lituchy

Norman Hu

Mirsad Usejnoski

Portfolio Managers

MetLife Investment Management, LLC

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-1

Metropolitan Series Fund

Russell 2000 Index Portfolio

A $10,000 INVESTMENT COMPARED TO THE RUSSELL 2000 INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year		Since Inception2
Russell 2000 Index Portfolio
Class A		38.55		19.85		8.92		—
Class B		38.18		19.54		8.65		—
Class E		38.35		19.66		8.75		—
Class G		38.12		—		—		22.39
Russell 2000 Index		38.82		20.08		9.07		—

¹ The Russell 2000^® Index is an unmanaged measure of performance of the 2,000 smallest companies in the Russell 3000^® Index.

² Inception dates of the Class A, Class B, Class E, and Class G shares are 11/9/98, 1/2/01, 5/1/01, and 4/28/09, respectively.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
iShares Russell 2000 Index Fund		3.4
CoStar Group, Inc.		0.3
athenahealth, Inc.		0.3
Acuity Brands, Inc.		0.3
Middleby Corp. (The)		0.3
Isis Pharmaceuticals, Inc.		0.3
PTC, Inc.		0.2
Ultimate Software Group, Inc.		0.2
Align Technology, Inc.		0.2
Brunswick Corp.		0.2

Top Sectors

	% of Market Value of Total Long-Term Investments
Financials		25.5
Information Technology		17.2
Industrials		14.0
Consumer Discretionary		13.3
Health Care		12.7
Energy		5.3
Materials		4.7
Consumer Staples		3.7
Utilities		2.9
Telecommunication Services		0.7

MSF-2

Metropolitan Series Fund

Russell 2000 Index Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

Russell 2000 Index Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.30	%	$	1,000.00	$	1,197.50	$	1.66
	Hypothetical*		0.30	%	$	1,000.00	$	1,023.69	$	1.53
Class B(a)	Actual		0.55	%	$	1,000.00	$	1,195.50	$	3.04
	Hypothetical*		0.55	%	$	1,000.00	$	1,022.43	$	2.80
Class E(a)	Actual		0.44	%	$	1,000.00	$	1,195.90	$	2.44
	Hypothetical*		0.44	%	$	1,000.00	$	1,022.99	$	2.24
Class G(a)	Actual		0.60	%	$	1,000.00	$	1,195.30	$	3.32
	Hypothetical*		0.60	%	$	1,000.00	$	1,022.18	$	3.06

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 6 of the Notes to Financial Statements.

MSF-3

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—94.0% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—1.7%
AAR Corp.		20,590	$	576,726
Aerovironment, Inc. (a) (b)		8,967		261,209
American Science & Engineering, Inc.		4,769		342,939
Astronics Corp. (a)		7,718		393,618
Cubic Corp.		9,993		526,231
Curtiss-Wright Corp.		23,640		1,471,117
DigitalGlobe, Inc. (a)		37,451		1,541,109
Ducommun, Inc. (a)		5,534		164,969
Engility Holdings, Inc. (a)		8,737		291,816
Esterline Technologies Corp. (a)		15,964		1,627,689
GenCorp, Inc. (a) (b)		29,383		529,482
HEICO Corp. (b)		33,494		1,940,977
KEYW Holding Corp. (The) (a) (b)		16,705		224,515
Kratos Defense & Security Solutions, Inc. (a) (b)		22,697		174,313
Moog, Inc. - Class A (a)		22,907		1,556,302
National Presto Industries, Inc.		2,572		207,046
Orbital Sciences Corp. (a)		29,768		693,594
Sparton Corp. (a)		5,744		160,545
Taser International, Inc. (a)		26,071		414,007
Teledyne Technologies, Inc. (a)		18,825		1,729,264
				14,827,468
Air Freight & Logistics—0.4%
Air Transport Services Group, Inc. (a)		26,883		217,483
Atlas Air Worldwide Holdings, Inc. (a)		13,131		540,341
Echo Global Logistics, Inc. (a) (b)		8,016		172,184
Forward Air Corp.		15,560		683,239
HUB Group, Inc. - Class A (a)		19,221		766,533
Pacer International, Inc. (a)		18,622		153,818
Park-Ohio Holdings Corp. (a)		4,748		248,795
UTi Worldwide, Inc.		45,516		799,261
XPO Logistics, Inc. (a) (b)		14,916		392,142
				3,973,796
Airlines—0.5%
Allegiant Travel Co.		7,740		816,106
Hawaiian Holdings, Inc. (a) (b)		26,730		257,410
JetBlue Airways Corp. (a) (b)		117,553		1,005,078
Republic Airways Holdings, Inc. (a)		25,789		275,684
SkyWest, Inc.		24,419		362,134
Spirit Airlines, Inc. (a)		30,196		1,371,200
				4,087,612
Auto Components—0.9%
American Axle & Manufacturing Holdings, Inc. (a)		34,595		707,468
Cooper Tire & Rubber Co.		32,939		791,853
Dana Holding Corp.		74,123		1,454,293
Dorman Products, Inc. (a) (b)		12,774		716,238
Drew Industries, Inc.		11,598		593,818
Federal-Mogul Corp. (a)		10,391		204,495
Gentherm, Inc. (a)		16,060		430,569
Modine Manufacturing Co. (a)		24,735		317,103
Remy International, Inc.		9,705		226,321
Spartan Motors, Inc. (b)		19,530		130,851
Auto Components—(Continued)
Standard Motor Products, Inc. (b)		9,638		354,678
Stoneridge, Inc. (a)		13,705		174,739
Superior Industries International, Inc.		12,615		260,247
Tenneco, Inc. (a)		30,850		1,745,184
				8,107,857
Automobiles—0.1%
Winnebago Industries, Inc. (a)		16,165		443,729
Beverages—0.2%
Boston Beer Co., Inc. (The) - Class A (a) (b)		4,482		1,083,703
Coca-Cola Bottling Co. Consolidated		2,376		173,900
National Beverage Corp. (a)		7,440		149,990
				1,407,593
Biotechnology—3.8%
ACADIA Pharmaceuticals, Inc. (a) (b)		35,491		886,920
Acceleron Pharma, Inc. (a) (b)		5,364		212,414
Achillion Pharmaceuticals, Inc. (a) (b)		49,415		164,058
Acorda Therapeutics, Inc. (a)		20,455		597,286
Aegerion Pharmaceuticals, Inc. (a) (b)		14,687		1,042,190
Alnylam Pharmaceuticals, Inc. (a) (b)		29,088		1,871,231
AMAG Pharmaceuticals, Inc. (a)		11,699		283,935
Anacor Pharmaceuticals, Inc. (a) (b)		14,559		244,300
Arena Pharmaceuticals, Inc. (a) (b)		114,562		670,188
Array BioPharma, Inc. (a) (b)		63,397		317,619
Cell Therapeutics, Inc. (a) (b)		63,353		121,638
Celldex Therapeutics, Inc. (a) (b)		45,622		1,104,509
Cepheid, Inc. (a) (b)		34,332		1,603,991
Chelsea Therapeutics International, Ltd. (a) (b)		38,469		170,418
Clovis Oncology, Inc. (a)		9,325		562,018
Curis, Inc. (a) (b)		43,921		123,857
Dendreon Corp. (a) (b)		82,091		245,452
Dyax Corp. (a) (b)		62,925		473,825
Dynavax Technologies Corp. (a) (b)		140,824		276,015
Emergent Biosolutions, Inc. (a)		13,410		308,296
Exact Sciences Corp. (a) (b)		36,373		425,200
Exelixis, Inc. (a) (b)		94,969		582,160
Galena Biopharma, Inc. (a) (b)		47,568		235,937
Genomic Health, Inc. (a) (b)		8,810		257,869
Geron Corp. (a) (b)		72,481		343,560
Halozyme Therapeutics, Inc. (a) (b)		47,510		712,175
Hyperion Therapeutics, Inc. (a) (b)		4,670		94,427
Idenix Pharmaceuticals, Inc. (a) (b)		48,904		292,446
ImmunoGen, Inc. (a) (b)		44,397		651,304
Immunomedics, Inc. (a) (b)		39,907		183,572
Infinity Pharmaceuticals, Inc. (a) (b)		24,496		338,290
Insmed, Inc. (a) (b)		18,158		308,868
Insys Therapeutics, Inc. (a)		2,960		114,582
Intercept Pharmaceuticals, Inc. (a) (b)		3,580		244,442
InterMune, Inc. (a) (b)		43,557		641,595
Intrexon Corp. (a) (b)		7,750		184,450
Ironwood Pharmaceuticals, Inc. (a) (b)		47,826		555,260
Isis Pharmaceuticals, Inc. (a) (b)		56,969		2,269,645
Karyopharm Therapeutics, Inc. (a) (b)		6,496		148,888

See accompanying notes to financial statements.

MSF-4

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Biotechnology—(Continued)
Keryx Biopharmaceuticals, Inc. (a) (b)		41,752	$	540,688
KYTHERA Biopharmaceuticals, Inc. (a) (b)		7,404		275,799
Lexicon Pharmaceuticals, Inc. (a) (b)		119,680		215,424
Ligand Pharmaceuticals, Inc. - Class B (a) (b)		9,228		485,393
MannKind Corp. (a) (b)		74,752		389,458
Merrimack Pharmaceuticals, Inc. (a) (b)		46,931		250,612
MiMedx Group, Inc. (a) (b)		49,469		432,359
Momenta Pharmaceuticals, Inc. (a)		23,710		419,193
Neurocrine Biosciences, Inc. (a) (b)		35,916		335,455
NewLink Genetics Corp. (a) (b)		12,664		278,735
Novavax, Inc. (a) (b)		98,843		506,076
NPS Pharmaceuticals, Inc. (a)		51,119		1,551,973
Ophthotech Corp. (a) (b)		6,374		206,199
Opko Health, Inc. (a) (b)		95,942		809,750
Orexigen Therapeutics, Inc. (a) (b)		48,954		275,611
Osiris Therapeutics, Inc. (a) (b)		9,827		158,018
PDL BioPharma, Inc. (b)		75,107		633,903
Peregrine Pharmaceuticals, Inc. (a) (b)		110,730		153,915
Portola Pharmaceuticals, Inc. (a) (b)		6,934		178,551
Progenics Pharmaceuticals, Inc. (a) (b)		49,453		263,584
Prothena Corp. plc (a) (b)		6,779		179,779
PTC Therapeutics, Inc. (a) (b)		6,967		118,230
Puma Biotechnology, Inc. (a) (b)		11,320		1,171,960
Raptor Pharmaceutical Corp. (a) (b)		30,816		401,224
Repligen Corp. (a)		18,018		245,766
Rigel Pharmaceuticals, Inc. (a)		47,337		134,910
Sangamo Biosciences, Inc. (a) (b)		37,555		521,639
Sarepta Therapeutics, Inc. (a) (b)		19,766		402,633
Spectrum Pharmaceuticals, Inc. (a) (b)		30,932		273,748
Stemline Therapeutics, Inc. (a) (b)		5,043		98,843
Synageva BioPharma Corp. (a) (b)		9,970		645,258
Synergy Pharmaceuticals, Inc. (a)		42,569		239,663
Synta Pharmaceuticals Corp. (a) (b)		20,751		108,735
TESARO, Inc. (a) (b)		6,990		197,398
Threshold Pharmaceuticals, Inc. (a) (b)		24,847		116,035
Vanda Pharmaceuticals, Inc. (a) (b)		15,947		197,902
Verastem, Inc. (a) (b)		9,951		113,441
XOMA Corp. (a) (b)		41,315		278,050
ZIOPHARM Oncology, Inc. (a) (b)		38,299		166,218
				33,836,958
Building Products—0.8%
AAON, Inc.		15,362		490,816
American Woodmark Corp. (a) (b)		5,650		223,344
Apogee Enterprises, Inc.		16,385		588,385
Builders FirstSource, Inc. (a) (b)		25,665		183,248
Gibraltar Industries, Inc. (a)		14,856		276,173
Griffon Corp. (b)		24,495		323,579
Insteel Industries, Inc.		9,958		226,345
NCI Building Systems, Inc. (a) (b)		10,596		185,854
Nortek, Inc. (a)		4,481		334,283
Patrick Industries, Inc. (a)		3,662		105,942
PGT, Inc. (a)		17,505		177,151
Ply Gem Holdings, Inc. (a) (b)		10,411		187,710
Quanex Building Products Corp.		17,697		352,524
Simpson Manufacturing Co., Inc.		20,877		766,812
Building Products—(Continued)
Trex Co., Inc. (a) (b)		8,732		694,456
Universal Forest Products, Inc.		10,498		547,366
USG Corp. (a) (b)		39,350		1,116,753
				6,780,741
Capital Markets—2.6%
Apollo Investment Corp.		116,588		988,666
Arlington Asset Investment Corp. - Class A (b)		7,800		205,842
BGC Partners, Inc. - Class A (b)		64,999		393,894
BlackRock Kelso Capital Corp. (b)		38,057		355,072
Calamos Asset Management, Inc. - Class A		11,175		132,312
Capital Southwest Corp.		7,000		244,090
Cohen & Steers, Inc. (b)		9,693		388,302
Cowen Group, Inc. - Class A (a)		63,759		249,298
Diamond Hill Investment Group, Inc. (b)		1,546		182,954
Evercore Partners, Inc. - Class A		16,148		965,327
FBR & Co. (a)		5,282		139,339
Fidus Investment Corp. (b)		7,619		165,637
Fifth Street Finance Corp.		69,174		639,860
Financial Engines, Inc.		24,757		1,720,116
Firsthand Technology Value Fund, Inc. (a) (b)		5,589		129,497
FXCM, Inc. (b)		18,846		336,213
GAMCO Investors, Inc. - Class A		3,184		276,912
GFI Group, Inc.		37,273		145,737
Gladstone Capital Corp. (b)		12,173		116,861
Gladstone Investment Corp. (b)		14,338		115,564
Golub Capital BDC, Inc. (b)		17,843		340,980
Greenhill & Co., Inc. (b)		13,818		800,615
GSV Capital Corp. (a) (b)		10,696		129,315
Hercules Technology Growth Capital, Inc. (b)		32,237		528,687
HFF, Inc. - Class A (a)		17,729		476,024
ICG Group, Inc. (a)		20,148		375,357
International FCStone, Inc. (a) (b)		7,668		142,165
Investment Technology Group, Inc. (a)		17,949		369,031
Janus Capital Group, Inc. (b)		75,490		933,811
KCAP Financial, Inc. (b)		12,596		101,650
KCG Holdings, Inc. - Class A (a)		36,686		438,765
Ladenburg Thalmann Financial Services, Inc. (a) (b)		56,603		177,167
Main Street Capital Corp. (b)		19,878		649,812
Manning & Napier, Inc.		8,917		157,385
MCG Capital Corp.		37,449		164,776
Medallion Financial Corp. (b)		11,521		165,326
Medley Capital Corp. (b)		20,816		288,302
MVC Capital, Inc.		13,488		182,088
New Mountain Finance Corp.		23,585		354,718
Oppenheimer Holdings, Inc. - Class A		5,749		142,460
PennantPark Floating Rate Capital, Ltd.		8,031		110,266
PennantPark Investment Corp. (b)		33,969		394,040
Piper Jaffray Cos. (a)		8,439		333,762
Prospect Capital Corp.		141,029		1,582,345
Safeguard Scientifics, Inc. (a) (b)		11,857		238,207
Solar Capital, Ltd. (b)		23,565		531,391
Solar Senior Capital, Ltd. (b)		6,468		117,847
Stifel Financial Corp. (a) (b)		31,775		1,522,658

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Capital Markets—(Continued)
TCP Capital Corp. (b)		18,817	$	315,749
THL Credit, Inc.		17,620		290,554
TICC Capital Corp. (b)		24,365		251,934
Triangle Capital Corp.		13,996		386,989
Virtus Investment Partners, Inc. (a)		3,430		686,172
Walter Investment Management Corp. (a)		19,069		674,280
Westwood Holdings Group, Inc.		3,352		207,522
WisdomTree Investments, Inc. (a)		50,887		901,209
				23,354,852
Chemicals—2.2%
A. Schulman, Inc.		15,164		534,683
Advanced Emissions Solutions, Inc. (a)		4,907		266,107
American Pacific Corp. (a)		3,240		120,722
American Vanguard Corp.		14,887		361,605
Arabian American Development Co. (a)		10,819		135,778
Axiall Corp.		35,265		1,672,972
Balchem Corp.		15,297		897,934
Calgon Carbon Corp. (a)		26,161		538,132
Chase Corp.		3,533		124,715
Chemtura Corp. (a)		48,619		1,357,442
Ferro Corp. (a)		34,923		448,062
Flotek Industries, Inc. (a) (b)		24,436		490,430
FutureFuel Corp. (b)		14,821		234,172
Hawkins, Inc.		4,778		177,694
HB Fuller Co.		25,868		1,346,171
Innophos Holdings, Inc.		11,603		563,906
Innospec, Inc.		12,490		577,288
Intrepid Potash, Inc. (a) (b)		27,693		438,657
Koppers Holdings, Inc.		11,124		508,923
Kraton Performance Polymers, Inc. (a)		16,524		380,878
Landec Corp. (a)		14,010		169,801
LSB Industries, Inc. (a)		9,253		379,558
Minerals Technologies, Inc.		17,678		1,061,917
Olin Corp. (b)		41,593		1,199,958
OM Group, Inc. (a)		16,641		605,899
OMNOVA Solutions, Inc. (a)		24,497		223,168
PolyOne Corp.		50,382		1,781,004
Quaker Chemical Corp.		6,591		507,968
Sensient Technologies Corp.		26,383		1,280,103
Stepan Co.		10,436		684,915
Taminco Corp. (a)		8,553		172,856
Tredegar Corp.		13,367		385,103
Zep, Inc.		10,762		195,438
Zoltek Cos., Inc. (a)		15,344		257,012
				20,080,971
Commercial Banks—6.9%
1st Source Corp.		8,143		260,087
1st United Bancorp, Inc.		12,631		96,122
American National Bankshares, Inc.		4,458		117,023
Ameris Bancorp (a)		13,498		284,943
Ames National Corp.		4,449		99,613
Arrow Financial Corp. (b)		5,595		148,603
Bancfirst Corp. (b)		4,227		236,966
Commercial Banks—(Continued)
Banco Latinoamericano de Comercio Exterior S.A. - Class E		14,005		392,420
Bancorp, Inc. (a)		17,608		315,359
BancorpSouth, Inc. (b)		48,388		1,230,023
Bank of Kentucky Financial Corp.		3,484		128,560
Bank of Marin Bancorp (b)		3,199		138,805
Bank of the Ozarks, Inc. (b)		15,721		889,651
Banner Corp.		10,387		465,545
BBCN Bancorp, Inc.		39,760		659,618
BNC Bancorp		10,025		171,829
Boston Private Financial Holdings, Inc.		40,232		507,728
Bridge Bancorp, Inc.		6,098		158,548
Bridge Capital Holdings (a)		5,459		112,128
Bryn Mawr Bank Corp.		6,395		193,001
Camden National Corp.		3,953		166,896
Capital Bank Financial Corp. - Class A (a)		12,884		293,111
Cardinal Financial Corp. (b)		17,067		307,206
Cathay General Bancorp		39,976		1,068,558
Center Bancorp, Inc.		6,530		122,503
Centerstate Banks, Inc.		16,702		169,525
Central Pacific Financial Corp.		11,945		239,856
Chemical Financial Corp.		16,708		529,142
Citizens & Northern Corp.		6,716		138,551
City Holding Co. (b)		8,336		386,207
CNB Financial Corp.		6,782		128,858
CoBiz Financial, Inc.		17,832		213,271
Columbia Banking System, Inc.		26,670		733,692
Community Bank System, Inc. (b)		21,059		835,621
Community Trust Bancorp, Inc.		7,420		335,087
Customers Bancorp, Inc. (a)		10,624		217,367
CVB Financial Corp. (b)		47,878		817,277
Eagle Bancorp, Inc. (a)		11,635		356,380
Enterprise Financial Services Corp.		11,259		229,909
Fidelity Southern Corp.		7,961		132,228
Financial Institutions, Inc.		6,461		159,651
First Bancorp		47,258		378,491
First Busey Corp.		42,355		245,659
First Commonwealth Financial Corp.		50,529		445,666
First Community Bancshares, Inc.		8,470		141,449
First Connecticut Bancorp, Inc.		9,833		158,508
First Financial Bancorp		30,745		535,885
First Financial Bankshares, Inc. (b)		16,756		1,111,258
First Financial Corp.		6,038		220,749
First Financial Holdings, Inc.		12,195		811,089
First Interstate Bancsystem, Inc.		9,233		261,940
First Merchants Corp.		18,171		413,572
First Midwest Bancorp, Inc.		38,435		673,766
First of Long Island Corp. (The) (b)		3,365		144,258
FirstMerit Corp.		83,808		1,863,052
Flushing Financial Corp.		17,365		359,455
FNB Corp. (b)		76,466		965,001
German American Bancorp, Inc. (b)		6,759		192,632
Glacier Bancorp, Inc. (b)		36,532		1,088,288
Great Southern Bancorp, Inc.		6,069		184,558
Guaranty Bancorp		8,675		121,884
Hancock Holding Co.		42,609		1,562,898
Hanmi Financial Corp.		17,546		384,082

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Commercial Banks—(Continued)
Heartland Financial USA, Inc.		7,703	$	221,769
Heritage Financial Corp. (b)		10,314		176,473
Home BancShares, Inc.		23,766		887,660
Home Federal Bancorp, Inc. (b)		10,146		151,175
HomeTrust Bancshares, Inc. (a) (b)		10,270		164,217
Horizon Bancorp (b)		4,830		122,344
Hudson Valley Holding Corp.		7,889		160,541
Iberiabank Corp.		15,241		957,897
Independent Bank Corp. (b)		11,835		463,814
International Bancshares Corp.		27,173		717,095
Investors Bancorp, Inc.		25,955		663,929
Lakeland Bancorp, Inc.		16,496		204,056
Lakeland Financial Corp.		9,208		359,112
MainSource Financial Group, Inc.		12,295		221,679
MB Financial, Inc.		28,968		929,583
Mercantile Bank Corp.		4,833		104,296
Metro Bancorp, Inc. (a)		7,930		170,812
MetroCorp Bancshares, Inc.		8,864		133,580
MidWestOne Financial Group, Inc.		3,830		104,176
National Bank Holdings Corp. - Class A		26,547		568,106
National Bankshares, Inc.		4,218		155,602
National Penn Bancshares, Inc.		59,275		671,586
NBT Bancorp, Inc.		24,027		622,299
NewBridge Bancorp (a)		14,228		106,710
OFG Bancorp		25,382		440,124
Old National Bancorp		53,086		815,932
OmniAmerican Bancorp, Inc. (a)		7,185		153,615
Pacific Continental Corp.		10,841		172,806
Pacific Premier Bancorp, Inc. (a) (b)		8,535		134,341
PacWest Bancorp (b)		19,360		817,379
Park National Corp.		5,759		489,918
Park Sterling Corp.		31,667		226,102
Penns Woods Bancorp, Inc.		1,988		101,388
Peoples Bancorp, Inc.		5,988		134,790
Pinnacle Financial Partners, Inc.		18,820		612,215
Preferred Bank (a)		6,777		135,879
PrivateBancorp, Inc.		33,931		981,624
Prosperity Bancshares, Inc. (b)		30,210		1,915,012
Renasant Corp.		15,636		491,909
Republic Bancorp, Inc. - Class A		5,421		133,031
S&T Bancorp, Inc.		15,660		396,355
Sandy Spring Bancorp, Inc.		13,670		385,357
Seacoast Banking Corp. of Florida (a)		10,249		125,038
Sierra Bancorp		7,033		113,161
Simmons First National Corp. - Class A		9,347		347,241
Southside Bancshares, Inc. (b)		8,740		238,952
Southwest Bancorp, Inc. (a)		11,069		176,218
State Bank Financial Corp.		16,379		297,934
StellarOne Corp.		12,984		312,525
Sterling Bancorp		42,278		565,257
Sterling Financial Corp.		17,351		591,322
Suffolk Bancorp (a)		6,378		132,662
Susquehanna Bancshares, Inc.		93,642		1,202,363
SY Bancorp, Inc.		7,089		226,281
Taylor Capital Group, Inc. (a)		7,608		202,221
Texas Capital Bancshares, Inc. (a)		21,162		1,316,276
Tompkins Financial Corp.		7,424		381,519
Commercial Banks—(Continued)
TowneBank (b)		12,365		190,297
Trico Bancshares (b)		8,062		228,719
Trustmark Corp.		34,161		916,881
UMB Financial Corp.		17,961		1,154,533
Umpqua Holdings Corp. (b)		55,348		1,059,361
Union First Market Bankshares Corp. (b)		9,844		244,230
United Bankshares, Inc. (b)		25,900		814,555
United Community Banks, Inc. (a)		21,449		380,720
Univest Corp. of Pennsylvania		9,559		197,680
ViewPoint Financial Group, Inc.		20,388		559,651
Virginia Commerce Bancorp, Inc. (a)		12,273		208,518
Washington Banking Co.		9,167		162,531
Washington Trust Bancorp, Inc.		7,713		287,078
Webster Financial Corp.		45,341		1,413,732
WesBanco, Inc.		12,861		411,552
West Bancorp, Inc.		8,036		127,130
Westamerica Bancorp (b)		14,310		807,943
Western Alliance Bancorp (a)		37,712		899,808
Wilshire Bancorp, Inc.		35,291		385,731
Wintrust Financial Corp. (b)		19,337		891,822
Yadkin Financial Corp. (a)		7,897		134,565
				61,733,903
Commercial Services & Supplies—2.0%
ABM Industries, Inc.		27,975		799,805
ACCO Brands Corp. (a) (b)		58,424		392,609
ARC Document Solutions, Inc. (a)		21,379		175,735
Brink’s Co. (The)		24,924		850,905
Casella Waste Systems, Inc. - Class A (a)		20,518		119,004
Ceco Environmental Corp. (b)		9,240		149,411
Consolidated Graphics, Inc. (a)		4,031		271,851
Costa, Inc. (a)		5,065		110,063
Courier Corp.		6,229		112,683
Deluxe Corp. (b)		25,571		1,334,551
EnerNOC, Inc. (a)		10,510		180,877
Ennis, Inc.		14,123		249,977
G&K Services, Inc. - Class A		9,849		612,903
Healthcare Services Group, Inc. (b)		34,663		983,389
Herman Miller, Inc.		29,708		876,980
HNI Corp.		24,513		951,840
InnerWorkings, Inc. (a) (b)		22,568		175,805
Interface, Inc.		31,333		688,073
Kimball International, Inc. - Class B		18,813		282,759
Knoll, Inc. (b)		25,885		473,954
McGrath RentCorp (b)		13,375		532,325
Mine Safety Appliances Co.		14,087		721,395
Mobile Mini, Inc. (a)		19,043		784,191
Multi-Color Corp.		6,895		260,217
Performant Financial Corp. (a)		11,558		119,047
Quad/Graphics, Inc.		13,076		356,060
Schawk, Inc.		7,118		105,845
SP Plus Corp. (a)		8,683		226,105
Steelcase, Inc. - Class A		41,383		656,334
Team, Inc. (a)		10,055		425,729
Tetra Tech, Inc. (a) (c)		33,211		929,244
U.S. Ecology, Inc.		10,060		374,132

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Commercial Services & Supplies—(Continued)
UniFirst Corp.		7,601	$	813,307
United Stationers, Inc.		20,554		943,223
Viad Corp.		11,786		327,415
West Corp. (b)		11,026		283,479
				17,651,222
Communications Equipment—1.7%
ADTRAN, Inc. (b)		30,097		812,920
Anaren, Inc. (a)		5,087		142,385
ARRIS Group, Inc. (a)		59,022		1,438,071
Aruba Networks, Inc. (a) (b)		59,276		1,061,040
Bel Fuse, Inc. - Class B		5,512		117,461
Black Box Corp.		10,452		311,470
CalAmp Corp. (a)		19,380		542,059
Calix, Inc. (a)		19,494		187,922
Ciena Corp. (a) (b)		51,644		1,235,841
Comtech Telecommunications Corp.		8,068		254,303
Digi International, Inc. (a)		14,316		173,510
Emulex Corp. (a)		45,893		328,594
Extreme Networks, Inc. (a)		49,591		347,137
Finisar Corp. (a)		47,662		1,140,075
Harmonic, Inc. (a)		60,347		445,361
Infinera Corp. (a) (b)		64,537		631,172
InterDigital, Inc.		21,402		631,145
Ixia (a)		28,748		382,636
KVH Industries, Inc. (a)		8,641		112,592
NETGEAR, Inc. (a) (b)		20,185		664,894
Oplink Communications, Inc. (a)		10,830		201,438
Parkervision, Inc. (a) (b)		43,816		199,363
Plantronics, Inc.		21,347		991,568
Procera Networks, Inc. (a) (b)		10,321		155,021
Ruckus Wireless, Inc. (a) (b)		22,533		319,969
ShoreTel, Inc. (a)		39,943		370,671
Sonus Networks, Inc. (a)		111,897		352,476
Tessco Technologies, Inc. (b)		3,116		125,637
Ubiquiti Networks, Inc. (a) (b)		5,898		271,072
ViaSat, Inc. (a)		19,916		1,247,737
				15,195,540
Computers & Peripherals—0.4%
Avid Technology, Inc. (a)		15,838		129,080
Cray, Inc. (a) (b)		20,870		573,090
Datalink Corp. (a) (b)		9,229		100,596
Electronics for Imaging, Inc. (a)		23,486		909,613
Fusion-io, Inc. (a) (b)		38,656		344,425
Immersion Corp. (a)		16,446		170,710
QLogic Corp. (a)		44,263		523,631
Quantum Corp. (a) (b)		113,826		136,591
Silicon Graphics International Corp. (a) (b)		18,071		242,332
Super Micro Computer, Inc. (a)		20,952		359,536
				3,489,604
Construction & Engineering—0.8%
Aegion Corp. (a) (b)		20,173		441,587
Ameresco, Inc. - Class A (a)		10,718		103,536
Argan, Inc.		9,267		255,398
Construction & Engineering—(Continued)
Comfort Systems USA, Inc.		19,376		375,701
Dycom Industries, Inc. (a)		16,749		465,455
EMCOR Group, Inc.		35,226		1,494,991
Furmanite Corp. (a)		19,494		207,026
Granite Construction, Inc. (b)		20,021		700,335
Great Lakes Dredge & Dock Corp. (a)		32,033		294,704
Layne Christensen Co. (a) (b)		10,438		178,281
MasTec, Inc. (a) (b)		29,748		973,354
MYR Group, Inc. (a)		10,017		251,226
Northwest Pipe Co. (a)		4,794		181,021
Orion Marine Group, Inc. (a)		14,575		175,337
Pike Electric Corp. (a)		13,447		142,135
Primoris Services Corp.		17,845		555,515
Sterling Construction Co., Inc. (a)		9,052		106,180
Tutor Perini Corp. (a)		19,192		504,750
				7,406,532
Construction Materials—0.1%
Headwaters, Inc. (a)		38,364		375,583
Texas Industries, Inc. (a) (b)		11,145		766,553
U.S. Concrete, Inc. (a)		7,217		163,321
				1,305,457
Consumer Finance—0.7%
Cash America International, Inc. (b)		14,003		536,315
Credit Acceptance Corp. (a)		3,612		469,524
DFC Global Corp. (a)		22,515		257,797
Encore Capital Group, Inc. (a) (b)		12,804		643,529
Ezcorp, Inc. - Class A (a)		24,505		286,464
First Cash Financial Services, Inc. (a)		14,639		905,276
Green Dot Corp. - Class A (a) (b)		12,988		326,648
Nelnet, Inc. - Class A		12,596		530,795
Portfolio Recovery Associates, Inc. (a) (b)		25,449		1,344,725
Regional Management Corp. (a)		3,059		103,792
Springleaf Holdings, Inc. (a)		14,832		374,953
World Acceptance Corp. (a) (b)		4,646		406,664
				6,186,482
Containers & Packaging—0.2%
AEP Industries, Inc. (a)		2,424		128,060
Berry Plastics Group, Inc. (a)		27,955		665,049
Graphic Packaging Holding Co. (a)		105,650		1,014,240
Myers Industries, Inc.		17,592		371,543
				2,178,892
Distributors—0.2%
Core-Mark Holding Co., Inc.		5,932		450,417
Pool Corp.		23,340		1,356,988
VOXX International Corp. (a)		10,683		178,406
Weyco Group, Inc. (b)		4,154		122,252
				2,108,063
Diversified Consumer Services—1.0%
American Public Education, Inc. (a) (b)		9,943		432,222
Ascent Capital Group, Inc. - Class A (a) (b)		6,860		586,942

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Diversified Consumer Services—(Continued)
Bridgepoint Education, Inc. (a)		9,743	$	172,549
Bright Horizons Family Solutions, Inc. (a)		6,946		255,196
Capella Education Co.		5,633		374,256
Career Education Corp. (a) (b)		30,241		172,374
Carriage Services, Inc.		9,414		183,855
Education Management Corp. (a) (b)		13,467		135,882
Grand Canyon Education, Inc. (a)		22,843		995,955
Hillenbrand, Inc.		28,780		846,708
Houghton Mifflin Harcourt Co. (a)		14,080		238,797
ITT Educational Services, Inc. (a) (b)		11,937		400,844
K12, Inc. (a)		13,883		301,955
LifeLock, Inc. (a) (b)		30,848		506,216
Mac-Gray Corp.		7,254		154,002
Matthews International Corp. - Class A		13,720		584,609
Regis Corp. (b)		24,117		349,938
Sotheby’s		33,921		1,804,597
Steiner Leisure, Ltd. (a)		7,524		370,106
Strayer Education, Inc. (a)		6,343		218,643
Universal Technical Institute, Inc.		11,178		155,486
				9,241,132
Diversified Financial Services—0.3%
MarketAxess Holdings, Inc.		19,495		1,303,631
Marlin Business Services Corp.		4,620		116,424
NewStar Financial, Inc. (a)		14,397		255,835
PHH Corp. (a) (b)		28,995		706,028
PICO Holdings, Inc. (a)		12,147		280,717
				2,662,635
Diversified Telecommunication Services—0.5%
8x8, Inc. (a)		44,907		456,255
Atlantic Tele-Network, Inc.		4,754		268,934
Cbeyond, Inc. (a)		14,581		100,609
Cincinnati Bell, Inc. (a)		106,292		378,400
Cogent Communications Group, Inc. (b)		24,794		1,001,926
Consolidated Communications Holdings, Inc.		19,216		377,210
Fairpoint Communications, Inc. (a) (b)		11,602		131,219
General Communication, Inc. - Class A (a)		16,537		184,388
Hawaiian Telcom Holdco, Inc. (a) (b)		6,401		187,997
IDT Corp. - Class B		8,438		150,787
inContact, Inc. (a) (b)		27,382		213,853
Inteliquent, Inc.		16,025		183,006
Iridium Communications, Inc. (a) (b)		32,786		205,240
Lumos Networks Corp.		8,454		177,534
magicJack VocalTec, Ltd. (a)		8,170		97,386
ORBCOMM, Inc. (a)		19,477		123,484
Premiere Global Services, Inc. (a)		24,982		289,541
Towerstream Corp. (a)		36,176		107,081
Vonage Holdings Corp. (a)		74,697		248,741
				4,883,591
Electric Utilities—1.3%
ALLETE, Inc.		20,181		1,006,628
Cleco Corp.		30,631		1,428,017
El Paso Electric Co.		21,145		742,401
Electric Utilities—(Continued)
Empire District Electric Co.		22,399		508,233
IDACORP, Inc. (b)		25,340		1,313,626
MGE Energy, Inc.		12,019		695,900
NRG Yield, Inc. - Class A (b)		12,728		509,247
Otter Tail Corp. (b)		18,873		552,413
PNM Resources, Inc.		38,653		932,310
Portland General Electric Co. (b)		38,989		1,177,468
UIL Holdings Corp. (b)		28,637		1,109,684
Unitil Corp.		7,429		226,510
UNS Energy Corp. (b)		21,055		1,260,142
				11,462,579
Electrical Equipment—1.5%
Acuity Brands, Inc. (b)		21,597		2,360,984
AZZ, Inc. (b)		13,326		651,108
Brady Corp. - Class A		22,732		703,101
Capstone Turbine Corp. (a) (b)		164,599		212,333
Coleman Cable, Inc.		4,571		119,851
Encore Wire Corp.		10,537		571,105
EnerSys, Inc. (b)		25,000		1,752,250
Franklin Electric Co., Inc.		24,472		1,092,430
FuelCell Energy, Inc. (a) (b)		88,097		124,217
Generac Holdings, Inc. (b)		25,812		1,461,992
General Cable Corp. (b)		24,951		733,809
Global Power Equipment Group, Inc.		8,163		159,750
GrafTech International, Ltd. (a) (b)		58,953		662,042
II-VI, Inc. (a)		27,302		480,515
LSI Industries, Inc.		11,713		101,552
Polypore International, Inc. (a) (b)		23,444		911,971
Powell Industries, Inc.		4,404		295,024
PowerSecure International, Inc. (a) (b)		9,992		171,563
Preformed Line Products Co.		1,321		96,644
Thermon Group Holdings, Inc. (a)		13,760		376,061
Vicor Corp. (a)		9,542		128,054
				13,166,356
Electronic Equipment, Instruments & Components—2.5%
Agilysys, Inc. (a)		8,133		113,211
Anixter International, Inc.		13,642		1,225,597
Badger Meter, Inc. (b)		6,820		371,690
Belden, Inc.		22,330		1,573,149
Benchmark Electronics, Inc. (a)		26,591		613,720
Checkpoint Systems, Inc. (a)		21,005		331,249
Cognex Corp.		44,140		1,685,265
Coherent, Inc. (a)		12,319		916,411
CTS Corp.		18,070		359,774
Daktronics, Inc.		18,513		290,284
DTS, Inc. (a)		9,298		222,966
Electro Rent Corp.		9,062		167,828
Electro Scientific Industries, Inc.		11,663		121,995
Fabrinet (a)		14,981		308,009
FARO Technologies, Inc. (a)		8,551		498,523
FEI Co.		21,007		1,877,186
GSI Group, Inc. (a)		18,739		210,626
Insight Enterprises, Inc. (a) (c)		22,462		510,112
InvenSense, Inc. (a) (b)		29,030		603,244

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares			Value
Electronic Equipment, Instruments & Components—(Continued)
Itron, Inc. (a) (b)		19,812		$	820,811
Kemet Corp. (a)		22,874			129,009
Littelfuse, Inc.		11,202			1,041,002
Maxwell Technologies, Inc. (a) (b)		14,377			111,709
Measurement Specialties, Inc. (a)		8,286			502,877
Mercury Systems, Inc. (a)		15,581			170,612
Mesa Laboratories, Inc. (b)		1,416			111,269
Methode Electronics, Inc.		19,169			655,388
MTS Systems Corp.		8,022			571,568
Newport Corp. (a)		20,202			365,050
OSI Systems, Inc. (a)		10,001			531,153
Park Electrochemical Corp.		10,569			303,542
PC Connection, Inc.		5,366			133,345
Plexus Corp. (a) (c)		17,502			757,662
RealD, Inc. (a)		18,684			159,561
Rofin-Sinar Technologies, Inc. (a)		15,227			411,434
Rogers Corp. (a)		8,965			551,348
Sanmina Corp. (a)		42,537			710,368
ScanSource, Inc. (a)		14,516			615,914
Speed Commerce, Inc. (a)		25,516			119,160
SYNNEX Corp. (a)		13,438			905,721
TTM Technologies, Inc. (a)		26,923			230,999
Universal Display Corp. (a) (b)		21,034			722,728
Zygo Corp. (a)		8,667			128,098
					22,761,167
Energy Equipment & Services—1.7%
Basic Energy Services, Inc. (a) (b)		14,197			224,029
Bolt Technology Corp.		4,652			102,391
Bristow Group, Inc.		18,228			1,368,194
C&J Energy Services, Inc. (a) (b)		23,819			550,219
Cal Dive International, Inc. (a) (b)		54,319			109,181
CARBO Ceramics, Inc. (b)		9,985			1,163,552
Dawson Geophysical Co. (a)		5,124			173,294
Era Group, Inc. (a)		10,332			318,846
Exterran Holdings, Inc. (a)		28,971			990,808
Forum Energy Technologies, Inc. (a)		19,863			561,328
Geospace Technologies Corp. (a) (b)		6,866			651,103
Gulf Island Fabrication, Inc.		7,812			181,395
GulfMark Offshore, Inc. - Class A		13,516			637,009
Helix Energy Solutions Group, Inc. (a)		52,636			1,220,102
Hercules Offshore, Inc. (a)		82,886			541,246
Hornbeck Offshore Services, Inc. (a) (b)		18,165			894,263
ION Geophysical Corp. (a) (b)		68,572			226,288
Key Energy Services, Inc. (a)		80,293			634,315
Matrix Service Co. (a)		14,196			347,376
Mitcham Industries, Inc. (a)		7,031			124,519
Natural Gas Services Group, Inc. (a)		6,643			183,148
Newpark Resources, Inc. (a) (b)		42,672			524,439
Nuverra Environmental Solutions, Inc. (a) (b)		8,305			139,438
Parker Drilling Co. (a)		61,149			497,141
PHI, Inc. (a)		6,426			278,888
Pioneer Energy Services Corp. (a)		31,825			254,918
RigNet, Inc. (a)		6,898			330,621
SEACOR Holdings, Inc. (a) (b)		10,116			922,579
Tesco Corp. (a)		16,366			323,719
Energy Equipment & Services—(Continued)
TETRA Technologies, Inc. (a)		39,068			482,880
Vantage Drilling Co. (a) (b)		106,785			196,484
Willbros Group, Inc. (a)		22,413			211,130
			��
					15,364,843
Food & Staples Retailing—1.3%
Andersons, Inc. (The)		9,754			869,764
Casey’s General Stores, Inc.		19,362			1,360,181
Chefs’ Warehouse, Inc. (The) (a) (b)		8,577			250,105
Fairway Group Holdings Corp. (a) (b)		8,135			147,406
Harris Teeter Supermarkets, Inc.		24,758			1,221,807
Ingles Markets, Inc. - Class A		6,173			167,288
Natural Grocers by Vitamin Cottage, Inc. (a) (b)		4,597			195,143
Pantry, Inc. (The) (a)		12,441			208,760
Pricesmart, Inc. (b)		9,705			1,121,316
Rite Aid Corp. (a)		365,720			1,850,543
Roundy’s, Inc.		13,261			130,754
Spartan Stores, Inc.		19,948			484,337
SUPERVALU, Inc. (a) (b)		101,674			741,204
Susser Holdings Corp. (a) (b)		9,109			596,548
United Natural Foods, Inc. (a)		24,889			1,876,382
Village Super Market, Inc. - Class A		5,219			161,841
Weis Markets, Inc.		6,205			326,135
					11,709,514
Food Products—1.6%
Annie’s, Inc. (a) (b)		6,956			299,386
B&G Foods, Inc.		26,523			899,395
Boulder Brands, Inc. (a)		31,712			502,952
Cal-Maine Foods, Inc. (b)		7,468			449,798
Calavo Growers, Inc. (b)		6,124			185,312
Chiquita Brands International, Inc. (a)		24,259			283,830
Darling International, Inc. (a)		80,172			1,673,991
Diamond Foods, Inc. (a) (b)		11,661			301,320
Fresh Del Monte Produce, Inc.		19,290			545,907
Hain Celestial Group, Inc. (The) (a) (b)		19,519			1,771,935
Inventure Foods, Inc. (a)		8,089			107,260
J&J Snack Foods Corp.		7,928			702,342
John B Sanfilippo & Son, Inc.		4,642			114,565
Lancaster Colony Corp.		9,483			835,926
Limoneira Co. (b)		4,954			131,727
Omega Protein Corp. (a)		11,349			139,479
Pilgrim’s Pride Corp. (a)		32,160			522,600
Post Holdings, Inc. (a) (b)		16,404			808,225
Sanderson Farms, Inc.		11,409			825,213
Seaboard Corp.		150			419,246
Seneca Foods Corp. - Class A (a)		4,612			147,077
Snyders-Lance, Inc.		26,518			761,597
Tootsie Roll Industries, Inc. (b)		9,939			323,415
TreeHouse Foods, Inc. (a)		18,597			1,281,705
					14,034,203
Gas Utilities—0.8%
Chesapeake Utilities Corp.		4,498			269,970
Laclede Group, Inc. (The)		16,259			740,435

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Gas Utilities—(Continued)
New Jersey Resources Corp. (b)		21,213	$	980,889
Northwest Natural Gas Co. (b)		14,144		605,646
Piedmont Natural Gas Co., Inc.		37,126		1,231,098
South Jersey Industries, Inc.		15,904		889,988
Southwest Gas Corp.		23,934		1,338,150
WGL Holdings, Inc.		26,098		1,045,486
				7,101,662
Health Care Equipment & Supplies—3.3%
Abaxis, Inc. (a) (b)		12,234		489,605
ABIOMED, Inc. (a) (b)		19,803		529,532
Accuray, Inc. (a) (b)		37,218		324,169
Align Technology, Inc. (a)		37,075		2,118,836
Analogic Corp.		6,542		579,359
AngioDynamics, Inc. (a)		13,423		230,741
Anika Therapeutics, Inc. (a)		7,087		270,440
Antares Pharma, Inc. (a) (b)		58,477		261,977
ArthroCare Corp. (a)		14,508		583,802
AtriCure, Inc. (a)		10,769		201,165
Atrion Corp.		874		258,922
Cantel Medical Corp.		16,951		574,808
Cardiovascular Systems, Inc. (a)		12,840		440,284
Cerus Corp. (a) (b)		38,358		247,409
CONMED Corp.		14,206		603,755
CryoLife, Inc.		17,220		190,970
Cyberonics, Inc. (a)		14,671		961,097
Cynosure, Inc. - Class A (a)		9,126		243,482
DexCom, Inc. (a)		35,316		1,250,540
Endologix, Inc. (a)		32,408		565,196
Exactech, Inc. (a)		5,322		126,451
GenMark Diagnostics, Inc. (a) (b)		19,362		257,708
Globus Medical, Inc. - Class A (a)		27,849		561,993
Greatbatch, Inc. (a)		12,931		572,067
Haemonetics Corp. (a) (b)		26,522		1,117,372
HeartWare International, Inc. (a) (b)		8,570		805,237
ICU Medical, Inc. (a)		6,398		407,617
Insulet Corp. (a)		27,643		1,025,555
Integra LifeSciences Holdings Corp. (a)		12,903		615,602
Invacare Corp.		15,930		369,735
Masimo Corp. (a) (b)		25,075		732,942
Meridian Bioscience, Inc. (b)		22,552		598,305
Merit Medical Systems, Inc. (a)		21,638		340,582
Natus Medical, Inc. (a)		16,472		370,620
Navidea Biopharmaceuticals, Inc. (a) (b)		64,614		133,751
Neogen Corp. (a)		17,828		814,740
NuVasive, Inc. (a)		22,552		729,106
NxStage Medical, Inc. (a)		30,508		305,080
OraSure Technologies, Inc. (a) (b)		29,491		185,498
Orthofix International NV (a)		9,598		219,026
Quidel Corp. (a)		13,903		429,464
Rockwell Medical, Inc. (a) (b)		22,438		234,253
Solta Medical, Inc. (a) (b)		40,872		120,572
Spectranetics Corp. (a)		21,548		538,700
Staar Surgical Co. (a) (b)		19,419		314,394
STERIS Corp.		29,805		1,432,130
SurModics, Inc. (a)		9,958		242,876
Health Care Equipment & Supplies—(Continued)
Symmetry Medical, Inc. (a)		21,060		212,285
Tandem Diabetes Care, Inc. (a)		7,345		189,281
TearLab Corp. (a) (b)		13,828		129,154
Thoratec Corp. (a)		28,903		1,057,850
Tornier NV (a)		13,588		255,319
Unilife Corp. (a) (b)		51,606		227,066
Vascular Solutions, Inc. (a)		9,953		230,412
Volcano Corp. (a) (b)		27,732		605,944
West Pharmaceutical Services, Inc.		35,092		1,721,613
Wright Medical Group, Inc. (a)		20,337		624,549
Zeltiq Aesthetics, Inc. (a)		9,779		184,921
				29,965,859
Health Care Providers & Services—2.5%
Acadia Healthcare Co., Inc. (a) (b)		17,958		849,952
Accretive Health, Inc. (a)		30,305		277,594
Air Methods Corp. (a) (b)		20,526		1,197,282
Almost Family, Inc. (a)		4,642		150,076
Amedisys, Inc. (a) (b)		18,591		271,986
AMN Healthcare Services, Inc. (a)		23,983		352,550
Amsurg Corp. (a)		17,529		804,932
Bio-Reference Labs, Inc. (a) (b)		12,716		324,767
BioScrip, Inc. (a)		29,688		219,691
Capital Senior Living Corp. (a)		14,260		342,097
Centene Corp. (a)		27,657		1,630,380
Chemed Corp. (b)		9,094		696,782
Chindex International, Inc. (a)		7,045		122,794
Corvel Corp. (a)		5,450		254,515
Cross Country Healthcare, Inc. (a)		15,246		152,155
Emeritus Corp. (a)		20,542		444,323
Ensign Group, Inc. (The)		11,507		509,415
ExamWorks Group, Inc. (a)		15,818		472,484
Five Star Quality Care, Inc. (a)		25,265		138,705
Gentiva Health Services, Inc. (a)		16,117		200,012
Hanger, Inc. (a)		17,356		682,785
HealthSouth Corp.		44,339		1,477,375
Healthways, Inc. (a) (b)		18,606		285,602
IPC The Hospitalist Co., Inc. (a)		9,377		556,900
Kindred Healthcare, Inc.		29,215		576,704
Landauer, Inc.		5,165		271,731
LHC Group, Inc. (a)		6,847		164,602
Magellan Health Services, Inc. (a)		13,774		825,200
Molina Healthcare, Inc. (a) (b)		14,027		487,438
MWI Veterinary Supply, Inc. (a)		6,571		1,120,947
National Healthcare Corp. (b)		5,246		282,812
Owens & Minor, Inc. (b)		31,521		1,152,408
PharMerica Corp. (a)		17,146		368,639
Providence Service Corp. (The) (a)		4,943		127,134
Select Medical Holdings Corp.		25,554		296,682
Surgical Care Affiliates, Inc. (a) (b)		7,471		260,290
Team Health Holdings, Inc. (a)		34,473		1,570,245
Triple-S Management Corp. - Class B (a)		12,074		234,719
U.S. Physical Therapy, Inc.		6,011		211,948
Universal American Corp.		20,509		149,716
WellCare Health Plans, Inc. (a)		22,057		1,553,254
				22,069,623

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Health Care Technology—0.8%
athenahealth, Inc. (a) (b)		18,602	$	2,501,969
Computer Programs & Systems, Inc. (b)		5,856		361,959
HealthStream, Inc. (a)		10,052		329,404
HMS Holdings Corp. (a) (b)		44,959		1,021,918
MedAssets, Inc. (a)		31,309		620,858
Medidata Solutions, Inc. (a)		26,770		1,621,459
Omnicell, Inc. (a)		16,926		432,121
Quality Systems, Inc.		20,268		426,844
Vocera Communications, Inc. (a) (b)		11,244		175,519
				7,492,051
Hotels, Restaurants & Leisure—2.7%
AFC Enterprises, Inc. (a)		12,829		493,917
Biglari Holdings, Inc. (a)		726		367,821
BJ’s Restaurants, Inc. (a) (b)		13,550		420,863
Bloomin’ Brands, Inc. (a)		27,840		668,438
Bob Evans Farms, Inc.		14,725		744,938
Boyd Gaming Corp. (a)		35,670		401,644
Bravo Brio Restaurant Group, Inc. (a)		9,979		162,358
Buffalo Wild Wings, Inc. (a) (b)		9,529		1,402,669
Caesars Entertainment Corp. (a) (b)		21,057		453,568
CEC Entertainment, Inc.		9,410		416,675
Cheesecake Factory, Inc. (The) (b)		27,105		1,308,358
Churchill Downs, Inc.		7,015		628,895
Chuy’s Holdings, Inc. (a) (b)		8,272		297,957
ClubCorp Holdings, Inc. (b)		14,120		250,489
Cracker Barrel Old Country Store, Inc.		9,956		1,095,857
Del Frisco’s Restaurant Group, Inc. (a)		5,668		133,595
Denny’s Corp. (a)		47,722		343,121
Diamond Resorts International, Inc. (a)		11,329		209,133
DineEquity, Inc.		9,077		758,383
Fiesta Restaurant Group, Inc. (a)		11,554		603,581
International Speedway Corp. - Class A		15,258		541,506
Interval Leisure Group, Inc. (b)		21,655		669,140
Jack in the Box, Inc. (a)		22,716		1,136,254
Jamba, Inc. (a) (b)		7,943		98,731
Krispy Kreme Doughnuts, Inc. (a) (b)		33,031		637,168
Life Time Fitness, Inc. (a) (b)		22,025		1,035,175
Marcus Corp.		11,702		157,275
Marriott Vacations Worldwide Corp. (a)		14,288		753,835
Morgans Hotel Group Co. (a) (b)		12,602		102,454
Multimedia Games Holding Co., Inc. (a)		15,847		496,962
Noodles & Co. (a) (b)		4,118		147,919
Orient-Express Hotels, Ltd. - Class A (a)		52,036		786,264
Papa John’s International, Inc.		16,360		742,744
Pinnacle Entertainment, Inc. (a)		30,820		801,012
Potbelly Corp. (a) (b)		6,746		163,793
Red Robin Gourmet Burgers, Inc. (a)		7,250		533,165
Ruby Tuesday, Inc. (a)		31,853		220,741
Ruth’s Hospitality Group, Inc.		17,912		254,530
Scientific Games Corp. - Class A (a)		22,727		384,768
Sonic Corp. (a)		27,410		553,408
Speedway Motorsports, Inc.		7,078		140,498
Texas Roadhouse, Inc.		33,641		935,220
Town Sports International Holdings, Inc.		12,656		186,803
Vail Resorts, Inc.		18,297		1,376,483
				24,018,108
Household Durables—1.0%
Beazer Homes USA, Inc. (a) (b)		13,700		334,554
Cavco Industries, Inc. (a)		4,452		305,852
CSS Industries, Inc.		4,201		120,485
Ethan Allen Interiors, Inc. (b)		12,159		369,877
Helen of Troy, Ltd. (a)		16,965		839,937
Hooker Furniture Corp.		6,126		102,182
Hovnanian Enterprises, Inc. - Class A (a) (b)		56,064		371,144
iRobot Corp. (a) (b)		14,746		512,718
KB Home (b)		43,434		793,974
La-Z-Boy, Inc.		26,643		825,933
Libbey, Inc. (a)		10,247		215,187
M/I Homes, Inc. (a)		12,868		327,491
MDC Holdings, Inc. (b)		19,869		640,577
Meritage Homes Corp. (a)		18,168		871,882
NACCO Industries, Inc. - Class A		3,117		193,846
Ryland Group, Inc. (The) (b)		23,149		1,004,898
Standard Pacific Corp. (a) (b)		74,682		675,872
TRI Pointe Homes, Inc. (a) (b)		9,540		190,132
Universal Electronics, Inc. (a)		7,461		284,339
William Lyon Homes - Class A (a) (b)		6,939		153,629
				9,134,509
Household Products—0.2%
Central Garden and Pet Co. - Class A (a)		23,384		157,842
Harbinger Group, Inc. (a) (b)		17,723		210,017
Orchids Paper Products Co. (b)		3,201		105,121
Spectrum Brands Holdings, Inc.		11,034		778,449
WD-40 Co.		7,863		587,209
				1,838,638
Independent Power Producers & Energy Traders—0.2%
Atlantic Power Corp. (b)		65,639		228,424
Dynegy, Inc. (a) (b)		50,774		1,092,656
Ormat Technologies, Inc.		9,298		252,999
Pattern Energy Group, Inc.		11,445		346,898
				1,920,977
Industrial Conglomerates—0.1%
Raven Industries, Inc.		18,658		767,590
Insurance—2.3%
Ambac Financial Group, Inc. (a)		25,469		625,519
American Equity Investment Life Holding Co. (b)		34,776		917,391
AMERISAFE, Inc.		9,298		392,747
Amtrust Financial Services, Inc. (b)		15,535		507,839
Argo Group International Holdings, Ltd.		13,774		640,353
Baldwin & Lyons, Inc. - Class B		4,133		112,914
Citizens, Inc. (a) (b)		22,172		194,005
CNO Financial Group, Inc.		111,424		1,971,091
Crawford & Co. - Class B (b)		14,358		132,668
eHealth, Inc. (a)		9,723		452,022
Employers Holdings, Inc.		16,380		518,427
Enstar Group, Ltd. (a)		4,820		669,546
FBL Financial Group, Inc. - Class A		4,790		214,544
First American Financial Corp. (b)		55,676		1,570,063

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Insurance—(Continued)
Global Indemnity plc (a)		3,228	$	81,668
Greenlight Capital Re, Ltd. - Class A (a)		15,207		512,628
HCI Group, Inc. (b)		5,174		276,809
Hilltop Holdings, Inc. (a)		31,522		729,104
Horace Mann Educators Corp.		21,022		663,034
Infinity Property & Casualty Corp.		5,597		401,585
Kansas City Life Insurance Co.		2,190		104,551
Maiden Holdings, Ltd.		26,833		293,285
Meadowbrook Insurance Group, Inc. (b)		26,803		186,549
Montpelier Re Holdings, Ltd.		23,800		692,580
National Western Life Insurance Co. - Class A		1,212		270,943
Navigators Group, Inc. (The) (a)		5,301		334,811
OneBeacon Insurance Group, Ltd. - Class A		11,496		181,867
Phoenix Cos., Inc. (The) (a) (b)		3,332		204,585
Platinum Underwriters Holdings, Ltd.		14,296		876,059
Primerica, Inc.		28,650		1,229,371
RLI Corp. (b)		10,795		1,051,217
Safety Insurance Group, Inc.		6,815		383,684
Selective Insurance Group, Inc.		28,514		771,589
State Auto Financial Corp.		7,940		168,646
Stewart Information Services Corp. (b)		11,286		364,199
Symetra Financial Corp.		41,392		784,792
Third Point Reinsurance, Ltd. (a)		15,817		293,089
United Fire Group, Inc.		9,732		278,919
Universal Insurance Holdings, Inc.		16,046		232,346
				20,287,039
Internet & Catalog Retail—0.4%
Blue Nile, Inc. (a) (b)		6,605		311,029
FTD Cos., Inc. (a) (b)		9,600		312,768
HSN, Inc.		16,833		1,048,696
Nutrisystem, Inc.		14,262		234,467
Overstock.com, Inc. (a) (b)		6,499		200,104
PetMed Express, Inc. (b)		11,281		187,603
RetailMeNot, Inc. (a) (b)		5,972		171,934
Shutterfly, Inc. (a) (b)		19,128		974,189
Valuevision Media, Inc. - Class A (a)		21,040		147,070
				3,587,860
Internet Software & Services—2.9%
Angie’s List, Inc. (a) (b)		21,237		321,741
Bankrate, Inc. (a) (b)		24,648		442,185
Bazaarvoice, Inc. (a) (b)		25,119		198,942
Benefitfocus, Inc. (a) (b)		3,685		212,772
Blucora, Inc. (a) (b)		20,338		593,056
Brightcove, Inc. (a)		15,258		215,748
ChannelAdvisor Corp. (a) (b)		3,321		138,519
comScore, Inc. (a)		18,978		542,961
Constant Contact, Inc. (a)		15,503		481,678
Cornerstone OnDemand, Inc. (a)		20,352		1,085,576
CoStar Group, Inc. (a)		14,394		2,656,845
Cvent, Inc. (a) (b)		4,510		164,119
Dealertrack Technologies, Inc. (a)		23,486		1,129,207
Demand Media, Inc. (a) (b)		16,365		94,426
Demandware, Inc. (a)		9,515		610,102
Internet Software & Services—(Continued)
Dice Holdings, Inc. (a) (b)		16,579		120,198
Digital River, Inc. (a)		21,084		390,054
E2open, Inc. (a) (b)		7,997		191,208
EarthLink, Inc.		52,967		268,543
Endurance International Group Holdings, Inc. (a)		15,481		219,521
Envestnet, Inc. (a)		11,705		471,711
Global Eagle Entertainment, Inc. (a)		15,863		235,883
Gogo, Inc. (a) (b)		7,988		198,182
Internap Network Services Corp. (a)		29,790		224,021
IntraLinks Holdings, Inc. (a)		25,608		310,113
j2 Global, Inc. (b)		23,025		1,151,480
Liquidity Services, Inc. (a) (b)		12,493		283,091
LivePerson, Inc. (a) (b)		29,330		434,671
LogMeIn, Inc. (a) (b)		11,813		396,326
Marchex, Inc. - Class B		12,899		111,576
Marketo, Inc. (a)		3,380		125,297
Millennial Media, Inc. (a) (b)		18,853		137,061
Monster Worldwide, Inc. (a)		59,471		424,028
Move, Inc. (a)		21,815		348,822
NIC, Inc.		33,146		824,341
OpenTable, Inc. (a) (b)		11,648		924,502
Perficient, Inc. (a)		17,369		406,782
QuinStreet, Inc. (a) (b)		18,139		157,628
Responsys, Inc. (a)		19,337		530,027
Rocket Fuel, Inc. (a) (b)		3,561		218,966
SciQuest, Inc. (a)		11,789		335,751
Shutterstock, Inc. (a) (b)		3,831		320,387
SPS Commerce, Inc. (a)		7,681		501,569
Stamps.com, Inc. (a)		6,857		288,680
support.com, Inc. (a)		27,508		104,255
Textura Corp. (a) (b)		3,733		111,766
Trulia, Inc. (a) (b)		14,268		503,232
United Online, Inc. (b)		6,857		94,352
ValueClick, Inc. (a) (b)		34,204		799,347
VistaPrint NV (a) (b)		16,340		928,929
Vocus, Inc. (a) (b)		10,713		122,021
Web.com Group, Inc. (a)		21,320		677,763
WebMD Health Corp. (a) (b)		16,653		657,793
Wix.com, Ltd. (a)		6,469		173,693
XO Group, Inc. (a)		17,057		253,467
Xoom Corp. (a)		4,089		111,916
Yelp, Inc. (a)		16,571		1,142,570
Zillow, Inc. - Class A (a) (b)		11,762		961,308
Zix Corp. (a) (b)		33,654		153,462
				26,234,170
IT Services—2.1%
Acxiom Corp. (a)		37,591		1,390,115
Blackhawk Network Holdings, Inc. (a) (b)		8,423		212,765
CACI International, Inc. - Class A (a) (b) (c)		11,906		871,757
Cardtronics, Inc. (a)		23,495		1,020,858
Cass Information Systems, Inc. (b)		5,928		399,251
CIBER, Inc. (a)		40,594		168,059
Computer Task Group, Inc. (b)		8,399		158,741
Convergys Corp. (b)		52,369		1,102,367

See accompanying notes to financial statements.

MSF-13

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
IT Services—(Continued)
CSG Systems International, Inc.		18,310	$	538,314
EPAM Systems, Inc. (a)		11,290		394,473
Euronet Worldwide, Inc. (a)		25,270		1,209,170
EVERTEC, Inc.		17,332		427,407
ExlService Holdings, Inc. (a)		16,429		453,769
Forrester Research, Inc.		5,782		221,219
Global Cash Access Holdings, Inc. (a)		35,379		353,436
Heartland Payment Systems, Inc. (b)		18,289		911,524
Higher One Holdings, Inc. (a)		15,855		154,745
iGATE Corp. (a)		17,995		722,679
Lionbridge Technologies, Inc. (a)		32,857		195,828
ManTech International Corp. - Class A (b)		12,440		372,329
MAXIMUS, Inc.		34,354		1,511,233
ModusLink Global Solutions, Inc. (a)		21,159		121,241
MoneyGram International, Inc. (a)		11,813		245,474
PRGX Global, Inc. (a)		15,346		103,125
Sapient Corp. (a)		55,778		968,306
ServiceSource International, Inc. (a) (b)		30,987		259,671
Sykes Enterprises, Inc. (a)		20,461		446,254
Syntel, Inc. (a)		7,981		725,872
TeleTech Holdings, Inc. (a)		10,669		255,416
Unisys Corp. (a) (b)		22,919		769,391
Virtusa Corp. (a) (b)		10,720		408,325
WEX, Inc. (a)		19,452		1,926,332
				19,019,446
Leisure Equipment & Products—0.5%
Arctic Cat, Inc.		6,783		386,495
Black Diamond, Inc. (a) (b)		10,974		146,283
Brunswick Corp.		45,794		2,109,272
Callaway Golf Co.		35,357		298,060
LeapFrog Enterprises, Inc. (a) (b)		32,500		258,050
Nautilus, Inc. (a) (b)		16,328		137,645
Smith & Wesson Holding Corp. (a) (b)		32,012		431,842
Sturm Ruger & Co., Inc. (b)		10,261		749,976
				4,517,623
Life Sciences Tools & Services—0.4%
Affymetrix, Inc. (a) (b) (c)		41,239		353,418
Albany Molecular Research, Inc. (a) (b)		12,484		125,839
Cambrex Corp. (a)		15,180		270,659
Fluidigm Corp. (a) (b)		15,271		585,185
Furiex Pharmaceuticals, Inc. (a) (b)		3,553		149,261
Luminex Corp. (a) (b)		18,464		358,202
Pacific Biosciences of California, Inc. (a) (b)		27,011		141,268
PAREXEL International Corp. (a)		28,945		1,307,735
Sequenom, Inc. (a) (b)		62,512		146,278
				3,437,845
Machinery—3.1%
Actuant Corp. - Class A		38,530		1,411,739
Alamo Group, Inc.		3,532		214,357
Albany International Corp. - Class A		14,147		508,302
Altra Industrial Motion Corp.		14,458		494,753
American Railcar Industries, Inc.		5,478		250,619
Astec Industries, Inc.		10,141		391,747
Machinery—(Continued)
Barnes Group, Inc. (b)		27,049		1,036,247
Blount International, Inc. (a)		25,829		373,746
Briggs & Stratton Corp. (b)		25,255		549,549
Chart Industries, Inc. (a) (b)		15,307		1,463,961
CIRCOR International, Inc.		8,835		713,691
CLARCOR, Inc.		24,718		1,590,603
Columbus McKinnon Corp. (a)		10,074		273,408
Douglas Dynamics, Inc. (b)		9,877		166,131
Dynamic Materials Corp. (b)		7,259		157,811
Energy Recovery, Inc. (a) (b)		23,492		130,616
EnPro Industries, Inc. (a) (b)		10,617		612,070
ESCO Technologies, Inc.		13,728		470,321
ExOne Co. (The) (a) (b)		3,282		198,430
Federal Signal Corp. (a)		31,915		467,555
Flow International Corp. (a)		25,785		104,171
FreightCar America, Inc. (b)		7,047		187,591
Gerber Scientific, Inc. (a) (b) (d)		14,024		0
Gorman-Rupp Co. (The) (b)		10,331		345,374
Graham Corp.		5,399		195,930
Greenbrier Cos., Inc. (a) (b)		12,392		406,953
Hyster-Yale Materials Handling, Inc.		5,945		553,836
John Bean Technologies Corp.		15,202		445,875
Kadant, Inc.		5,766		233,638
LB Foster Co. - Class A		5,476		258,960
Lindsay Corp. (b)		6,769		560,135
Lydall, Inc. (a)		9,530		167,919
Manitex International, Inc. (a) (b)		7,446		118,242
Meritor, Inc. (a)		50,463		526,329
Middleby Corp. (The) (a)		9,686		2,324,349
Miller Industries, Inc.		6,185		115,227
Mueller Industries, Inc.		14,168		892,726
Mueller Water Products, Inc. - Class A		80,834		757,415
NN, Inc.		9,533		192,471
Proto Labs, Inc. (a) (b)		8,580		610,724
RBC Bearings, Inc. (a)		11,531		815,818
Rexnord Corp. (a) (b)		16,151		436,239
Standex International Corp.		6,755		424,754
Sun Hydraulics Corp.		10,558		431,083
Tennant Co.		10,165		689,289
Titan International, Inc. (b)		27,896		501,570
Trimas Corp. (a)		22,514		898,083
Twin Disc, Inc. (b)		4,666		120,803
Wabash National Corp. (a) (b)		36,570		451,640
Watts Water Technologies, Inc. - Class A		14,669		907,571
Woodward, Inc.		35,858		1,635,483
				27,785,854
Marine—0.1%
Matson, Inc.		21,468		560,529
Media—1.3%
Carmike Cinemas, Inc. (a)		12,031		334,943
Central European Media Enterprises, Ltd. - Class A (a) (b)		40,373		155,032
Cumulus Media, Inc. - Class A (a)		45,781		353,887
Digital Generation, Inc. (a) (b)		13,356		170,289
Entercom Communications Corp. - Class A (a) (b)		14,538		152,794

See accompanying notes to financial statements.

MSF-14

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares			Value
Media—(Continued)
Entravision Communications Corp. - Class A		29,645		$	180,538
EW Scripps Co. - Class A (a)		16,943			368,002
Gray Television, Inc. (a) (b)		26,074			387,981
Harte-Hanks, Inc.		19,287			150,824
Journal Communications, Inc. - Class A (a)		24,659			229,575
Live Nation Entertainment, Inc. (a)		70,048			1,384,149
Loral Space & Communications, Inc. (a)		6,669			540,056
McClatchy Co. (The) - Class A (a)		34,610			117,674
MDC Partners, Inc. - Class A		19,484			497,024
Media General, Inc. (a) (b)		10,457			236,328
Meredith Corp.		18,123			938,771
National CineMedia, Inc.		31,052			619,798
New York Times Co. (The) - Class A (b)		63,935			1,014,649
Nexstar Broadcasting Group, Inc. - Class A		14,830			826,476
Rentrak Corp. (a) (b)		5,237			198,430
Saga Communications, Inc. - Class A		2,853			143,506
Scholastic Corp. (b)		14,077			478,759
SFX Entertainment, Inc. (a) (b)		15,739			188,868
Sinclair Broadcast Group, Inc. - Class A (b)		34,322			1,226,325
Valassis Communications, Inc. (b)		20,868			714,729
World Wrestling Entertainment, Inc. - Class A		13,534			224,394
					11,833,801
Metals & Mining—1.3%
AK Steel Holding Corp. (a) (b)		70,804			580,593
Allied Nevada Gold Corp. (a) (b)		53,266			189,094
A.M. Castle & Co. (a) (b)		9,250			136,623
AMCOL International Corp. (b)		14,133			480,239
Century Aluminum Co. (a) (b)		26,722			279,512
Coeur Mining, Inc. (a)		52,874			573,683
Commercial Metals Co.		58,786			1,195,119
Globe Specialty Metals, Inc.		33,146			596,960
Haynes International, Inc.		6,653	��		367,512
Hecla Mining Co. (b)		169,619			522,427
Horsehead Holding Corp. (a) (b)		24,392			395,394
Kaiser Aluminum Corp. (b)		9,689			680,555
Materion Corp.		10,677			329,385
Molycorp, Inc. (a) (b)		77,274			434,280
Olympic Steel, Inc.		4,963			143,828
RTI International Metals, Inc. (a)		16,034			548,523
Schnitzer Steel Industries, Inc. - Class A (b)		13,529			441,992
Stillwater Mining Co. (a)		61,243			755,739
SunCoke Energy, Inc. (a)		35,308			805,376
U.S. Silica Holdings, Inc.		11,101			378,655
Universal Stainless & Alloy Products, Inc. (a)		4,303			155,166
Walter Energy, Inc. (b)		32,001			532,177
Worthington Industries, Inc.		26,842			1,129,511
					11,652,343
Multi-Utilities—0.3%
Avista Corp. (b)		30,460			858,667
Black Hills Corp.		22,534			1,183,260
NorthWestern Corp.		19,221			832,654
					2,874,581
Multiline Retail—0.1%
Bon-Ton Stores, Inc. (The)		7,498			122,067
Burlington Stores, Inc. (a)		9,791			313,312
Fred’s, Inc. - Class A		17,147			317,563
Tuesday Morning Corp. (a) (b)		24,016			383,295
					1,136,237
Oil, Gas & Consumable Fuels—3.4%
Abraxas Petroleum Corp. (a)		45,519			149,302
Alon USA Energy, Inc.		12,159			201,110
Alpha Natural Resources, Inc. (a) (b)		111,628			797,024
Approach Resources, Inc. (a) (b)		17,593			339,369
Arch Coal, Inc.		109,183			485,864
Athlon Energy, Inc. (a)		10,483			317,111
Bill Barrett Corp. (a) (b)		24,966			668,590
Bonanza Creek Energy, Inc. (a)		14,894			647,442
BPZ Resources, Inc. (a) (b)		63,498			115,566
Callon Petroleum Co. (a)		21,984			143,556
Carrizo Oil & Gas, Inc. (a)		23,060			1,032,396
Clayton Williams Energy, Inc. (a)		3,222			264,043
Clean Energy Fuels Corp. (a) (b)		35,238			453,865
Cloud Peak Energy, Inc. (a)		31,583			568,494
Comstock Resources, Inc. (b)		24,676			451,324
Contango Oil & Gas Co. (a)		7,670			362,484
Crosstex Energy, Inc.		24,128			872,469
Delek U.S. Holdings, Inc.		18,779			646,185
Diamondback Energy, Inc. (a)		9,479			501,060
Emerald Oil, Inc. (a) (b)		29,558			226,414
Endeavour International Corp. (a) (b)		27,855			146,239
Energy XXI Bermuda, Ltd. (b)		40,250			1,089,165
EPL Oil & Gas, Inc. (a)		15,648			445,968
Equal Energy, Ltd.		19,151			102,266
Evolution Petroleum Corp.		9,398			115,971
EXCO Resources, Inc. (b)		68,713			364,866
Forest Oil Corp. (a)		62,998			227,423
Frontline, Ltd. (a)		28,049			104,903
FX Energy, Inc. (a) (b)		29,231			106,985
GasLog, Ltd.		14,308			244,524
Gastar Exploration, Ltd. (a) (b)		33,900			234,588
Goodrich Petroleum Corp. (a) (b)		16,155			274,958
Green Plains Renewable Energy, Inc. (b)		14,691			284,859
Halcon Resources Corp. (a) (b)		117,798			454,700
Knightsbridge Tankers, Ltd.		13,531			124,350
Kodiak Oil & Gas Corp. (a)		134,228			1,504,696
Magnum Hunter Resources Corp. (a) (b)		87,944			642,871
Matador Resources Co. (a)		29,440			548,762
Midstates Petroleum Co., Inc. (a) (b)		18,106			119,862
Miller Energy Resources, Inc. (a) (b)		16,902			118,990
Nordic American Tankers, Ltd. (b)		38,792			376,282
Northern Oil and Gas, Inc. (a) (b)		32,713			492,985
Panhandle Oil and Gas, Inc. - Class A (b)		3,108			103,838
PDC Energy, Inc. (a)		17,964			956,044
Penn Virginia Corp. (a)		25,144			237,108
PetroQuest Energy, Inc. (a)		28,823			124,515
Quicksilver Resources, Inc. (a) (b)		69,322			212,819
Renewable Energy Group, Inc. (a)		11,111			127,332
Rentech, Inc. (a) (b)		117,208			205,114

See accompanying notes to financial statements.

MSF-15

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Oil, Gas & Consumable Fuels—(Continued)
Resolute Energy Corp. (a) (b)		32,333	$	291,967
REX American Resources Corp. (a)		2,900		129,659
Rex Energy Corp. (a)		22,443		442,352
Rosetta Resources, Inc. (a)		30,879		1,483,427
Sanchez Energy Corp. (a) (b)		19,248		471,769
Scorpio Tankers, Inc.		92,909		1,095,397
SemGroup Corp. - Class A		21,575		1,407,337
Ship Finance International, Ltd. (b)		28,428		465,651
Solazyme, Inc. (a) (b)		24,576		267,633
Stone Energy Corp. (a)		25,118		868,832
Swift Energy Co. (a) (b)		22,073		297,986
Synergy Resources Corp. (a)		23,066		213,591
Targa Resources Corp.		16,514		1,456,039
Teekay Tankers, Ltd. - Class A		33,608		132,079
Triangle Petroleum Corp. (a) (b)		35,098		292,015
Vaalco Energy, Inc. (a)		28,122		193,761
W&T Offshore, Inc. (b)		18,499		295,984
Warren Resources, Inc. (a)		41,839		131,374
Western Refining, Inc. (b)		28,188		1,195,453
				30,468,957
Paper & Forest Products—0.7%
Boise Cascade Co. (a)		6,669		196,602
Clearwater Paper Corp. (a)		11,093		582,382
Deltic Timber Corp.		6,001		407,708
KapStone Paper and Packaging Corp. (a)		21,154		1,181,662
Louisiana-Pacific Corp. (a)		69,384		1,284,298
Neenah Paper, Inc.		7,745		331,254
PH Glatfelter Co.		21,278		588,124
Resolute Forest Products, Inc. (a)		33,917		543,350
Schweitzer-Mauduit International, Inc.		15,980		822,491
Wausau Paper Corp.		23,588		299,096
				6,236,967
Personal Products—0.2%
Elizabeth Arden, Inc. (a) (b)		13,201		467,975
Inter Parfums, Inc.		8,191		293,320
Medifast, Inc. (a) (b)		7,275		190,096
Nature’s Sunshine Products, Inc.		5,787		100,231
Nutraceutical International Corp. (a)		5,375		143,943
Revlon, Inc. - Class A (a) (b)		6,172		154,053
Star Scientific, Inc. (a) (b)		87,814		101,864
USANA Health Sciences, Inc. (a) (b)		2,893		218,653
				1,670,135
Pharmaceuticals—1.6%
AcelRx Pharmaceuticals, Inc. (a) (b)		13,182		149,088
Akorn, Inc. (a) (b)		32,384		797,618
Ampio Pharmaceuticals, Inc. (a) (b)		15,630		111,442
Auxilium Pharmaceuticals, Inc. (a) (b)		24,788		514,103
AVANIR Pharmaceuticals, Inc. - Class A (a) (b)		74,656		250,844
Cadence Pharmaceuticals, Inc. (a)		28,947		261,970
Cempra, Inc. (a) (b)		11,324		140,304
Depomed, Inc. (a) (b)		31,001		327,991
Endocyte, Inc. (a) (b)		16,647		177,956
Pharmaceuticals—(Continued)
Hi-Tech Pharmacal Co., Inc. (a)		6,764		293,490
Horizon Pharma, Inc. (a) (b)		29,283		223,137
Impax Laboratories, Inc. (a)		33,899		852,221
Lannett Co., Inc. (a)		9,646		319,283
Medicines Co. (The) (a)		32,038		1,237,308
Nektar Therapeutics (a) (b)		61,506		698,093
Omeros Corp. (a) (b)		16,069		181,419
Pacira Pharmaceuticals, Inc. (a)		14,109		811,126
Pozen, Inc. (a)		15,222		122,385
Prestige Brands Holdings, Inc. (a)		26,054		932,733
Questcor Pharmaceuticals, Inc. (b)		26,072		1,419,620
Repros Therapeutics, Inc. (a) (b)		12,184		222,967
Sagent Pharmaceuticals, Inc. (a) (b)		12,853		326,209
Santarus, Inc. (a)		31,053		992,454
Sciclone Pharmaceuticals, Inc. (a)		31,065		156,568
TherapeuticsMD, Inc. (a)		55,042		286,769
ViroPharma, Inc. (a)		32,748		1,632,488
Vivus, Inc. (a) (b)		52,768		479,133
XenoPort, Inc. (a) (b)		20,130		115,748
Zogenix, Inc. (a) (b)		41,508		142,788
				14,177,255
Professional Services—1.3%
Acacia Research Corp. (b)		26,332		382,867
Advisory Board Co. (The) (a)		18,149		1,155,547
Barrett Business Services, Inc.		3,901		361,779
CBIZ, Inc. (a) (b)		20,130		183,586
CDI Corp.		7,746		143,533
Corporate Executive Board Co. (The)		17,121		1,325,679
CRA International, Inc. (a)		6,362		125,968
Exponent, Inc.		6,721		520,474
Franklin Covey Co. (a)		5,203		103,436
FTI Consulting, Inc. (a)		21,757		895,083
GP Strategies Corp. (a)		8,646		257,564
Heidrick & Struggles International, Inc.		9,634		194,029
Huron Consulting Group, Inc. (a)		11,680		732,570
ICF International, Inc. (a)		10,002		347,169
Insperity, Inc.		12,162		439,413
Kelly Services, Inc. - Class A		14,944		372,703
Kforce, Inc.		12,290		251,453
Korn/Ferry International (a)		24,691		644,929
Mistras Group, Inc. (a)		8,222		171,675
Navigant Consulting, Inc. (a)		27,414		526,349
On Assignment, Inc. (a)		22,889		799,284
Pendrell Corp. (a)		84,143		169,127
Resources Connection, Inc.		20,687		296,445
RPX Corp. (a)		16,455		278,089
TrueBlue, Inc. (a)		19,573		504,592
VSE Corp.		2,185		104,902
WageWorks, Inc. (a)		12,583		747,934
				12,036,179
Real Estate Investment Trusts—6.8%
Acadia Realty Trust		27,899		692,732
AG Mortgage Investment Trust, Inc. (b)		14,345		224,356
Agree Realty Corp.		6,955		201,834

See accompanying notes to financial statements.

MSF-16

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Real Estate Investment Trusts—(Continued)
Alexander’s, Inc.		1,140	$	376,200
American Assets Trust, Inc.		17,413		547,291
American Capital Mortgage Investment Corp.		30,954		540,457
American Realty Capital Properties, Inc. (b)		77,373		995,017
American Residential Properties, Inc. (a)		9,701		166,469
AmREIT, Inc. (b)		8,595		144,396
Anworth Mortgage Asset Corp.		71,422		300,687
Apollo Commercial Real Estate Finance, Inc.		22,194		360,653
Apollo Residential Mortgage, Inc. (b)		16,439		242,968
Ares Commercial Real Estate Corp.		11,438		149,838
ARMOUR Residential REIT, Inc. (b)		189,819		761,174
Ashford Hospitality Prime, Inc.		6,326		115,133
Ashford Hospitality Trust, Inc.		31,632		261,913
Associated Estates Realty Corp.		29,461		472,849
Aviv REIT, Inc.		6,229		147,627
Campus Crest Communities, Inc. (b)		33,908		319,074
Capstead Mortgage Corp. (b)		53,174		642,342
Cedar Realty Trust, Inc.		37,954		237,592
Chambers Street Properties (b)		118,956		910,013
Chatham Lodging Trust		16,329		333,928
Chesapeake Lodging Trust		25,632		648,233
Colony Financial, Inc. (b)		39,170		794,759
Coresite Realty Corp. (b)		10,812		348,038
Cousins Properties, Inc.		85,111		876,643
CubeSmart		67,626		1,077,958
CyrusOne, Inc.		11,074		247,282
CYS Investments, Inc. (b)		92,035		681,979
DCT Industrial Trust, Inc.		142,805		1,018,200
DiamondRock Hospitality Co.		99,299		1,146,904
DuPont Fabros Technology, Inc. (b)		32,563		804,632
Dynex Capital, Inc. (b)		28,987		231,896
EastGroup Properties, Inc. (b)		15,137		876,886
Education Realty Trust, Inc.		59,817		527,586
Empire State Realty Trust, Inc. - Class A		45,644		698,353
EPR Properties		26,203		1,288,140
Equity One, Inc.		30,429		682,827
Excel Trust, Inc.		23,675		269,658
FelCor Lodging Trust, Inc. (a) (b)		63,841		520,943
First Industrial Realty Trust, Inc.		55,940		976,153
First Potomac Realty Trust		30,465		354,308
Franklin Street Properties Corp.		45,751		546,724
GEO Group, Inc. (The)		36,840		1,186,985
Getty Realty Corp.		13,375		245,699
Gladstone Commercial Corp. (b)		10,038		180,383
Glimcher Realty Trust		73,142		684,609
Government Properties Income Trust (b)		27,626		686,506
Gramercy Property Trust, Inc. (a) (b)		26,297		151,208
Hannon Armstrong Sustainable Infrastructure Capital, Inc. (b)		8,347		116,524
Healthcare Realty Trust, Inc.		48,466		1,032,811
Hersha Hospitality Trust		102,691		571,989
Highwoods Properties, Inc. (b)		45,234		1,636,114
Hudson Pacific Properties, Inc.		22,736		497,236
Inland Real Estate Corp.		40,919		430,468
Invesco Mortgage Capital, Inc.		69,617		1,021,978
Investors Real Estate Trust		51,434		441,304
Real Estate Investment Trusts—(Continued)
iStar Financial, Inc. (a) (b)		42,568		607,445
Kite Realty Group Trust		67,776		445,288
LaSalle Hotel Properties		52,656		1,624,964
Lexington Realty Trust (b)		91,347		932,653
LTC Properties, Inc.		18,082		639,922
Medical Properties Trust, Inc.		81,685		998,191
Monmouth Real Estate Investment Corp. - Class A		21,915		199,207
National Health Investors, Inc.		14,922		837,124
New Residential Investment Corp.		128,973		861,540
New York Mortgage Trust, Inc. (b)		34,441		240,743
NorthStar Realty Finance Corp. (b)		147,073		1,978,132
One Liberty Properties, Inc.		6,290		126,618
Parkway Properties, Inc.		28,720		554,006
Pebblebrook Hotel Trust		31,889		980,906
Pennsylvania Real Estate Investment Trust		35,457		672,974
PennyMac Mortgage Investment Trust		35,722		820,177
Physicians Realty Trust		11,109		141,529
Potlatch Corp.		20,535		857,131
PS Business Parks, Inc.		9,958		760,990
QTS Realty Trust, Inc. - Class A (b)		10,025		248,420
RAIT Financial Trust (b)		37,240		334,043
Ramco-Gershenson Properties Trust		34,345		540,590
Redwood Trust, Inc. (b)		42,013		813,792
Resource Capital Corp. (b)		65,666		389,399
Retail Opportunity Investments Corp. (b)		34,893		513,625
Rexford Industrial Realty, Inc.		11,822		156,050
RLJ Lodging Trust		63,634		1,547,579
Rouse Properties, Inc. (b)		12,233		271,450
Ryman Hospitality Properties (b)		22,239		929,145
Sabra Health Care REIT, Inc. (b)		19,024		497,287
Saul Centers, Inc.		4,164		198,748
Select Income REIT		11,322		302,750
Silver Bay Realty Trust Corp. (b)		8,199		131,102
Sovran Self Storage, Inc.		16,549		1,078,498
STAG Industrial, Inc.		21,343		435,184
Strategic Hotels & Resorts, Inc. (a)		95,154		899,205
Summit Hotel Properties, Inc.		40,984		368,856
Sun Communities, Inc.		18,181		775,238
Sunstone Hotel Investors, Inc.		93,140		1,248,076
Terreno Realty Corp.		13,034		230,702
Universal Health Realty Income Trust		6,109		244,727
Urstadt Biddle Properties, Inc. - Class A		13,207		243,669
Washington Real Estate Investment Trust (b)		33,712		787,512
Western Asset Mortgage Capital Corp. (b)		10,783		160,451
Whitestone REIT		9,141		122,215
Winthrop Realty Trust		15,621		172,612
				60,566,924
Real Estate Management & Development—0.4%
Alexander & Baldwin, Inc.		21,692		905,207
Altisource Residential Corp. (b)		21,688		653,026
Consolidated-Tomoka Land Co.		2,461		89,310
Forestar Group, Inc. (a)		17,933		381,435
Kennedy-Wilson Holdings, Inc. (b)		28,809		641,000
RE/MAX Holdings, Inc. - Class A (a)		7,926		254,187

See accompanying notes to financial statements.

MSF-17

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Real Estate Management & Development—(Continued)
Tejon Ranch Co. (a)		7,566	$	278,126
				3,202,291
Road & Rail—0.5%
Arkansas Best Corp.		13,889		467,781
Celadon Group, Inc.		9,437		183,833
Heartland Express, Inc. (b)		23,452		460,128
Knight Transportation, Inc. (b)		29,563		542,185
Marten Transport, Ltd.		13,224		266,993
Patriot Transportation Holding, Inc. (a)		3,479		144,413
Quality Distribution, Inc. (a)		11,883		152,459
Roadrunner Transportation Systems, Inc. (a)		9,507		256,214
Saia, Inc. (a)		11,835		379,312
Swift Transportation Co. (a) (b)		41,048		911,676
Werner Enterprises, Inc. (b)		23,073		570,595
				4,335,589
Semiconductors & Semiconductor Equipment—3.2%
Advanced Energy Industries, Inc. (a)		20,778		474,985
Ambarella, Inc. (a) (b)		9,901		335,941
Amkor Technology, Inc. (a) (b)		37,843		231,978
Applied Micro Circuits Corp. (a) (b)		37,494		501,670
ATMI, Inc. (a)		16,612		501,849
Axcelis Technologies, Inc. (a)		59,771		145,841
Brooks Automation, Inc.		36,289		380,672
Cabot Microelectronics Corp. (a)		12,507		571,570
Cavium, Inc. (a) (b)		26,390		910,719
Ceva, Inc. (a) (b)		13,754		209,336
Cirrus Logic, Inc. (a) (b)		34,893		712,864
Cohu, Inc.		11,848		124,404
Cypress Semiconductor Corp. (a) (b)		74,272		779,856
Diodes, Inc. (a)		18,315		431,501
DSP Group, Inc. (a)		11,372		110,422
Entegris, Inc. (a)		70,530		818,148
Entropic Communications, Inc. (a) (b)		44,392		209,086
Exar Corp. (a) (c)		20,123		237,250
FormFactor, Inc. (a) (c)		27,182		163,636
GT Advanced Technologies, Inc. (a) (b)		68,436		596,762
Hittite Microwave Corp. (a)		16,228		1,001,754
Inphi Corp. (a)		13,845		178,601
Integrated Device Technology, Inc. (a)		67,574		688,579
Integrated Silicon Solution, Inc. (a)		14,137		170,916
International Rectifier Corp. (a)		35,512		925,798
Intersil Corp. - Class A		65,241		748,314
IXYS Corp.		13,771		178,610
Kopin Corp. (a) (b)		34,528		145,708
Lattice Semiconductor Corp. (a)		61,578		339,295
LTX-Credence Corp. (a)		26,473		211,519
MaxLinear, Inc. - Class A (a)		12,849		134,015
Micrel, Inc.		25,489		251,576
Microsemi Corp. (a)		47,110		1,175,395
MKS Instruments, Inc.		27,174		813,590
Monolithic Power Systems, Inc. (a)		18,772		650,638
MoSys, Inc. (a) (b)		20,074		110,808
Nanometrics, Inc. (a)		12,771		243,288
NVE Corp. (a) (b)		2,605		151,819
Semiconductors & Semiconductor Equipment—(Continued)
OmniVision Technologies, Inc. (a) (b)		26,397		454,028
PDF Solutions, Inc. (a) (b)		13,439		344,307
Peregrine Semiconductor Corp. (a) (b)		14,176		105,044
Pericom Semiconductor Corp. (a)		13,974		123,810
Photronics, Inc. (a) (b)		30,362		274,169
PLX Technology, Inc. (a)		23,066		151,774
PMC - Sierra, Inc. (a)		103,361		664,611
Power Integrations, Inc.		14,941		834,007
Rambus, Inc. (a) (b)		59,232		560,927
RF Micro Devices, Inc. (a)		144,045		743,272
Rudolph Technologies, Inc. (a)		18,288		214,701
Semtech Corp. (a)		34,355		868,494
Silicon Image, Inc. (a)		41,704		256,480
Spansion, Inc. - Class A (a) (b)		26,069		362,098
SunEdison, Inc. (a) (b)		133,724		1,745,098
SunPower Corp. (a) (b)		21,029		626,874
Supertex, Inc. (a)		4,577		114,654
Synaptics, Inc. (a) (b)		15,998		828,856
Tessera Technologies, Inc.		27,229		536,684	��
TriQuint Semiconductor, Inc. (a) (c)		79,628		664,098
Ultra Clean Holdings, Inc. (a)		13,513		135,535
Ultratech, Inc. (a) (b)		13,618		394,922
Veeco Instruments, Inc. (a)		20,425		672,187
				28,245,343
Software—3.9%
Accelrys, Inc. (a)		31,619		301,645
ACI Worldwide, Inc. (a)		20,289		1,318,785
Actuate Corp. (a)		24,071		185,587
Advent Software, Inc. (b)		16,892		591,051
American Software, Inc. - Class A		12,761		125,951
Aspen Technology, Inc. (a)		46,847		1,958,205
AVG Technologies NV (a) (b)		12,487		214,901
Blackbaud, Inc.		23,345		878,939
Bottomline Technologies de, Inc. (a) (b)		19,170		693,187
BroadSoft, Inc. (a)		14,701		401,925
Callidus Software, Inc. (a) (b)		20,244		277,950
CommVault Systems, Inc. (a)		23,645		1,770,538
Comverse, Inc. (a)		11,872		460,634
Ebix, Inc. (b)		16,296		239,877
Ellie Mae, Inc. (a) (b)		13,561		364,384
EPIQ Systems, Inc.		17,942		290,840
ePlus, Inc. (a)		2,282		129,709
Fair Isaac Corp.		18,244		1,146,453
FleetMatics Group plc (a) (b)		8,467		366,198
Gigamon, Inc. (a)		5,056		141,972
Glu Mobile, Inc. (a) (b)		35,393		137,679
Guidewire Software, Inc. (a)		24,807		1,217,279
Imperva, Inc. (a)		10,304		495,931
Infoblox, Inc. (a)		27,141		896,196
Interactive Intelligence Group, Inc. (a)		7,901		532,211
Jive Software, Inc. (a)		20,334		228,757
Manhattan Associates, Inc. (a)		9,835		1,155,416
Mentor Graphics Corp.		48,583		1,169,393
MicroStrategy, Inc. - Class A (a)		4,507		559,950
Monotype Imaging Holdings, Inc.		21,574		687,348

See accompanying notes to financial statements.

MSF-18

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Software—(Continued)
Netscout Systems, Inc. (a)		19,351	$	572,596
Pegasystems, Inc. (b)		10,470		514,915
Progress Software Corp. (a)		29,256		755,682
Proofpoint, Inc. (a)		11,322		375,551
PROS Holdings, Inc. (a)		11,234		448,237
PTC, Inc. (a) (c)		60,661		2,146,793
QLIK Technologies, Inc. (a)		46,199		1,230,279
Qualys, Inc. (a)		8,124		187,746
RealPage, Inc. (a) (b)		23,771		555,766
SeaChange International, Inc. (a)		15,237		185,282
SS&C Technologies Holdings, Inc. (a)		29,343		1,298,721
Synchronoss Technologies, Inc. (a)		14,183		440,666
Take-Two Interactive Software, Inc. (a)		41,777		725,666
Tangoe, Inc. (a) (b)		15,994		288,052
TiVo, Inc. (a)		63,638		834,931
Tyler Technologies, Inc. (a)		15,971		1,631,118
Ultimate Software Group, Inc. (a)		13,861		2,123,782
VASCO Data Security International, Inc. (a) (b)		15,031		116,190
Verint Systems, Inc. (a)		26,550		1,140,057
VirnetX Holding Corp. (a) (b)		22,272		432,300
Vringo, Inc. (a) (b)		36,972		109,437
				35,052,658
Specialty Retail—3.3%
Aeropostale, Inc. (a) (b)		41,826		380,198
America’s Car-Mart, Inc. (a) (b)		3,580		151,183
ANN, Inc. (a)		23,136		845,852
Asbury Automotive Group, Inc. (a)		15,706		844,040
Barnes & Noble, Inc. (a)		20,590		307,821
bebe stores, Inc. (b)		19,159		101,926
Big 5 Sporting Goods Corp.		10,090		199,984
Brown Shoe Co., Inc.		23,566		663,147
Buckle, Inc. (The) (b)		14,188		745,721
Cato Corp. (The) - Class A		14,157		450,193
Children’s Place Retail Stores, Inc. (The) (a)		12,666		721,582
Christopher & Banks Corp. (a)		19,194		163,917
Citi Trends, Inc. (a)		8,551		145,367
Conn’s, Inc. (a)		11,320		891,903
Container Store Group, Inc. (The) (a) (b)		8,770		408,770
Destination Maternity Corp.		7,452		222,666
Destination XL Group, Inc. (a)		22,534		148,048
Express, Inc. (a)		42,861		800,215
Finish Line, Inc. (The) - Class A		27,241		767,379
Five Below, Inc. (a) (b)		16,534		714,269
Francesca’s Holdings Corp. (a) (b)		22,196		408,628
Genesco, Inc. (a)		12,940		945,396
Group 1 Automotive, Inc. (b)		10,763		764,388
Haverty Furniture Cos., Inc.		10,391		325,238
hhgregg, Inc. (a) (b)		8,400		117,348
Hibbett Sports, Inc. (a) (b)		12,767		858,070
Jos. A. Bank Clothiers, Inc. (a) (b)		14,680		803,436
Kirkland’s, Inc. (a)		9,307		220,297
Lithia Motors, Inc. - Class A		11,200		777,504
Lumber Liquidators Holdings, Inc. (a) (b)		13,856		1,425,644
MarineMax, Inc. (a) (b)		12,696		204,152
Specialty Retail—(Continued)
Mattress Firm Holding Corp. (a) (b)		6,132		263,921
Men’s Wearhouse, Inc. (The)		24,177		1,234,961
Monro Muffler Brake, Inc. (b)		16,141		909,707
Office Depot, Inc. (a) (b)		247,164		1,307,498
Outerwall, Inc. (a) (b)		14,700		988,869
Penske Automotive Group, Inc.		21,853		1,030,587
Pep Boys-Manny Moe & Jack (The) (a)		28,658		347,908
Pier 1 Imports, Inc.		47,516		1,096,669
RadioShack Corp. (a) (b)		53,504		139,110
Rent-A-Center, Inc. (b)		26,759		892,145
Restoration Hardware Holdings, Inc. (a)		8,906		599,374
Sears Hometown and Outlet Stores, Inc. (a)		4,481		114,266
Select Comfort Corp. (a) (b)		26,740		563,947
Shoe Carnival, Inc.		8,227		238,665
Sonic Automotive, Inc. - Class A (b)		22,348		547,079
Stage Stores, Inc. (b)		16,362		363,564
Stein Mart, Inc.		15,504		208,529
Tile Shop Holdings, Inc. (a) (b)		10,923		197,379
Vitamin Shoppe, Inc. (a)		15,659		814,425
West Marine, Inc. (a)		8,963		127,543
Wet Seal, Inc. (The) - Class A (a)		46,742		127,606
Winmark Corp.		1,277		118,276
Zale Corp. (a)		16,986		267,869
Zumiez, Inc. (a) (b)		11,433		297,258
				29,321,437
Textiles, Apparel & Luxury Goods—1.4%
Columbia Sportswear Co.		6,412		504,945
Crocs, Inc. (a) (c)		43,218		688,031
Fifth & Pacific Cos., Inc. (a)		62,677		2,010,051
G-III Apparel Group, Ltd. (a) (b)		8,109		598,363
Iconix Brand Group, Inc. (a) (b)		26,325		1,045,103
Jones Group, Inc. (The)		41,279		617,534
Movado Group, Inc.		10,013		440,672
Oxford Industries, Inc.		7,658		617,771
Perry Ellis International, Inc. (a)		7,288		115,078
Quiksilver, Inc. (a) (b)		66,625		584,301
R.G. Barry Corp.		5,638		108,813
Skechers USA, Inc. - Class A (a)		20,341		673,897
Steven Madden, Ltd. (a)		31,363		1,147,572
Tumi Holdings, Inc. (a)		24,156		544,718
Unifi, Inc. (a)		7,892		214,978
Vera Bradley, Inc. (a)		10,263		246,723
Vince Holding Corp. (a)		7,839		240,422
Wolverine World Wide, Inc. (b)		50,526		1,715,863
				12,114,835
Thrifts & Mortgage Finance—1.5%
Astoria Financial Corp.		45,199		625,102
Banc of California, Inc.		8,788		117,847
Bank Mutual Corp.		24,774		173,666
BankFinancial Corp. (b)		12,038		110,268
Beneficial Mutual Bancorp, Inc. (a)		18,913		206,530
Berkshire Hills Bancorp, Inc.		13,053		355,955
BofI Holding, Inc. (a) (b)		6,005		470,972
Brookline Bancorp, Inc. (b)		37,158		355,602

See accompanying notes to financial statements.

MSF-19

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Thrifts & Mortgage Finance—(Continued)
Capitol Federal Financial, Inc.		75,011	$	908,383
Charter Financial Corp.		12,347		132,977
Dime Community Bancshares, Inc.		15,501		262,277
ESB Financial Corp.		7,325		104,015
Essent Group, Ltd. (a) (b)		14,220		342,133
EverBank Financial Corp. (b)		40,693		746,310
Federal Agricultural Mortgage Corp. - Class C		5,480		187,690
First Defiance Financial Corp.		5,038		130,837
Flagstar Bancorp, Inc. (a)		13,328		261,495
Fox Chase Bancorp, Inc.		7,539		131,028
Franklin Financial Corp. (a)		7,196		142,337
Home Loan Servicing Solutions, Ltd.		36,012		827,196
HomeStreet, Inc. (b)		6,935		138,700
Meridian Interstate Bancorp, Inc. (a)		4,638		104,726
Meta Financial Group, Inc. (b)		3,308		133,412
MGIC Investment Corp. (a)		164,487		1,388,270
Northfield Bancorp, Inc.		29,861		394,165
Northwest Bancshares, Inc.		51,071		754,829
OceanFirst Financial Corp.		6,649		113,897
Oritani Financial Corp.		22,475		360,724
PennyMac Financial Services, Inc. - Class A (a) (b)		8,785		154,177
Provident Financial Services, Inc.		31,811		614,589
Radian Group, Inc. (b)		87,729		1,238,734
Rockville Financial, Inc. (b)		15,288		217,243
Territorial Bancorp, Inc.		7,186		166,715
Tree.com, Inc. (a) (b)		3,615		118,717
TrustCo Bank Corp. (b)		49,973		358,806
United Community Financial Corp. (a) (b)		22,000		78,540
United Financial Bancorp, Inc.		9,478		179,039
Walker & Dunlop, Inc. (a)		8,778		141,940
WSFS Financial Corp.		4,212		326,556
				13,576,399
Tobacco—0.1%
Alliance One International, Inc. (a)		45,974		140,221
Universal Corp. (b)		12,065		658,749
Vector Group, Ltd. (b)		31,274		511,955
				1,310,925
Trading Companies & Distributors—0.9%
Aceto Corp.		17,480		437,175
Aircastle, Ltd.		34,426		659,602
Applied Industrial Technologies, Inc.		21,259		1,043,604
Beacon Roofing Supply, Inc. (a) (b)		24,991		1,006,638
CAI International, Inc. (a)		7,804		183,940
DXP Enterprises, Inc. (a)		5,282		608,486
H&E Equipment Services, Inc. (a)		14,207		420,953
Houston Wire & Cable Co.		10,450		139,821
Kaman Corp. (b)		14,024		557,174
Rush Enterprises, Inc. - Class A (a)		17,833		528,749
TAL International Group, Inc. (a) (b)		16,976		973,574
Textainer Group Holdings, Ltd. (b)		10,746		432,204
Trading Companies & Distributors—(Continued)
Titan Machinery, Inc. (a) (b)		8,967		159,792
Watsco, Inc.		12,890		1,238,213
				8,389,925
Transportation Infrastructure—0.1%
Wesco Aircraft Holdings, Inc. (a)		20,790		455,717
Water Utilities—0.2%
American States Water Co.		19,788		568,509
California Water Service Group		24,670		569,137
Connecticut Water Service, Inc.		4,609		163,666
Consolidated Water Co., Ltd. (b)		8,349		117,721
Middlesex Water Co.		7,497		156,987
SJW Corp. (b)		7,394		220,267
York Water Co. (b)		6,695		140,126
				1,936,413
Wireless Telecommunication Services—0.2%
Leap Wireless International, Inc. (a)		27,485		478,239
NII Holdings, Inc. (a) (b)		86,612		238,183
NTELOS Holdings Corp. (b)		7,785		157,491
Shenandoah Telecommunications Co. (b)		12,542		321,953
USA Mobility, Inc.		11,723		167,404
				1,363,270
Total Common Stocks (Cost $572,175,279)				841,140,856
Investment Company Security—3.4%
iShares Russell 2000 Index Fund (b) (Cost $28,493,443)		264,000		30,441,840
Rights—0.0%
Oil, Gas & Consumable—0.0%
EXCO Resources, Inc., Expires 01/09/14 (a) (Cost $0)		68,713		10,994
Warrant—0.0%
Oil, Gas & Consumable Fuels—0.0%
Magnum Hunter Resources Corp., Expires 04/15/16 (a) (b) (d) (Cost $0)		8,794		0
Short-Term Investments—27.6%
Discount Notes—1.9%
Federal Home Loan Bank
0.061%, 01/22/14 (e)		800,000		799,972
0.061%, 01/22/14 (e)		225,000		224,992
0.076%, 03/21/14 (e)		3,050,000		3,049,498
0.132%, 01/22/14 (e)		1,225,000		1,224,907
0.142%, 01/22/14 (e)		675,000		674,945

See accompanying notes to financial statements.

MSF-20

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Short-Term Investments—(Continued)

Security Description	Shares/ Principal Amount*		Value
Discount Notes—(Continued)
Federal National Mortgage Association
0.036%, 01/22/14 (e)		175,000	$	174,996
0.041%, 01/22/14 (e)		4,675,000		4,674,891
0.046%, 01/22/14 (e)		500,000		499,987
0.051%, 01/15/14 (e)		450,000		449,991
0.061%, 01/22/14 (e)		2,000,000		1,999,930
0.061%, 02/25/14 (e)		2,525,000		2,524,769
0.091%, 01/15/14 (e)		550,000		549,981
				16,848,859
Mutual Fund—25.1%
State Street Navigator Securities Lending MET Portfolio (f)		225,056,597		225,056,597
U.S. Treasury—0.6%
U.S. Treasury Bills
0.046%, 05/15/14 (e)		2,125,000		2,124,644
0.050%, 05/15/14 (e)		2,850,000		2,849,480
0.063%, 05/15/14 (e)		275,000		274,937
0.086%, 05/15/14 (e)		275,000		274,913
0.088%, 05/15/14 (e)		50,000		49,984
				5,573,958
Total Short-Term Investments (Cost $247,479,414)				247,479,414
Total Investments—125.0% (Cost $848,148,136) (g)				1,119,073,104
Other assets and liabilities (net)—(25.0)%				(223,634,883	)
Net Assets—100.0%			$	895,438,221

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) Non-income producing security.

(b) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $220,401,286 and the collateral received consisted of cash in the amount of $225,056,597 and non-cash collateral with a value of $972,789. The cash collateral is invested in a money market fund managed by an affiliate of the custodian. The non-cash collateral received consists primarily of government securities and bank letters of credit, and is held for the benefit of the Portfolio at the Portfolio’s custodian. The Portfolio cannot repledge or resell this collateral. As such, this collateral is excluded from the Statement of Assets and Liabilities.

(c) All or a portion of the security was pledged as collateral against open futures contracts. As of December 31, 2013, the market value of securities pledged was $3,116,995.

(d) Illiquid security. As of December 31, 2013, these securities represent 0.0% of net assets.

(e) The rate shown represents the discount rate at the time of purchase by the Portfolio.

(f) Represents investment of cash collateral received from securities lending transactions.

(g) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $852,821,498. The aggregate unrealized appreciation and depreciation of investments were $305,737,616 and $(39,486,010), respectively, resulting in net unrealized appreciation of $266,251,606 for federal income tax purposes.

Futures Contracts

Futures Contracts—Long	Expiration Date	Number of Contracts		Notional Amount			Unrealized Appreciation
Russell 2000 Mini Index Futures	03/21/14		197		USD	21,631,932	$	1,247,648

(USD)— United States Dollar

See accompanying notes to financial statements.

MSF-21

Metropolitan Series Fund

Russell 2000 Index Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2			Level 3		Total
Total Common Stocks*	$	841,140,856	$	—		$	—	$	841,140,856
Total Investment Company Security		30,441,840		—			—		30,441,840
Total Rights*		10,994		—			—		10,994
Total Warrant*		0		—			—		0
Short-Term Investments
Discount Notes		—		16,848,859			—		16,848,859
Mutual Fund		225,056,597		—			—		225,056,597
U.S. Treasury		—		5,573,958			—		5,573,958
Total Short-Term Investments		225,056,597		22,422,817			—		247,479,414
Total Investments	$	1,096,650,287	$	22,422,817		$	—	$	1,119,073,104
Collateral for securities loaned (Liability)	$	—	$	(225,056,597	)	$	—	$	(225,056,597	)
Futures Contracts
Futures Contracts (Unrealized Appreciation)	$	1,247,648	$	—		$	—	$	1,247,648

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-22

Metropolitan Series Fund

Russell 2000 Index Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	1,119,073,104
Cash		250,470
Receivable for:
Investments sold		978,971
Fund shares sold		555,498
Dividends		1,015,080
Variation margin on futures contracts		94,560
Prepaid expenses		1,963
Total Assets		1,121,969,646
Liabilities
Collateral for securities loaned		225,056,597
Payables for:
Fund shares redeemed		1,039,850
Accrued expenses:
Management fees		184,316
Distribution and service fees		88,414
Deferred trustees’ fees		48,554
Other expenses		113,694
Total Liabilities		226,531,425
Net Assets	$	895,438,221
Net assets consist of:
Paid in surplus	$	600,150,363
Undistributed net investment income		8,956,569
Accumulated net realized gain		14,158,673
Unrealized appreciation on investments and futures contracts		272,172,616
Net Assets	$	895,438,221
Net Assets
Class A	$	485,494,019
Class B		238,128,383
Class E		30,619,445
Class G		141,196,374
Capital Shares Outstanding*
Class A		24,488,428
Class B		12,243,053
Class E		1,552,581
Class G		7,278,529
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	19.83
Class B		19.45
Class E		19.72
Class G		19.40

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $848,148,136.

(b) Includes securities loaned at value of $220,401,286.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	9,559,632
Interest		17,304
Securities lending income		1,999,026
Total investment income		11,575,962
Expenses
Management fees		1,945,541
Administration fees		14,465
Custodian and accounting fees		109,347
Distribution and service fees—Class B		529,823
Distribution and service fees—Class E		42,492
Distribution and service fees—Class G		333,845
Audit and tax services		38,202
Legal		27,754
Trustees’ fees and expenses		35,358
Shareholder reporting		157,988
Insurance		4,144
Miscellaneous		62,469
Total expenses		3,301,428
Less management fee waiver		(13,912	)
Net expenses		3,287,516
Net Investment Income		8,288,446
Net Realized and Unrealized Gain
Net realized gain on:
Investments		44,288,684
Futures contracts		5,402,927
Foreign currency transactions		2,001
Capital gain distributions		1,773
Net realized gain		49,695,385
Net change in unrealized appreciation on:
Investments		192,038,127
Futures contracts		1,001,108
Net change in unrealized appreciation		193,039,235
Net realized and unrealized gain		242,734,620
Net Increase in Net Assets from Operations	$	251,023,066

(a) Net of foreign withholding taxes of $9,625.

See accompanying notes to financial statements.

MSF-23

Metropolitan Series Fund

Russell 2000 Index Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	8,288,446		$	12,241,259
Net realized gain		49,695,385			27,594,018
Net change in unrealized appreciation		193,039,235			56,751,043
Increase in net assets from operations		251,023,066			96,586,320
From Distributions to Shareholders
Net investment income
Class A		(6,573,953	)		(4,238,187	)
Class B		(2,873,317	)		(1,663,111	)
Class E		(406,777	)		(260,017	)
Class G		(1,391,711	)		(608,903	)
Total distributions		(11,245,758	)		(6,770,218	)
Decrease in net assets from capital share transactions		(11,227,054	)		(27,766,590	)
Total increase in net assets		228,550,254			62,049,512
Net Assets
Beginning of period		666,887,967			604,838,455
End of period	$	895,438,221		$	666,887,967
Undistributed net investment income
End of period	$	8,956,569		$	11,850,867

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		4,227,274		$	71,959,396			2,175,557		$	30,005,491
Reinvestments		431,362			6,573,953			313,012			4,238,187
Redemptions		(5,376,472	)		(91,266,242	)		(4,940,110	)		(67,889,434	)
Net decrease		(717,836	)	$	(12,732,893	)		(2,451,541	)	$	(33,645,756	)
Class B
Sales		1,525,782		$	25,652,777			1,507,027		$	20,329,462
Reinvestments		191,810			2,873,317			124,858			1,663,111
Redemptions		(2,470,791	)		(41,465,694	)		(2,147,146	)		(29,136,818	)
Net decrease		(753,199	)	$	(12,939,600	)		(515,261	)	$	(7,144,245	)
Class E
Sales		232,358		$	4,024,631			201,952		$	2,768,014
Reinvestments		26,797			406,777			19,275			260,017
Redemptions		(480,266	)		(8,259,524	)		(441,802	)		(6,048,466	)
Net decrease		(221,111	)	$	(3,828,116	)		(220,575	)	$	(3,020,435	)
Class G
Sales		2,240,269		$	38,047,111			3,727,220		$	49,334,467
Reinvestments		93,091			1,391,711			45,816			608,903
Redemptions		(1,274,577	)		(21,165,267	)		(2,507,114	)		(33,899,524	)
Net increase		1,058,783		$	18,273,555			1,265,922		$	16,043,846
Decrease derived from capital shares transactions				$	(11,227,054	)				$	(27,766,590	)

See accompanying notes to financial statements.

MSF-24

Metropolitan Series Fund

Russell 2000 Index Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	14.56		$	12.66		$	13.33		$	10.61		$	8.89
Income (Loss) from Investment Operations
Net investment income (a)		0.20			0.28			0.15			0.14			0.13
Net realized and unrealized gain (loss) on investments		5.33			1.78			(0.68	)		2.71			2.04
Total from investment operations		5.53			2.06			(0.53	)		2.85			2.17
Less Distributions
Distributions from net investment income		(0.26	)		(0.16	)		(0.14	)		(0.13	)		(0.19	)
Distributions from net realized capital gains		0.00			0.00			0.00			0.00			(0.26	)
Total distributions		(0.26	)		(0.16	)		(0.14	)		(0.13	)		(0.45	)
Net Asset Value, End of Period	$	19.83		$	14.56		$	12.66		$	13.33		$	10.61
Total Return (%) (b)		38.55			16.35			(4.10	)		26.92			26.01
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.31			0.33			0.31			0.32			0.35
Net ratio of expenses to average net assets (%) (c)		0.31			0.33			0.31			0.31			0.34
Ratio of net investment income to average net assets (%)		1.18			2.01			1.12			1.24			1.47
Portfolio turnover rate (%)		25			26			25			26			27
Net assets, end of period (in millions)	$	485.5		$	366.9		$	350.3		$	406.2		$	349.0

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	14.29		$	12.43		$	13.09		$	10.43		$	8.74
Income (Loss) from Investment Operations
Net investment income (a)		0.16			0.24			0.11			0.11			0.11
Net realized and unrealized gain (loss) on investments		5.23			1.75			(0.66	)		2.65			2.00
Total from investment operations		5.39			1.99			(0.55	)		2.76			2.11
Less Distributions
Distributions from net investment income		(0.23	)		(0.13	)		(0.11	)		(0.10	)		(0.16	)
Distributions from net realized capital gains		0.00			0.00			0.00			0.00			(0.26	)
Total distributions		(0.23	)		(0.13	)		(0.11	)		(0.10	)		(0.42	)
Net Asset Value, End of Period	$	19.45		$	14.29		$	12.43		$	13.09		$	10.43
Total Return (%) (b)		38.18			16.05			(4.29	)		26.58			25.66
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.56			0.58			0.56			0.57			0.60
Net ratio of expenses to average net assets (%) (c)		0.56			0.58			0.56			0.56			0.59
Ratio of net investment income to average net assets (%)		0.93			1.77			0.89			1.00			1.20
Portfolio turnover rate (%)		25			26			25			26			27
Net assets, end of period (in millions)	$	238.1		$	185.7		$	168.0		$	174.7		$	140.0

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-25

Metropolitan Series Fund

Russell 2000 Index Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	14.48		$	12.60		$	13.26		$	10.57		$	8.85
Income (Loss) from Investment Operations
Net investment income (a)		0.17			0.25			0.13			0.12			0.12
Net realized and unrealized gain (loss) on investments		5.31			1.77			(0.67	)		2.68			2.03
Total from investment operations		5.48			2.02			(0.54	)		2.80			2.15
Less Distributions
Distributions from net investment income		(0.24	)		(0.14	)		(0.12	)		(0.11	)		(0.17	)
Distributions from net realized capital gains		0.00			0.00			0.00			0.00			(0.26	)
Total distributions		(0.24	)		(0.14	)		(0.12	)		(0.11	)		(0.43	)
Net Asset Value, End of Period	$	19.72		$	14.48		$	12.60		$	13.26		$	10.57
Total Return (%) (b)		38.35			16.10			(4.16	)		26.60			25.86
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.46			0.48			0.46			0.47			0.50
Net ratio of expenses to average net assets (%) (c)		0.46			0.48			0.46			0.46			0.49
Ratio of net investment income to average net assets (%)		1.03			1.85			0.96			1.08			1.30
Portfolio turnover rate (%)		25			26			25			26			27
Net assets, end of period (in millions)	$	30.6		$	25.7		$	25.1		$	32.6		$	29.9
	Class G
	Year Ended December 31,
	2013			2012			2011			2010			2009(d)
Net Asset Value, Beginning of Period	$	14.26		$	12.41		$	13.07		$	10.41		$	7.84
Income (Loss) from Investment Operations
Net investment income (a)		0.15			0.24			0.11			0.12			0.08
Net realized and unrealized gain (loss) on investments		5.22			1.73			(0.66	)		2.64			2.49
Total from investment operations		5.37			1.97			(0.55	)		2.76			2.57
Less Distributions
Distributions from net investment income		(0.23	)		(0.12	)		(0.11	)		(0.10	)		0.00
Total distributions		(0.23	)		(0.12	)		(0.11	)		(0.10	)		0.00
Net Asset Value, End of Period	$	19.40		$	14.26		$	12.41		$	13.07		$	10.41
Total Return (%) (b)		38.12			15.94			(4.33	)		26.54			32.78	(e)
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.61			0.63			0.61			0.62			0.65	(f)
Net ratio of expenses to average net assets (%) (c)		0.61			0.63			0.61			0.61			0.64	(f)
Ratio of net investment income to average net assets (%)		0.89			1.81			0.88			1.09			1.24	(f)
Portfolio turnover rate (%)		25			26			25			26			27
Net assets, end of period (in millions)	$	141.2		$	88.7		$	61.5		$	41.2		$	9.3

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

(d) Commencement of operations was April 28, 2009.

(e) Periods less than one year are not computed on an annualized basis.

(f) Computed on an annualized basis.

See accompanying notes to financial statements.

MSF-26

Metropolitan Series Fund

Russell 2000 Index Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is Russell 2000 Index Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers four classes of shares: Class A, B, E, and G shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-27

Metropolitan Series Fund

Russell 2000 Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-28

Metropolitan Series Fund

Russell 2000 Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), real estate investment trust (REIT) adjustments, and return of capital dividends. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

3. Investments in Derivative Instruments

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include

MSF-29

Metropolitan Series Fund

Russell 2000 Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

At December 31, 2013, the Portfolio had the following derivatives, categorized by risk exposure:

	Asset Derivatives
Risk Exposure	Statement of Assets & Liabilities Location	Fair Value
Equity	Unrealized appreciation on futures contracts*	$	1,247,648

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only the current day’s variation margin is reported within the Statement of Assets and Liabilities.

Transactions in derivative instruments during the year ended December 31, 2013 were as follows:

Statement of Operations Location—Net Realized Gain (Loss)	Equity
Futures contracts	$	5,402,927
Statement of Operations Location—Net Change in Unrealized Appreciation (Depreciation)	Equity
Futures contracts	$	1,001,108

For the year ended December 31, 2013, the average amount or number per contract outstanding for each derivative type was as follows:

Derivative Description	Average Notional Par or Face Amount‡
Futures contracts long	$	19,700

‡ Averages are based on activity levels during 2013.

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Collateral requirements may differ by type of derivative or investment, as applicable. Collateral or margin requirements are set by the broker or exchange clearing house for exchange traded derivatives (e.g., futures contracts and exchange traded options) while collateral terms are contract specific for over-the-counter traded derivatives (e.g., forward foreign currency exchange contracts, swap agreements and over-the-counter options).

MSF-30

Metropolitan Series Fund

Russell 2000 Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Customer Account Agreements and related addendums govern cleared derivatives transactions such as futures, options on futures, and cleared OTC derivatives. Cleared derivative transactions require posting of initial margin as determined by each relevant clearing agency which is segregated at a broker account registered with the Commodities Futures Trading Commission (CFTC), or the applicable regulator. In the U.S., counterparty risk is significantly reduced as creditors of the futures broker do not have claim to Portfolio assets in the segregated account. Additionally, portability of exposure in the event of default further reduces risk to the Portfolio. Variation margin, or changes in market value, are exchanged daily, but may not be netted between futures and cleared OTC derivatives.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	192,626,707	$	0	$	202,362,769

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the annual rate of 0.250% of average daily net assets. Fees earned by MetLife Advisers with respect to the Portfolio for the year ended December 31, 2013 were $1,945,541.

MetLife Advisers has entered into an investment subadvisory agreement with MetLife Investment Management, LLC (“MIM”) with respect to the Portfolio. For providing subadvisory services to the Portfolio, MetLife Advisers has agreed to pay MIM an investment subadvisory fee for each class of the Portfolio as follows::

% per annum	Average Daily Net Assets
0.040%	On the first $500 million
0.030%	Of the next $500 million
0.015%	On amounts over $1 billion

Fees earned by MIM with respect to the Portfolio for the year ended December 31, 2013 were $283,465.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average Daily Net Assets
0.005%	Over $500 million and under $1 billion
0.010%	Of the next $1 billion
0.015%	On amounts over $2 billion

An identical expense agreement was in place for the period April 30, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 are shown as management fee waivers in the Statement of Operations.

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B, E, and G Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B, E, and G Shares. Under the Distribution and Service Plan, the Class B, E, and G Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B, E, and G

MSF-31

Metropolitan Series Fund

Russell 2000 Index Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Shares of the Portfolio. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares, 0.15% per year for Class E Shares, and 0.30% per year for Class G Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

8. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$11,245,758	$	6,770,218	$	—	$	—	$	11,245,758	$	6,770,218

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Other Accumulated Capital Losses		Total
$9,509,767	$	19,575,039	$	266,251,606	$	—	$	—	$	295,336,412

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

During the year ended December 31, 2013, the Portfolio utilized capital loss carryforwards of $31,464,592.

As of December 31, 2013, the Portfolio had no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

MSF-32

Metropolitan Series Fund

Russell 2000 Index Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of Russell 2000 Index Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Russell 2000 Index Portfolio, one of the portfolios constituting Metropolitan Series Fund (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Russell 2000 Index Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 27, 2014

MSF-33

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

MSF-34

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-35

Metropolitan Series Fund

Russell 2000 Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the Russell 2000 Index Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-36

Metropolitan Series Fund

Russell 2000 Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper��), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the Russell 2000 Index Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board also considered that the Portfolio underperformed its benchmark, the Russell 2000 Index, for the one-, three- and five-year periods ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a

MSF-37

Metropolitan Series Fund

Russell 2000 Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the Russell 2000 Index Portfolio, the Board considered that the Portfolio’s actual management fees and total expenses (exclusive of 12b-1 fees) were below the median of the Expense Group, the Expense Universe and the Sub-advised Expense Universe. The Board further noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also noted that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group and the Sub-advised Expense Universe at the Portfolio’s current size. The Board further noted that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the Russell 2000 Index Portfolio, the Board noted that the Portfolio’s advisory fee does not contain breakpoints. The Board noted that the Portfolio’s management fees were below the asset-weighted average of comparable funds at all asset levels. The Board considered the effect of the Portfolio’s current size and potential growth on its performance and fees. The Board noted management’s discussion of the Portfolio’s advisory fee structure. The Board also noted that if the Portfolio’s assets increased over time, the Portfolio might realize other economies of scale if assets increased proportionally more than certain other fixed expenses.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-38

Metropolitan Series Fund

Russell 2000 Index Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-39

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Managed by T. Rowe Price Associates, Inc.

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, and E shares of the T. Rowe Price Large Cap Growth Portfolio returned 39.16%, 38.77%, and 38.87%, respectively. The Portfolio’s benchmark, the Russell 1000 Growth Index¹, returned 33.48%.

MARKET ENVIRONMENT / CONDITIONS

Major U.S. stock markets generated excellent returns in 2013. Early on, decent employment gains and the Federal Reserve’s the “Fed” quantitative easing program helped to offset concerns about federal tax increases and automatic spending cuts. Equities fell in May after the Fed indicated that it could begin slowing monthly asset purchases, but rallied in September after the slowdown was put on hold. Stocks weakened in October amid political turmoil, but stocks climbed after a temporary solution was reached. Investors welcomed the Fed’s mid-December announcement that it would reduce asset purchases and also keep short-term interest rates low. Small-cap stocks posted the biggest annual gains, followed by mid- and large-caps. As measured by various Russell indexes, growth stocks outperformed value stocks across all market capitalizations.

PORTFOLIO REVIEW / PERIOD-END POSITIONING

The Portfolio turned in positive results and outpaced its benchmark, driven by strong stock selection in the Consumer Discretionary sector. Increased travel spending boosted the share price of priceline.com. The firm continued to take market share from other online travel companies, thanks in part to its smartphone applications that travelers found helpful. Amazon.com’s shares rose during the second half of the year as investors anticipated a strong holiday shopping season. The company’s cloud computing and storage market also grew.

Prudent stock selection among Information Technology companies also contributed to relative results. Google benefited from the popularity of smartphones running its Android operating system, as well as increased advertising sales volume from both traditional and mobile markets. Global payment networks MasterCard and Visa both took advantage of better cost controls and also saw increased consumer credit card use outside the U.S.

Telecommunication Services stock selection and an overweight to the sector detracted from relative returns. Rising interest rates had a negative impact on Real Estate Investment Trusts and tower companies like Crown Castle International, as investors found securities with lower risk profiles but comparable yields.

Weaker stock selection in the Industrials sector also weighed on relative performance. Fastenal suffered from weakness in the construction and mining markets, which make up a large portion of the company’s customer base. Construction recovery has been slow, and weakened commodity prices led to a decline in mining activity. Shares of Roper Industries were up over the year, and the firm generated robust free cash flow, but weaker sales in the company’s energy division caused it to lag the broader Industrials sector.

The Portfolio ended the period with overweights to Telecommunication Services, Energy, and Consumer Discretionary stocks relative to the benchmark. The Portfolio’s positioning in Industrials and Financials were roughly in line with the benchmark. The Portfolio was underweight to the Information Technology, Consumer Staples, Utilities, Materials, and Health Care sectors.

P. Robert Bartolo

Portfolio Manager

T. Rowe Price Associates, Inc.

Effective January 21, 2014, Joseph B. Fath assumed Portfolio Management responsibilities from P. Robert Bartolo for this Portfolio.

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-1

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

A $10,000 INVESTMENT COMPARED TO THE RUSSELL 1000 GROWTH INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year
T. Rowe Price Large Cap Growth Portfolio
Class A		39.16		22.41		8.77
Class B		38.77		22.09		8.50
Class E		38.87		22.22		8.61
Russell 1000 Growth Index		33.48		20.39		7.83

¹ The Russell 1000 Growth Index is an unmanaged measure of performance of the largest capitalized U.S. companies, within the Russell 1000 companies, that have higher price-to-book ratios and forecasted growth values.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
Google, Inc. - Class A		6.2
Amazon.com, Inc.		5.3
MasterCard, Inc. - Class A		3.0
priceline.com, Inc.		3.0
Apple, Inc.		2.9
Visa, Inc. - Class A		2.8
Gilead Sciences, Inc.		2.8
Crown Castle International Corp.		2.3
Danaher Corp.		2.2
Precision Castparts Corp.		2.2

Top Sectors

	% of Market Value of Total Long-Term Investments
Consumer Discretionary		27.7
Information Technology		26.7
Industrials		12.5
Health Care		11.8
Financials		5.6
Energy		4.8
Consumer Staples		4.2
Materials		3.5
Telecommunication Services		3.2

MSF-2

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

T. Rowe Price Large Cap Growth Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.58	%	$	1,000.00	$	1,251.10	$	3.29
	Hypothetical*		0.58	%	$	1,000.00	$	1,022.28	$	2.96
Class B(a)	Actual		0.83	%	$	1,000.00	$	1,249.10	$	4.71
	Hypothetical*		0.83	%	$	1,000.00	$	1,021.02	$	4.23
Class E(a)	Actual		0.73	%	$	1,000.00	$	1,250.00	$	4.14
	Hypothetical*		0.73	%	$	1,000.00	$	1,021.53	$	3.72

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 6 of the Notes to Financial Statements.

MSF-3

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—98.9% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—3.8%
Boeing Co. (The)		309,000	$	42,175,410
Precision Castparts Corp.		217,080		58,459,644
				100,635,054
Air Freight & Logistics—0.7%
United Parcel Service, Inc. - Class B		182,800		19,208,624
Airlines—0.7%
Delta Air Lines, Inc.		321,100		8,820,617
United Continental Holdings, Inc. (a)		289,200		10,940,436
				19,761,053
Automobiles—0.8%
Harley-Davidson, Inc.		151,400		10,482,936
Tesla Motors, Inc. (a) (b)		69,490		10,449,906
				20,932,842
Beverages—0.8%
Monster Beverage Corp. (a)		124,700		8,450,919
PepsiCo, Inc.		147,800		12,258,532
				20,709,451
Biotechnology—7.7%
Alexion Pharmaceuticals, Inc. (a)		119,540		15,905,992
Biogen Idec, Inc. (a)		169,990		47,554,703
Celgene Corp. (a)		171,217		28,928,824
Gilead Sciences, Inc. (a)		983,000		73,872,450
Incyte Corp., Ltd. (a)		167,900		8,500,777
Pharmacyclics, Inc. (a)		84,800		8,970,144
Regeneron Pharmaceuticals, Inc. (a)		43,550		11,986,702
Vertex Pharmaceuticals, Inc. (a)		115,300		8,566,790
				204,286,382
Capital Markets—2.2%
Affiliated Managers Group, Inc. (a)		44,800		9,716,224
BlackRock, Inc.		44,400		14,051,268
Franklin Resources, Inc.		165,300		9,542,769
Invesco, Ltd.		380,088		13,835,203
TD Ameritrade Holding Corp.		385,500		11,811,720
				58,957,184
Chemicals—3.2%
Ecolab, Inc.		264,600		27,589,842
FMC Corp.		127,000		9,583,420
Praxair, Inc.		167,550		21,786,527
Sherwin-Williams Co. (The)		139,120		25,528,520
				84,488,309
Communications Equipment—1.5%
Juniper Networks, Inc. (a)		329,500		7,436,815
QUALCOMM, Inc.		454,200		33,724,350
				41,161,165
Computers & Peripherals—2.9%
Apple, Inc.		136,120	$	76,378,293
Construction Materials—0.3%
Martin Marietta Materials, Inc. (b)		70,300		7,025,782
Consumer Finance—1.1%
American Express Co.		314,700		28,552,731
Diversified Financial Services—0.4%
IntercontinentalExchange Group, Inc.		45,520		10,238,358
Electrical Equipment—1.0%
Roper Industries, Inc.		189,040		26,216,067
Energy Equipment & Services—0.9%
FMC Technologies, Inc. (a)		196,300		10,248,823
Schlumberger, Ltd.		153,200		13,804,852
				24,053,675
Food & Staples Retailing—2.6%
Costco Wholesale Corp.		150,000		17,851,500
CVS Caremark Corp.		389,900		27,905,143
Whole Foods Market, Inc.		400,500		23,160,915
				68,917,558
Food Products—0.5%
Green Mountain Coffee Roasters, Inc. (a) (b)		79,000		5,970,820
Nestle S.A.		116,458		8,548,943
				14,519,763
Health Care Equipment & Supplies—0.7%
IDEXX Laboratories, Inc. (a) (b)		113,100		12,030,447
Stryker Corp.		93,700		7,040,618
				19,071,065
Health Care Providers & Services—2.1%
McKesson Corp.		282,800		45,643,920
UnitedHealth Group, Inc.		143,400		10,798,020
				56,441,940
Hotels, Restaurants & Leisure—6.6%
Carnival plc		291,944		12,056,032
Chipotle Mexican Grill, Inc. (a)		59,600		31,753,688
Las Vegas Sands Corp.		415,600		32,778,372
Marriott International, Inc. - Class A		175,560		8,665,642
MGM Resorts International (a)		648,100		15,243,312
Starbucks Corp.		591,300		46,352,007
Starwood Hotels & Resorts Worldwide, Inc.		229,900		18,265,555
Wynn Macau, Ltd.		2,690,000		12,316,058
				177,430,666
Household Durables—0.8%
D.R. Horton, Inc. (b)		453,200		10,115,424
Lennar Corp. - Class A (b)		258,000		10,206,480
				20,321,904

See accompanying notes to financial statements.

MSF-4

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Household Products—0.3%
Procter & Gamble Co. (The)		93,100	$	7,579,271
Industrial Conglomerates—2.2%
Danaher Corp.		774,700		59,806,840
Internet & Catalog Retail—10.1%
Amazon.com, Inc. (a)		354,505		141,373,049
Ctrip.com International, Ltd. (ADR) (a)		221,001		10,966,070
Netflix, Inc. (a)		67,600		24,888,292
priceline.com, Inc. (a)		68,640		79,787,136
TripAdvisor, Inc. (a)		153,800		12,739,254
				269,753,801
Internet Software & Services—11.3%
Akamai Technologies, Inc. (a)		168,600		7,954,548
Baidu, Inc. (ADR) (a)		173,390		30,842,613
eBay, Inc. (a)		596,000		32,714,440
Facebook, Inc. - Class A (a)		278,000		15,195,480
Google, Inc. - Class A (a)		146,970		164,710,749
LinkedIn Corp. - Class A (a)		84,820		18,391,520
NAVER Corp.		22,399		15,436,450
Tencent Holdings, Ltd.		139,577		8,956,904
Twitter, Inc. (Private Placement) (a) (c)		53,577		3,125,995
Twitter, Inc. (a) (b)		54,700		3,481,655
				300,810,354
IT Services—7.6%
Alliance Data Systems Corp. (a) (b)		42,570		11,192,930
Cognizant Technology Solutions Corp. - Class A (a)		233,500		23,578,830
Fiserv, Inc. (a)		184,200		10,877,010
MasterCard, Inc. - Class A		97,100		81,123,166
Visa, Inc. - Class A		339,730		75,651,076
				202,423,012
Machinery—0.7%
Flowserve Corp.		117,700		9,278,291
Wabtec Corp.		113,600		8,437,072
				17,715,363
Media—2.0%
Charter Communications, Inc. - Class A (a)		56,600		7,740,616
Discovery Communications, Inc. - Class C (a)		149,500		12,537,070
Twenty-First Century Fox, Inc. - Class A		454,400		15,985,792
Walt Disney Co. (The)		219,446		16,765,674
				53,029,152
Multiline Retail—0.3%
Dollar Tree, Inc. (a)		126,800		7,154,056
Oil, Gas & Consumable Fuels—3.9%
Antero Resources Corp. (a)		31,600		2,004,704
Cabot Oil & Gas Corp.		419,900		16,275,324
Concho Resources, Inc. (a)		111,400		12,031,200
EOG Resources, Inc.		72,370		12,146,581
EQT Corp.		130,500		11,716,290
Oil, Gas & Consumable Fuels—(Continued)
Pioneer Natural Resources Co.		153,060		28,173,754
Range Resources Corp.		249,500		21,035,345
				103,383,198
Pharmaceuticals—1.2%
Novo Nordisk A/S - Class B		38,548		7,101,750
Valeant Pharmaceuticals International, Inc. (a)		204,400		23,996,560
				31,098,310
Real Estate Investment Trusts—1.8%
American Tower Corp.		618,900		49,400,598
Road & Rail—2.0%
J.B. Hunt Transport Services, Inc.		104,200		8,054,660
Kansas City Southern		252,200		31,229,926
Union Pacific Corp.		79,790		13,404,720
				52,689,306
Software—2.9%
Concur Technologies, Inc. (a) (b)		76,300		7,872,634
NetSuite, Inc. (a)		68,200		7,025,964
Red Hat, Inc. (a)		207,600		11,633,904
Salesforce.com, Inc. (a)		546,360		30,153,608
ServiceNow, Inc. (a) (b)		235,900		13,212,759
Workday, Inc. - Class A (a)		99,300		8,257,788
				78,156,657
Specialty Retail—5.4%
AutoZone, Inc. (a)		47,340		22,625,680
CarMax, Inc. (a)		330,200		15,526,004
Home Depot, Inc. (The)		607,200		49,996,848
Lowe’s Cos., Inc.		468,900		23,233,995
Ross Stores, Inc.		170,100		12,745,593
Tractor Supply Co.		247,600		19,208,808
				143,336,928
Textiles, Apparel & Luxury Goods—1.5%
Lululemon Athletica, Inc. (a) (b)		29,488		1,740,677
NIKE, Inc. - Class B		185,500		14,587,720
Prada S.p.A.		891,300		7,918,564
Under Armour, Inc. - Class A (a) (b)		183,800		16,045,740
				40,292,701
Trading Companies & Distributors—1.2%
Fastenal Co. (b)		562,000		26,700,620
WW Grainger, Inc.		24,600		6,283,332
				32,983,952
Wireless Telecommunication Services—3.2%
Crown Castle International Corp. (a)		833,578		61,209,633
SBA Communications Corp. - Class A (a)		130,000		11,679,200
SoftBank Corp.		144,000		12,623,415
				85,512,248
Total Common Stocks (Cost $1,808,822,309)				2,634,433,613

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

Convertible Preferred Stocks—0.2%

Security Description	Shares		Value
Internet Software & Services—0.2%
Living Social, Inc. - Class F (a) (c) (d)		101,591	$	64,002
Twitter, Inc. - Series A (a) (c)		139		8,110
Twitter, Inc. - Series B (a) (c)		2,171		126,669
Twitter, Inc. - Series C (a) (c)		558		32,557
Twitter, Inc. - Series D (a) (c)		20,565		1,199,882
Twitter, Inc. - Series G2 (a) (c)		85,204		4,971,298
Total Convertible Preferred Stocks (Cost $2,529,598)				6,402,518
Short-Term Investments—4.8%
Mutual Funds—4.8%
State Street Navigator Securities Lending MET Portfolio (e)		104,481,451		104,481,451
T. Rowe Price Government Reserve Investment Fund (f)		21,895,777		21,895,777
Total Short-Term Investments (Cost $126,377,228)				126,377,228
Total Investments—103.9% (Cost $1,937,729,135) (g)				2,767,213,359
Other assets and liabilities (net)—(3.9)%				(104,304,848	)
Net Assets—100.0%			$	2,662,908,511

(a) Non-income producing security.

(b) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $102,704,701 and the collateral received consisted of cash in the amount of $104,481,451. The cash collateral is invested in a money market fund managed by an affiliate of the custodian.

(c) Restricted securities are not registered under the Securities Act of 1933 and are subject to legal restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are subsequently registered. Disposal of these securities may involve time-consuming negotiations and prompt sale at an acceptable price may be difficult. As of December 31, 2013, the market value of restricted securities was $9,528,513, which is 0.4% of net assets. See details shown in the Restricted Securities table that follows.

(d) Security was valued in good faith under procedures approved by the Board of Trustees. As of December 31, 2013, these securities represent less than 0.05% of net assets.

(e) Represents investment of cash collateral received from securities lending transactions.

(f) Affiliated Issuer. (See Note 7 of the Notes to Financial Statements for a summary of transactions in securities of affiliated issuers.)

(g) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $1,943,423,187. The aggregate unrealized appreciation and depreciation of investments were $826,217,230 and $(2,427,058), respectively, resulting in net unrealized appreciation of $823,790,172 for federal income tax purposes.

(ADR)— An American Depositary Receipt is a certificate issued by a custodian bank representing the right to receive securities of the foreign issuer described. Trading on exchanges not located in the United States or Canada significantly influences the value of ADRs.

Restricted Securities	Acquisition Date	Shares		Cost		Value
Living Social, Inc. - Class F	11/18/11		101,591	$	781,235	$	64,002
Twitter, Inc. (Private Placement)	09/13/11		53,577		862,247		3,125,995
Twitter, Inc. - Series A	09/13/11		139		2,237		8,110
Twitter, Inc. - Series B	09/13/11		2,171		34,939		126,669
Twitter, Inc. - Series C	09/13/11		558		8,980		32,557
Twitter, Inc. - Series D	09/13/11		20,565		330,965		1,199,882
Twitter, Inc. - Series G2	07/28/11		85,204		1,371,242		4,971,298

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2		Level 3		Total
Common Stocks
Aerospace & Defense	$	100,635,054	$	—	$	—	$	100,635,054
Air Freight & Logistics		19,208,624		—		—		19,208,624
Airlines		19,761,053		—		—		19,761,053
Automobiles		20,932,842		—		—		20,932,842
Beverages		20,709,451		—		—		20,709,451
Biotechnology		204,286,382		—		—		204,286,382
Capital Markets		58,957,184		—		—		58,957,184
Chemicals		84,488,309		—		—		84,488,309
Communications Equipment		41,161,165		—		—		41,161,165
Computers & Peripherals		76,378,293		—		—		76,378,293
Construction Materials		7,025,782		—		—		7,025,782
Consumer Finance		28,552,731		—		—		28,552,731
Diversified Financial Services		10,238,358		—		—		10,238,358
Electrical Equipment		26,216,067		—		—		26,216,067
Energy Equipment & Services		24,053,675		—		—		24,053,675
Food & Staples Retailing		68,917,558		—		—		68,917,558
Food Products		5,970,820		8,548,943		—		14,519,763
Health Care Equipment & Supplies		19,071,065		—		—		19,071,065
Health Care Providers & Services		56,441,940		—		—		56,441,940
Hotels, Restaurants & Leisure		153,058,576		24,372,090		—		177,430,666
Household Durables		20,321,904		—		—		20,321,904
Household Products		7,579,271		—		—		7,579,271
Industrial Conglomerates		59,806,840		—		—		59,806,840
Internet & Catalog Retail		269,753,801		—		—		269,753,801
Internet Software & Services		273,291,005		27,519,349		—		300,810,354
IT Services		202,423,012		—		—		202,423,012
Machinery		17,715,363		—		—		17,715,363
Media		53,029,152		—		—		53,029,152
Multiline Retail		7,154,056		—		—		7,154,056
Oil, Gas & Consumable Fuels		103,383,198		—		—		103,383,198
Pharmaceuticals		23,996,560		7,101,750		—		31,098,310
Real Estate Investment Trusts		49,400,598		—		—		49,400,598
Road & Rail		52,689,306		—		—		52,689,306
Software		78,156,657		—		—		78,156,657
Specialty Retail		143,336,928		—		—		143,336,928
Textiles, Apparel & Luxury Goods		32,374,137		7,918,564		—		40,292,701
Trading Companies & Distributors		32,983,952		—		—		32,983,952
Wireless Telecommunication Services		72,888,833		12,623,415		—		85,512,248
Total Common Stocks		2,546,349,502		88,084,111		—		2,634,433,613

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy—(Continued)

Description	Level 1		Level 2			Level 3		Total
Convertible Preferred Stocks
Internet Software & Services	$	—	$	6,338,516		$	64,002	$	6,402,518
Total Short-Term Investments*		126,377,228		—			—		126,377,228
Total Investments	$	2,672,726,730	$	94,422,627		$	64,002	$	2,767,213,359
Collateral for Securities Loaned (Liability)	$	—	$	(104,481,451	)	$	—	$	(104,481,451	)

* See Schedule of Investments for additional detailed categorizations.

Following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:

Investments in Securities	Balance as of December 31, 2012		Change in Unrealized Appreciation			Transfers out of Level 3			Balance as of December 31, 2013		Change in Unrealized Depreciation from investments still held at December 31, 2013
Common Stocks
Internet Software & Services	$	682,571	$	—		$	(682,571	)	$	—	$	—
Convertible Preferred Stocks
Internet Software & Services		1,564,867		(116,830	)		(1,384,035	)		64,002		(116,830	)
Total	$	2,247,438	$	(116,830	)	$	(2,066,606	)	$	64,002	$	(116,830	)

Transfers out of level 3 were due to the initial public offering of the securities, which resulted in the trading of the securities on a recognized exchange and the availability of quoted prices in an active market.

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	2,745,317,582
Affiliated investments at value (c)		21,895,777
Receivable for:
Investments sold		1,687,121
Fund shares sold		932,502
Dividends		773,925
Dividends on affiliated investments		1,091
Prepaid expenses		5,591
Total Assets		2,770,613,589
Liabilities
Collateral for securities loaned		104,481,451
Payables for:
Fund shares redeemed		1,634,485
Accrued Expenses:
Management fees		1,229,331
Distribution and service fees		132,385
Deferred trustees’ fees		89,792
Other expenses		137,634
Total Liabilities		107,705,078
Net Assets	$	2,662,908,511
Net Assets Consist of:
Paid in surplus	$	1,657,020,059
Undistributed net investment income		1,312,255
Accumulated net realized gain		175,089,950
Unrealized appreciation on investments and foreign currency transactions		829,486,247
Net Assets	$	2,662,908,511
Net Assets
Class A	$	2,007,786,418
Class B		614,983,652
Class E		40,138,441
Capital Shares Outstanding*
Class A		81,924,706
Class B		25,285,705
Class E		1,644,782
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	24.51
Class B		24.32
Class E		24.40

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments, excluding affiliated investments, was $1,915,833,358.

(b) Includes securities loaned at value of $102,704,701.

(c) Identified cost of affiliated investments was $21,895,777.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	14,482,960
Dividends from affiliated investments		10,965
Interest		200,604
Securities lending income		305,932
Total investment income		15,000,461
Expenses
Management fees		12,581,606
Administration fees		39,163
Custodian and accounting fees		241,846
Distribution and service fees—Class B		1,099,227
Distribution and service fees—Class E		46,949
Audit and tax services		46,916
Legal		34,551
Trustees’ fees and expenses		36,571
Shareholder reporting		92,245
Insurance		10,328
Miscellaneous		24,860
Total expenses		14,254,262
Less management fee waiver		(900,322	)
Less broker commission recapture		(19,904	)
Net expenses		13,334,036
Net Investment Income		1,666,425
Net Realized and Unrealized Gain
Net realized gain (loss) on:
Investments		204,083,070
Futures contracts		181,297
Foreign currency transactions		(145,507	)
Net realized gain		204,118,860
Net change in unrealized appreciation (depreciation) on:
Investments		502,907,265
Foreign currency transactions		(5,638	)
Net change in unrealized appreciation		502,901,627
Net realized and unrealized gain		707,020,487
Net Increase in Net Assets From Operations	$	708,686,912

(a) Net of foreign withholding taxes of $124,193.

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	1,666,425		$	5,007,274
Net realized gain		204,118,860			62,349,670
Net change in unrealized appreciation		502,901,627			159,405,934
Increase in net assets from operations		708,686,912			226,762,878
From Distributions to Shareholders
Net investment income
Class A		(4,787,873	)		(1,285,777	)
Class B		(183,240	)		0
Class E		(27,947	)		0
Total distributions		(4,999,060	)		(1,285,777	)
Increase in net assets from capital share transactions		397,860,785			149,290,771
Total increase in net assets		1,101,548,637			374,767,872
Net Assets
Beginning of period		1,561,359,874			1,186,592,002
End of period	$	2,662,908,511		$	1,561,359,874
Undistributed net investment income
End of period	$	1,312,255		$	4,850,589

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		14,211,647		$	301,716,419			20,530,028		$	356,561,006
Shares issued through acquisition		2,897,854			55,320,025			0			0
Reinvestments		258,385			4,787,873			73,768			1,285,777
Redemptions		(10,632,918	)		(222,768,817	)		(10,717,684	)		(185,967,868	)
Net increase		6,734,968		$	139,055,500			9,886,112		$	171,878,915
Class B
Sales		4,928,278		$	103,138,441			1,548,345		$	26,198,068
Shares issued through acquisition		13,508,986			256,400,558			0			0
Reinvestments		9,948			183,240			0			0
Redemptions		(5,459,206	)		(113,287,739	)		(2,753,475	)		(46,699,769	)
Net increase (decrease)		12,988,006		$	246,434,500			(1,205,130	)	$	(20,501,701	)
Class E
Sales		608,820		$	11,780,542			131,984		$	2,247,119
Shares issued through acquisition		826,063			15,719,980			0			0
Reinvestments		1,513			27,947			0			0
Redemptions		(747,881	)		(15,157,684	)		(254,781	)		(4,333,562	)
Net increase (decrease)		688,515		$	12,370,785			(122,797	)	$	(2,086,443	)
Increase derived from capital shares transactions				$	397,860,785					$	149,290,771

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	17.67		$	14.87		$	15.05		$	12.89		$	9.05
Income (Loss) from Investment Operations
Net investment income (a)		0.03			0.07			0.03			0.02	��		0.04
Net realized and unrealized gain (loss) on investments		6.87			2.75			(0.20	)		2.18			3.87
Total from investment operations		6.90			2.82			(0.17	)		2.20			3.91
Less Distributions
Distributions from net investment income		(0.06	)		(0.02	)		(0.01	)		(0.04	)		(0.07	)
Total distributions		(0.06	)		(0.02	)		(0.01	)		(0.04	)		(0.07	)
Net Asset Value, End of Period	$	24.51		$	17.67		$	14.87		$	15.05		$	12.89
Total Return (%) (b)		39.16			18.97			(1.12	)		17.05			43.44
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.63			0.64			0.64			0.64			0.67
Net ratio of expenses to average net assets (%) (c) (d)		0.58			0.60			0.60			0.62			0.65
Ratio of net investment income to average net assets (%)		0.14			0.43			0.18			0.15			0.35
Portfolio turnover rate (%)		41			38			33			42			55
Net assets, end of period (in millions)	$	2,007.8		$	1,328.9		$	971.1		$	639.7		$	570.4

	Class B
	Year Ended December 31,
	2013			2012		2011			2010			2009
Net Asset Value, Beginning of Period	$	17.54		$	14.78	$	14.98		$	12.84		$	9.01
Income (Loss) from Investment Operations
Net investment income (loss) (a)		(0.03	)		0.02		(0.01	)		(0.01	)		0.01
Net realized and unrealized gain (loss) on investments		6.83			2.74		(0.19	)		2.16			3.86
Total from investment operations		6.80			2.76		(0.20	)		2.15			3.87
Less Distributions
Distributions from net investment income		(0.02	)		0.00		0.00			(0.01	)		(0.04	)
Total distributions		(0.02	)		0.00		0.00			(0.01	)		(0.04	)
Net Asset Value, End of Period	$	24.32		$	17.54	$	14.78		$	14.98		$	12.84
Total Return (%) (b)		38.77			18.67		(1.34	)		16.74			43.03
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.88			0.89		0.89			0.89			0.92
Net ratio of expenses to average net assets (%) (c) (d)		0.83			0.85		0.85			0.87			0.90
Ratio of net investment income (loss) to average net assets (%)		(0.12	)		0.12		(0.09	)		(0.10	)		0.11
Portfolio turnover rate (%)		41			38		33			42			55
Net assets, end of period (in millions)	$	615.0		$	215.7	$	199.5		$	231.7		$	223.5

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012		2011			2010			2009
Net Asset Value, Beginning of Period	$	17.60		$	14.81	$	15.00		$	12.85		$	9.02
Income (Loss) from Investment Operations
Net investment income (loss) (a)		(0.01	)		0.04		0.00	(e)		(0.00	)(e)		0.02
Net realized and unrealized gain (loss) on investments		6.84			2.75		(0.19	)		2.17			3.86
Total from investment operations		6.83			2.79		(0.19	)		2.17			3.88
Less Distributions
Distributions from net investment income		(0.03	)		0.00		0.00			(0.02	)		(0.05	)
Total distributions		(0.03	)		0.00		0.00			(0.02	)		(0.05	)
Net Asset Value, End of Period	$	24.40		$	17.60	$	14.81		$	15.00		$	12.85
Total Return (%) (b)		38.87			18.84		(1.27	)		16.89			43.17
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.78			0.79		0.79			0.79			0.82
Net ratio of expenses to average net assets (%) (c) (d)		0.73			0.75		0.75			0.77			0.80
Ratio of net investment income (loss) to average net assets (%)		(0.03	)		0.22		0.01			(0.01	)		0.21
Portfolio turnover rate (%)		41			38		33			42			55
Net assets, end of period (in millions)	$	40.1		$	16.8	$	16.0		$	20.6		$	20.4

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

(d) The effect of the voluntary portion of the waiver on average net assets was 0.02%, 0.02%, 0.03%, 0.03%, and 0.03% for the years 2009 through 2013 respectively. See Note 6 for details.

(e) Net investment income (loss) was less than $0.01.

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is T. Rowe Price Large Cap Growth Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers three classes of shares: Class A, B, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-13

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-14

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to foreign currency transactions, tax basis merger adjustments and broker commission recapture reclasses. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Directed Brokerage Agreement - The Trust has entered into a directed brokerage arrangement with State Street Global Markets (“SSGM”). Under this arrangement, the Portfolio directs certain trades to SSGM in return for a recapture credit. SSGM issues a cash rebate to the Portfolio. Amounts paid to the Portfolio are shown separately as broker commission recapture on the Statement of Operations of the Portfolio. Additionally, these amounts have been excluded from the calculation of the net ratio of expenses to average net assets presented in the Financial Highlights for each share class.

3. Investments in Derivative Instruments

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures

MSF-15

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

During the year ended December 31, 2013, the Portfolio entered into equity index futures contracts which were subject to equity price risk. During the period October 31, 2013 through November 1, 2013, the Portfolio had bought and sold $112,495,141 in equity index futures contracts. At December 31, 2013, the Portfolio did not have any open futures contracts. For the year ended December 31, 2013, the Portfolio had realized gains in the amount of $181,297 which are shown under Net realized gain on futures contracts in the Statement of Operations.

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Collateral requirements may differ by type of derivative or investment, as applicable. Collateral or margin requirements are set by the broker or exchange clearing house for exchange traded derivatives (e.g., futures contracts and exchange traded options) while collateral terms are contract specific for over-the-counter traded derivatives (e.g., forward foreign currency exchange contracts, swap agreements and over-the-counter options).

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

Customer Account Agreements and related addendums govern cleared derivatives transactions such as futures, options on futures, and cleared OTC derivatives. Cleared derivative transactions require posting of initial margin as determined by each relevant clearing agency which is segregated at a broker account registered with the Commodities Futures Trading Commission (CFTC), or the applicable regulator. In the U.S., counterparty risk is significantly reduced as creditors of the futures broker do not have claim to Portfolio assets in the segregated account. Additionally, portability of exposure in the event of default further reduces risk to the Portfolio. Variation margin, or changes in market value, are exchanged daily, but may not be netted between futures and cleared OTC derivatives.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

MSF-16

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases				Sales
U.S. Government		Non U.S. Government		U.S. Government		Non U.S. Government
$	0	$	933,313,364	$	0	$	850,329,384

The Portfolio engaged in security transactions with other accounts managed by T. Rowe Price Associates, Inc. that amounted to $153,843 in purchases of investments and $1,734,929 in sales of investments, which is included above.

During the year ended December 31, 2013, the Portfolio engaged in security transactions with other affiliated portfolios. These amounted to $80,447,177 in purchases of investments, which are included above.

With respect to the Portfolio’s merger with RCM Technology Portfolio (see Note 10) on April 26, 2013, the Portfolio acquired long-term securities with a cost of $302,620,180 that are not included in the above non-U.S. Government purchases value.

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the following annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31,  2013	% per annum			Average daily net assets
$12,581,606		0.650	%	Of the first $50 million
		0.600	%	On amounts in excess of $50 million

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. T. Rowe Price Associates, Inc. (“T. Rowe Price”) is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows provided the Portfolio’s assets exceed $1 billion:

% per annum	Average daily net assets
0.030%	On the first $50 million
0.010%	On amounts between $100 million and $1.5 billion
0.025%	On amounts in excess of $1.5 billion

If the Portfolio’s average daily net assets fall below $1 billion, the per annum fee reduction would be 0.015% on the first $50 million.

An identical expense agreement was in place for the period April 30, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 amounted to $303,168 and are included in the total amounts shown as management fee waivers in the Statement of Operations.

Effective February 17, 2005, T. Rowe Price agreed to a voluntary subadvisory fee waiver that applies if (i) assets under management by T. Rowe Price for the Trust and Met Investors Series Trust (“MIST”), an affiliate of the Trust, in the aggregate, exceed $750,000,000, (ii) T. Rowe Price subadvises three or more portfolios of the Trust and MIST in the aggregate, and (iii) at least one of those portfolios is a large cap domestic equity portfolio.

If the aforementioned conditions are met, T. Rowe Price will waive its subadvisory fee paid by MetLife Advisers by 5% for combined Trust and MIST average daily net assets over $750,000,000, 7.5% for the next $1,500,000,000 of combined assets, and 10% for amounts over $3,000,000,000. Any amounts waived pursuant to this subadvisory fee waiver will be allocated with respect to the Trust and MIST portfolios in proportion to such portfolios’ net assets. MetLife Advisers has voluntarily agreed to reduce its advisory fee for the Portfolio by the amount waived (if any) by T. Rowe Price for the Portfolio pursuant to this voluntary subadvisory fee waiver. Because these fee waivers are voluntary, and not contractual, they may be discontinued by T. Rowe Price and MetLife Advisers at any time. Amounts voluntarily waived by MetLife Advisers for the year ended December 31, 2013 amounted to $597,154 and are included in the total amounts shown as management fee waivers in the Statement of Operations.

MSF-17

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B and E Shares. Under the Distribution and Service Plan, the Class B and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Transactions in Securities of Affiliated Issuers

A summary of the Portfolio’s transactions in the securities of affiliated issuers during the year ended December 31, 2013 is as follows:

Security Description	Number of shares held at December 31, 2012		Shares purchased		Shares sold			Number of shares held at December 31, 2013		Realized Gain/(Loss) on shares sold		Income for the year ended December 31, 2013
T. Rowe Price Government Reserve Investment Fund		27,902,755		792,495,287		(798,502,265	)		21,895,777	$	0	$	10,965

8. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

9. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$4,999,060	$	1,285,777	$	—	$	—	$	4,999,060	$	1,285,777

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Total
$1,402,047	$	180,784,002	$	823,792,195	$	—	$	1,005,978,244

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

MSF-18

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

As of December 31, 2013, the Portfolio had no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

During the year ended December 31, 2013, the Portfolio utilized capital loss carryforwards of $23,615,896.

10. Acquisition

At the close of business on April 26, 2013, the Portfolio, with aggregate Class A, Class B and Class E net assets of $1,526,495,286, $231,435,766 and $17,215,784, respectively, acquired all of the assets and liabilities of RCM Technology Portfolio of the Met Investors Series Trust (“RCM Technology”).

The acquisition was accomplished by a tax-free exchange of 2,897,854 Class A shares of the Portfolio (valued at $55,320,025) for 13,535,094 Class A shares of RCM Technology; 13,508,986 Class B shares of the Portfolio (valued at $256,400,558) for 65,404,490 of Class B shares of RCM Technology; and 826,063 Class E shares of the Portfolio (valued at $15,719,980) for 3,941,164 of Class E shares of RCM Technology. Each shareholder of RCM Technology received shares of the Portfolio with the same class designation and at the respective Class NAV, as determined at the close of business on April 26, 2013. The transaction was part of a restructuring designed to eliminate the offering of overlapping Portfolios in the MetLife, Inc. families of funds with similar investment objectives and similar investment strategies that serve as funding vehicles for insurance contracts that are offered by affiliates of MetLife. Some of the investments held by RCM Technology may have been purchased or sold prior to the acquisition for the purpose of complying with the anticipated investment policies or limitations of the Portfolio after the acquisition. If such purchases or sales occurred, the transaction costs were borne by RCM Technology. All other costs associated with the merger were not borne by the shareholders of either portfolio.

RCM Technology’s net assets on April 26, 2013, were $55,320,025, $256,400,558 and $15,719,980 for Class A, Class B and Class E shares, respectively, including investments valued at $327,542,456 with a cost basis of $314,461,180. For financial reporting purposes, assets received, liabilities assumed and shares issued by the Portfolio were recorded at fair value; however, the cost basis of the investments received by the Portfolio from RCM Technology were carried forward to align ongoing reporting of the Portfolio’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes.

The aggregate net assets of the Portfolio immediately after the acquisition were $2,102,587,399, which included $13,079,428 of acquired unrealized appreciation on investments and foreign currency transactions.

Assuming the acquisition had been completed on January 1, 2013, the Portfolio’s pro-forma results of operations for the year ended December 31, 2013 are as follows:

Net Investment income	$	2,217,513	(a)
Net realized and unrealized gain on investments and foreign currency transactions	$	723,537,821	(b)
Net increase in net assets from operations	$	725,755,334

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of RCM Technology that have been included in the Portfolio’s Statement of Operations since April 26, 2013.

(a) $1,666,425 net investment income as reported plus $202,254 from RCM Technology pre-merger net investment income, plus $350,357 in lower advisory fees, minus $1,523 of pro-forma additional other expenses.

(b) $829,486,247 Unrealized appreciation as reported minus $336,326,710 pro-forma December 31, 2012 Unrealized depreciation, plus $204,118,860 Net realized gain as reported, plus $26,259,424 in Net Realized gain from RCM Technology pre-merger.

MSF-19

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of T. Rowe Price Large Cap Growth Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of T. Rowe Price Large Cap Growth Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the T. Rowe Price Large Cap Growth Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 26, 2014

MSF-20

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.

MSF-21

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-22

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the T. Rowe Price Large Cap Growth Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-23

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the T. Rowe Price Large Cap Growth Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the three- and five-year periods ended June 30, 2013. The Board also considered that the Portfolio outperformed the median of its Performance Universe for the one-year period ended June 30, 2013 but underperformed its Lipper Index for that same period. The Board also considered that the Portfolio outperformed its benchmark, the Russell 1000 Growth Index, for the one-, three- and five-year periods ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board

MSF-24

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the T. Rowe Price Large Cap Growth Portfolio, the Board considered that the Portfolio’s actual management fees and total expenses (exclusive of 12b-1 fees) were below the median of the Expense Group, Expense Universe and Sub-advised Expense Universe. The Board further noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also noted that the Portfolio’s contractual sub-advisory fees were above the average of the Sub-advised Expense Group and the Sub-advised Expense Universe at the Portfolio’s current size. The Board further noted that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the T. Rowe Price Large Cap Growth Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contain breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

MSF-25

Metropolitan Series Fund

T. Rowe Price Large Cap Growth Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-26

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Managed by T. Rowe Price Associates, Inc.

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, and E shares of the T. Rowe Price Small Cap Growth Portfolio returned 44.55%, 44.17%, and 44.32%, respectively. The Portfolio’s benchmark, the MSCI U.S. Small Cap Growth Index¹, returned 44.50%.

MARKET ENVIRONMENT / CONDITIONS

Major U.S. stock markets generated excellent returns in 2013. Early on, decent employment gains and the Federal Reserve’s the “Fed” quantitative easing program helped to offset concerns about federal tax increases and automatic spending cuts. Equities fell in May after the Fed indicated that it could begin slowing monthly asset purchases, but rallied in September after the slowdown was put on hold. Stocks weakened in October amid political turmoil, but stocks climbed after a temporary solution was reached. Investors welcomed the Fed’s mid-December announcement that it would reduce asset purchases and also keep short-term interest rates low. Small-cap stocks posted the biggest annual gains, followed by mid- and large-caps. As measured by various Russell indexes, growth stocks outperformed value stocks across all market capitalizations.

PORTFOLIO REVIEW / PERIOD-END POSITIONING

The Portfolio turned in double-digit positive absolute returns for the year and outpaced its benchmark. Stock selection was the cause of the relative outperformance, while sector allocations were slightly negative. Stock choices were especially effective in the Financials, Consumer Staples, and Materials sectors. Adverse stock selection in the Consumer Discretionary and Information Technology arenas detracted from relative results.

Among Financials holdings, Altisource Portfolio Solutions and Altisource Asset Management performed well. Altisource Portfolio Solutions spun off Altisource Asset Management in late 2012. Both companies focus in real estate and reported solid earnings for the year.

Prudent stock selection in the Consumer Staples sector boosted relative returns. Nu Skin Enterprises develops and distributes anti-aging products and nutritional supplements. Increased demand for beauty products from China and the successful launch of a new weight loss product pushed revenue and earnings higher. Multi-level marketing nutrition company Herbalife also performed well.

Materials names rounded out significant relative contributors for the Portfolio. Paper container and packaging product manufacturer KapStone Paper and Packaging was successful in integrating a strategic acquisition, and earnings were solid.

In the Consumer Discretionary realm, multi-channel retailer HSN struggled. Higher shipping and handling costs exacerbated slowed sales when consumers took longer than anticipated to adjust to the company’s redeveloped website. Macroeconomic pressures also weighed on the stock during the third quarter.

Information Technology holdings also hampered relative results. TIBCO Software provides infrastructure software that enables real-time movement of data between applications. Increased competition hurt the company as price-sensitive customers looked elsewhere. The firm lowered quarterly guidance late in the year, creating a hurdle for the stock price.

The Portfolio ended the year with an overweight to the Financials, Health Care, and Industrials sectors. Portfolio holdings among Consumer Staples, Telecommunication Services, Materials, and Consumer Discretionary stocks were roughly in line with the benchmark. The Portfolio was underweight the benchmark in the Energy, Utilities, and Information Technology sectors.

Sudhir Nanda

Portfolio Manager

T. Rowe Price Associates, Inc.

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-1

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

A $10,000 INVESTMENT COMPARED TO THE MSCI U.S. SMALL CAP GROWTH INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year
T. Rowe Price Small Cap Growth Portfolio
Class A		44.55		26.22		11.15
Class B		44.17		25.91		10.89
Class E		44.32		26.03		10.99
MSCI U.S. Small Cap Growth Index		44.50		25.43		11.17

¹ The MSCI U.S. Small Cap Growth Index represents the growth companies of the MSCI U.S. Small Cap 1750 Index. (The MSCI U.S. Small Cap 1750 Index represents the universe of small capitalization companies in the U.S. equity market).

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
3D Systems Corp.		1.0
Middleby Corp. (The)		1.0
Tyler Technologies, Inc.		1.0
Polaris Industries, Inc.		0.9
Nu Skin Enterprises, Inc - Class A		0.9
Incyte Corp., Ltd.		0.9
MAXIMUS, Inc.		0.9
Wabtec Corp.		0.8
Ultimate Software Group, Inc.		0.8
Boston Beer Co., Inc. (The) - Class A		0.8

Top Sectors

	% of Market Value of Total Long-Term Investments
Information Technology		23.1
Health Care		19.3
Consumer Discretionary		18.1
Industrials		17.7
Financials		8.2
Energy		5.1
Consumer Staples		4.4
Materials		3.6
Telecommunication Services		0.5

MSF-2

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

T. Rowe Price Small Cap Growth Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.48	%	$	1,000.00	$	1,242.60	$	2.71
	Hypothetical*		0.48	%	$	1,000.00	$	1,022.79	$	2.45
Class B(a)	Actual		0.73	%	$	1,000.00	$	1,240.90	$	4.12
	Hypothetical*		0.73	%	$	1,000.00	$	1,021.53	$	3.72
Class E(a)	Actual		0.63	%	$	1,000.00	$	1,242.10	$	3.56
	Hypothetical*		0.63	%	$	1,000.00	$	1,022.03	$	3.21

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 6 of the Notes to Financial Statements.

MSF-3

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—99.5% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—2.6%
Esterline Technologies Corp. (a)		38,200	$	3,894,872
GenCorp, Inc. (a) (b)		115,200		2,075,904
HEICO Corp. - Class A		112,481		4,737,700
Hexcel Corp. (a)		100,700		4,500,283
Teledyne Technologies, Inc. (a)		59,300		5,447,298
TransDigm Group, Inc.		28,600		4,605,172
Triumph Group, Inc.		49,500		3,765,465
				29,026,694
Air Freight & Logistics—0.1%
HUB Group, Inc. - Class A (a)		35,400		1,411,752
Airlines—0.5%
Allegiant Travel Co.		19,400		2,045,536
Spirit Airlines, Inc. (a)		64,300		2,919,863
				4,965,399
Auto Components—0.5%
Dana Holding Corp.		91,400		1,793,268
Tenneco, Inc. (a)		73,100		4,135,267
				5,928,535
Beverages—0.8%
Boston Beer Co., Inc. (The) - Class A (a) (b)		36,587		8,846,371
Biotechnology—7.0%
ACADIA Pharmaceuticals, Inc. (a) (b)		70,800		1,769,292
Acorda Therapeutics, Inc. (a)		38,300		1,118,360
Aegerion Pharmaceuticals, Inc. (a) (b)		35,400		2,511,984
Alkermes plc (a)		144,900		5,891,634
Alnylam Pharmaceuticals, Inc. (a)		57,800		3,718,274
AMAG Pharmaceuticals, Inc. (a)		35,100		851,877
BioMarin Pharmaceutical, Inc. (a)		77,000		5,410,790
Cepheid, Inc. (a) (b)		79,300		3,704,896
Cubist Pharmaceuticals, Inc. (a) (b)		91,400		6,294,718
Exelixis, Inc. (a) (b)		215,100		1,318,563
Idenix Pharmaceuticals, Inc. (a) (b)		120,300		719,394
Incyte Corp., Ltd. (a) (b)		192,100		9,726,023
InterMune, Inc. (a) (b)		72,400		1,066,452
Isis Pharmaceuticals, Inc. (a) (b)		43,900		1,748,976
Lexicon Pharmaceuticals, Inc. (a) (b)		113,100		203,580
Ligand Pharmaceuticals, Inc. - Class B (a) (b)		25,200		1,325,520
Medivation, Inc. (a)		28,600		1,825,252
Neurocrine Biosciences, Inc. (a) (b)		106,400		993,776
NPS Pharmaceuticals, Inc. (a)		114,400		3,473,184
Opko Health, Inc. (a) (b)		105,500		890,420
Pharmacyclics, Inc. (a)		55,600		5,881,368
Prothena Corp. plc (a) (b)		19,200		509,184
Puma Biotechnology, Inc. (a) (b)		38,000		3,934,140
Seattle Genetics, Inc. (a) (b)		95,600		3,813,484
Sunesis Pharmaceuticals, Inc. (a) (b)		71,700		339,858
Theravance, Inc. (a) (b)		69,100		2,463,415
United Therapeutics Corp. (a) (b)		56,500		6,389,020
				77,893,434

Security Description	Shares		Value
Capital Markets—1.8%
Affiliated Managers Group, Inc. (a)		25,549	$	5,541,067
E*Trade Financial Corp. (a)		196,160		3,852,582
Virtus Investment Partners, Inc. (a)		19,300		3,860,965
Waddell & Reed Financial, Inc. - Class A		107,900		7,026,448
				20,281,062
Chemicals—2.3%
Koppers Holdings, Inc.		22,100		1,011,075
NewMarket Corp. (b)		20,300		6,783,245
Rockwood Holdings, Inc.		80,200		5,767,984
Stepan Co.		65,900		4,325,017
WR Grace & Co. (a)		71,100		7,029,657
				24,916,978
Commercial Banks—1.3%
Signature Bank (a)		52,200		5,607,324
SVB Financial Group (a)		39,100		4,100,026
Texas Capital Bancshares, Inc. (a)		75,300		4,683,660
				14,391,010
Commercial Services & Supplies—1.7%
Clean Harbors, Inc. (a) (b)		55,500		3,327,780
Healthcare Services Group, Inc. (b)		107,300		3,044,101
Rollins, Inc.		107,750		3,263,747
Team, Inc. (a)		55,500		2,349,870
U.S. Ecology, Inc.		62,800		2,335,532
Waste Connections, Inc. (b)		113,900		4,969,457
				19,290,487
Communications Equipment—1.4%
ADTRAN, Inc. (b)		103,900		2,806,339
Aruba Networks, Inc. (a) (b)		152,800		2,735,120
JDS Uniphase Corp. (a)		192,500		2,498,650
Plantronics, Inc.		83,800		3,892,510
Polycom, Inc. (a)		103,286		1,159,902
Riverbed Technology, Inc. (a)		153,767		2,780,107
				15,872,628
Computers & Peripherals—1.3%
3D Systems Corp. (a) (b)		122,900		11,421,097
Stratasys, Ltd. (a)		21,000		2,828,700
				14,249,797
Consumer Finance—0.8%
Portfolio Recovery Associates, Inc. (a)		112,700		5,955,068
World Acceptance Corp. (a) (b)		37,200		3,256,116
				9,211,184
Containers & Packaging—0.4%
Graphic Packaging Holding Co. (a)		250,300		2,402,880
Rock-Tenn Co. - Class A		21,400		2,247,214
				4,650,094

See accompanying notes to financial statements.

MSF-4

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Distributors—0.8%
LKQ Corp. (a)		104,900	$	3,451,210
Pool Corp.		89,200		5,186,088
				8,637,298
Diversified Consumer Services—1.0%
American Public Education, Inc. (a) (b)		46,500		2,021,355
Ascent Capital Group, Inc. - Class A (a)		43,700		3,738,972
Sotheby’s		80,700		4,293,240
Steiner Leisure, Ltd. (a)		19,700		969,043
				11,022,610
Diversified Financial Services—0.9%
CBOE Holdings, Inc.		89,900		4,671,204
MarketAxess Holdings, Inc.		49,100		3,283,317
MSCI, Inc. (a)		15,678		685,442
NewStar Financial, Inc. (a) (b)		87,791		1,560,046
				10,200,009
Diversified Telecommunication Services—0.5%
tw telecom, Inc. (a)		187,100		5,700,937
Electrical Equipment—1.3%
Acuity Brands, Inc. (b)		63,400		6,930,888
Generac Holdings, Inc.		102,900		5,828,256
II-VI, Inc. (a)		75,600		1,330,560
				14,089,704
Electronic Equipment, Instruments & Components—1.7%
Anixter International, Inc.		68,800		6,180,992
Coherent, Inc. (a)		64,200		4,775,838
FARO Technologies, Inc. (a)		18,900		1,101,870
FEI Co.		73,500		6,567,960
Itron, Inc. (a) (b)		12,800		530,304
				19,156,964
Energy Equipment & Services—2.1%
Atwood Oceanics, Inc. (a)		58,400		3,117,976
Core Laboratories NV		24,200		4,620,990
Dawson Geophysical Co. (a)		7,891		266,874
Dril-Quip, Inc. (a)		46,300		5,089,759
Oceaneering International, Inc.		49,100		3,873,008
Oil States International, Inc. (a)		41,700		4,241,724
Superior Energy Services, Inc. (a)		37,519		998,380
Tesco Corp. (a)		41,400		818,892
Unit Corp. (a)		10,500		542,010
				23,569,613
Food & Staples Retailing—1.0%
Rite Aid Corp. (a)		1,000,900		5,064,554
Susser Holdings Corp. (a) (b)		87,800		5,750,022
				10,814,576

Security Description	Shares		Value
Food Products—1.3%
Dean Foods Co. (a)		91,200	$	1,567,728
J&J Snack Foods Corp.		70,900		6,281,031
TreeHouse Foods, Inc. (a)		95,400		6,574,968
				14,423,727
Health Care Equipment & Supplies—3.6%
Align Technology, Inc. (a)		99,300		5,674,995
ArthroCare Corp. (a)		63,900		2,571,336
Cooper Cos., Inc. (The)		37,200		4,606,848
DexCom, Inc. (a)		2,400		84,984
Edwards Lifesciences Corp. (a) (b)		7,800		512,928
HeartWare International, Inc. (a)		14,900		1,400,004
ICU Medical, Inc. (a)		28,500		1,815,735
IDEXX Laboratories, Inc. (a) (b)		41,800		4,446,266
Masimo Corp. (a) (b)		53,700		1,569,651
Meridian Bioscience, Inc. (b)		35,600		944,468
Orthofix International NV (a)		50,400		1,150,128
Sirona Dental Systems, Inc. (a)		86,700		6,086,340
Thoratec Corp. (a)		61,700		2,258,220
Volcano Corp. (a) (b)		61,800		1,350,330
West Pharmaceutical Services, Inc.		100,000		4,906,000
				39,378,233
Health Care Providers & Services—3.6%
Air Methods Corp. (a) (b)		119,000		6,941,270
Bio-Reference Labs, Inc. (a) (b)		58,400		1,491,536
Centene Corp. (a)		65,900		3,884,805
Chemed Corp. (b)		23,100		1,769,922
Corvel Corp. (a)		78,800		3,679,960
HealthSouth Corp.		106,500		3,548,580
MEDNAX, Inc. (a)		85,600		4,569,328
MWI Veterinary Supply, Inc. (a)		30,500		5,202,995
Team Health Holdings, Inc. (a)		128,000		5,830,400
WellCare Health Plans, Inc. (a)		46,500		3,274,530
				40,193,326
Health Care Technology—0.2%
HMS Holdings Corp. (a)		111,300		2,529,849
Hotels, Restaurants & Leisure—3.9%
Bally Technologies, Inc. (a) (b)		59,300		4,652,085
Brinker International, Inc. (b)		95,200		4,411,568
Buffalo Wild Wings, Inc. (a)		9,800		1,442,560
Cheesecake Factory, Inc. (The) (b)		59,200		2,857,584
Choice Hotels International, Inc. (b)		80,800		3,968,088
Denny’s Corp. (a)		580,400		4,173,076
Domino’s Pizza, Inc.		91,100		6,345,115
Red Robin Gourmet Burgers, Inc. (a)		57,300		4,213,842
Six Flags Entertainment Corp. (b)		152,100		5,600,322
Vail Resorts, Inc.		70,300		5,288,669
				42,952,909
Household Durables—0.7%
Helen of Troy, Ltd. (a)		84,100		4,163,791
iRobot Corp. (a) (b)		70,200		2,440,854
NACCO Industries, Inc. - Class A		12,697		789,626
				7,394,271

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Insurance—0.2%
Amtrust Financial Services, Inc. (b)		75,478	$	2,467,376
Internet & Catalog Retail—1.6%
HSN, Inc.		112,600		7,014,980
Liberty Ventures - Series A (a)		50,900		6,239,831
Shutterfly, Inc. (a) (b)		87,000		4,430,910
				17,685,721
Internet Software & Services—2.4%
Cornerstone OnDemand, Inc. (a)		92,500		4,933,950
CoStar Group, Inc. (a)		29,300		5,408,194
j2 Global, Inc. (b)		61,700		3,085,617
MercadoLibre, Inc. (b)		41,800		4,505,622
Perficient, Inc. (a)		77,300		1,810,366
ValueClick, Inc. (a) (b)		108,500		2,535,645
WebMD Health Corp. (a) (b)		102,100		4,032,950
				26,312,344
IT Services—5.5%
Cardtronics, Inc. (a)		141,400		6,143,830
CoreLogic, Inc. (a)		184,200		6,544,626
DST Systems, Inc.		27,300		2,477,202
Euronet Worldwide, Inc. (a) (b)		106,300		5,086,455
Gartner, Inc. (a)		119,800		8,511,790
Heartland Payment Systems, Inc. (b)		132,660		6,611,775
Jack Henry & Associates, Inc.		89,400		5,293,374
MAXIMUS, Inc.		219,100		9,638,209
TeleTech Holdings, Inc. (a)		46,400		1,110,816
Unisys Corp. (a)		67,609		2,269,634
VeriFone Systems, Inc. (a)		34,100		914,562
WEX, Inc. (a)		63,200		6,258,696
				60,860,969
Leisure Equipment & Products—1.5%
Brunswick Corp.		126,200		5,812,772
Polaris Industries, Inc. (b)		71,200		10,369,568
				16,182,340
Life Sciences Tools & Services—1.2%
Bio-Rad Laboratories, Inc. - Class A (a)		18,300		2,262,063
Bruker Corp. (a)		93,500		1,848,495
Illumina, Inc. (a) (b)		23,700		2,621,694
Mettler-Toledo International, Inc. (a)		10,000		2,425,900
PAREXEL International Corp. (a)		86,300		3,899,034
				13,057,186
Machinery—7.0%
Actuant Corp. - Class A (b)		122,900		4,503,056
Chart Industries, Inc. (a) (b)		36,300		3,471,732
Graco, Inc.		62,000		4,843,440
Hyster-Yale Materials Handling, Inc.		34,894		3,250,725
IDEX Corp.		54,100		3,995,285
John Bean Technologies Corp.		109,200		3,202,836
Lincoln Electric Holdings, Inc.		95,500		6,812,970
Middleby Corp. (The) (a)		44,800		10,750,656
Machinery—(Continued)
Nordson Corp.		85,500	$	6,352,650
Standex International Corp.		26,600		1,672,608
Sun Hydraulics Corp.		51,300		2,094,579
Toro Co. (The)		124,700		7,930,920
Valmont Industries, Inc. (b)		41,700		6,218,304
Wabtec Corp.		126,500		9,395,155
Woodward, Inc.		51,900		2,367,159
				76,862,075
Marine—0.7%
Kirby Corp. (a) (b)		75,000		7,443,750
Media—1.4%
Digital Generation, Inc. (a) (b)		70,300		896,325
John Wiley & Sons, Inc. - Class A (b)		22,800		1,258,560
Live Nation Entertainment, Inc. (a)		242,400		4,789,824
Madison Square Garden Co. (The) - Class A (a)		109,000		6,276,220
Starz - Class A (a)		92,100		2,693,004
				15,913,933
Metals & Mining—0.3%
Compass Minerals International, Inc.		25,200		2,017,260
Stillwater Mining Co. (a)		63,300		781,122
				2,798,382
Multiline Retail—0.2%
Big Lots, Inc. (a)		58,900		1,901,881
Oil, Gas & Consumable Fuels—2.9%
Bill Barrett Corp. (a) (b)		45,400		1,215,812
Clayton Williams Energy, Inc. (a)		39,800		3,261,610
Contango Oil & Gas Co. (a)		70,800		3,346,008
Delek U.S. Holdings, Inc.		50,000		1,720,500
Energy XXI Bermuda, Ltd. (b)		78,100		2,113,386
Gran Tierra Energy, Inc. (a)		297,700		2,176,187
Halcon Resources Corp. (a) (b)		179,700		693,642
Oasis Petroleum, Inc. (a)		107,500		5,049,275
Rosetta Resources, Inc. (a)		72,900		3,502,116
SemGroup Corp. - Class A		71,500		4,663,945
SM Energy Co.		57,600		4,787,136
				32,529,617
Paper & Forest Products—0.6%
Clearwater Paper Corp. (a)		27,500		1,443,750
KapStone Paper and Packaging Corp. (a)		98,400		5,496,624
				6,940,374
Personal Products—1.2%
Herbalife, Ltd. (b)		47,700		3,753,990
Nu Skin Enterprises, Inc. - Class A		72,200		9,979,484
				13,733,474
Pharmaceuticals—3.6%
Akorn, Inc. (a) (b)		118,500		2,918,655
Auxilium Pharmaceuticals, Inc. (a) (b)		40,100		831,674

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Pharmaceuticals—(Continued)
AVANIR Pharmaceuticals, Inc. - Class A (a) (b)		267,700	$	899,472
Cadence Pharmaceuticals, Inc. (a) (b)		57,600		521,280
Jazz Pharmaceuticals plc (a)		64,200		8,125,152
Medicines Co. (The) (a)		108,600		4,194,132
Nektar Therapeutics (a) (b)		75,500		856,925
Pacira Pharmaceuticals, Inc. (a)		29,800		1,713,202
Prestige Brands Holdings, Inc. (a)		154,400		5,527,520
Questcor Pharmaceuticals, Inc. (b)		76,800		4,181,760
Salix Pharmaceuticals, Ltd. (a)		65,300		5,873,082
ViroPharma, Inc. (a) (b)		85,300		4,252,205
				39,895,059
Professional Services—1.1%
Advisory Board Co. (The) (a)		78,300		4,985,361
Exponent, Inc.		33,600		2,601,984
Huron Consulting Group, Inc. (a)		64,900		4,070,528
RPX Corp. (a)		58,200		983,580
				12,641,453
Real Estate Investment Trusts—0.6%
DuPont Fabros Technology, Inc. (b)		42,200		1,042,762
Sabra Health Care REIT, Inc.		59,433		1,553,579
Strategic Hotels & Resorts, Inc. (a)		164,000		1,549,800
Taubman Centers, Inc.		33,300		2,128,536
				6,274,677
Real Estate Management & Development—1.8%
Altisource Asset Management Corp. (a)		4,220		3,924,600
Altisource Portfolio Solutions S.A. (a)		47,600		7,550,788
Altisource Residential Corp. (b)		39,300		1,183,323
Forest City Enterprises, Inc. - Class A (a)		154,200		2,945,220
Jones Lang LaSalle, Inc.		19,400		1,986,366
Kennedy-Wilson Holdings, Inc.		87,943		1,956,732
				19,547,029
Road & Rail—1.9%
AMERCO (a)		19,900		4,733,016
Avis Budget Group, Inc. (a)		113,600		4,591,712
Landstar System, Inc.		55,100		3,165,495
Old Dominion Freight Line, Inc. (a)		152,650		8,093,503
				20,583,726
Semiconductors & Semiconductor Equipment—2.8%
Amkor Technology, Inc. (a) (b)		94,900		581,737
Atmel Corp. (a)		278,700		2,182,221
Cabot Microelectronics Corp. (a)		30,400		1,389,280
Cavium, Inc. (a) (b)		99,100		3,419,941
Diodes, Inc. (a)		90,600		2,134,536
Hittite Microwave Corp. (a)		60,800		3,753,184
Magnachip Semiconductor Corp. (a)		105,300		2,053,350
Microsemi Corp. (a)		112,700		2,811,865
Semtech Corp. (a)		88,400		2,234,752
Silicon Laboratories, Inc. (a)		30,300		1,312,293
Synaptics, Inc. (a) (b)		89,400		4,631,814
Teradyne, Inc. (a) (b)		140,100		2,468,562

Security Description	Shares		Value
Semiconductors & Semiconductor Equipment—(Continued)
Ultratech, Inc. (a) (b)		40,300	$	1,168,700
Veeco Instruments, Inc. (a) (b)		34,300		1,128,813
				31,271,048
Software—7.9%
Actuate Corp. (a)		83,119		640,848
Advent Software, Inc. (b)		66,300		2,319,837
Aspen Technology, Inc. (a)		183,800		7,682,840
CommVault Systems, Inc. (a)		98,100		7,345,728
Computer Modelling Group, Ltd. (b)		107,900		2,702,960
Concur Technologies, Inc. (a) (b)		55,100		5,685,218
FactSet Research Systems, Inc. (b)		43,700		4,744,946
Fortinet, Inc. (a)		130,700		2,500,291
Informatica Corp. (a)		95,400		3,959,100
Manhattan Associates, Inc. (a)		26,400		3,101,472
MICROS Systems, Inc. (a) (b)		77,900		4,469,123
Monotype Imaging Holdings, Inc.		105,605		3,364,575
Netscout Systems, Inc. (a)		118,900		3,518,251
PTC, Inc. (a)		132,100		4,675,019
Rovi Corp. (a)		41,800		823,042
SolarWinds, Inc. (a)		60,700		2,296,281
Solera Holdings, Inc.		24,600		1,740,696
SS&C Technologies Holdings, Inc. (a)		39,400		1,743,844
TIBCO Software, Inc. (a)		169,900		3,819,352
Tyler Technologies, Inc. (a)		104,100		10,631,733
Ultimate Software Group, Inc. (a)		60,400		9,254,488
				87,019,644
Specialty Retail—4.2%
Aaron’s, Inc.		82,500		2,425,500
Ascena Retail Group, Inc. (a)		213,100		4,509,196
Buckle, Inc. (The) (b)		53,500		2,811,960
Chico’s FAS, Inc.		186,200		3,508,008
Children’s Place Retail Stores, Inc. (The) (a)		34,100		1,942,677
DSW, Inc. - Class A (b)		191,600		8,187,068
Guess?, Inc.		31,300		972,491
Hibbett Sports, Inc. (a) (b)		46,550		3,128,625
Monro Muffler Brake, Inc. (b)		130,200		7,338,072
Sally Beauty Holdings, Inc. (a)		211,100		6,381,553
Tractor Supply Co.		73,600		5,709,888
				46,915,038
Textiles, Apparel & Luxury Goods—2.3%
Deckers Outdoor Corp. (a) (b)		42,000		3,547,320
Fossil Group, Inc. (a)		22,949		2,752,503
Hanesbrands, Inc.		121,300		8,523,751
Iconix Brand Group, Inc. (a)		86,900		3,449,930
PVH Corp.		21,885		2,976,798
Steven Madden, Ltd. (a)		107,500		3,933,425
				25,183,727
Thrifts & Mortgage Finance—0.7%
MGIC Investment Corp. (a)		338,500		2,856,940
Ocwen Financial Corp. (a)		50,100		2,778,045
Radian Group, Inc. (b)		148,000		2,089,760
				7,724,745

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares/ Principal Amount*		Value
Trading Companies & Distributors—0.8%
Beacon Roofing Supply, Inc. (a) (b)		91,800	$	3,697,704
United Rentals, Inc. (a) (b)		58,432		4,554,774
				8,252,478
Total Common Stocks (Cost $727,488,412)				1,100,997,497
Short-Term Investments—20.6%
Mutual Funds—20.5%
State Street Navigator Securities Lending MET Portfolio (c)		223,936,477		223,936,477
T. Rowe Price Government Reserve Investment Fund (d)		3,163,723		3,163,723
				227,100,200
Repurchase Agreement—0.1%
Fixed Income Clearing Corp. Repurchase Agreement dated 12/31/13 at 0.000% to be repurchased at $1,249,000 on 01/02/14, collateralized by $1,425,000 Federal Home Loan Mortgage Corp. at 2.000% due 01/30/23 with a value of $1,276,291.		1,249,000		1,249,000
Total Short-Term Investments (Cost $228,349,200)				228,349,200
Total Investments—120.1% (Cost $955,837,612) (e)				1,329,346,697
Other assets and liabilities (net)—(20.1)%				(222,785,191	)
Net Assets—100.0%			$	1,106,561,506

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) Non-income producing security.

(b) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $220,000,723 and the collateral received consisted of cash in the amount of $223,936,477 and non-cash collateral with a value of $544,248. The cash collateral is invested in a money market fund managed by an affiliate of the custodian. The non-cash collateral received consists primarily of government securities and bank letters of credit, and is held for the benefit of the Portfolio at the Portfolio’s custodian. The Portfolio cannot repledge or resell this collateral. As such, this collateral is excluded from the Statement of Assets and Liabilities.

(c) Represents investment of cash collateral received from securities lending transactions.

(d) Affiliated Issuer. (See Note 7 of the Notes to Financial Statements for a summary of transactions in securities of affiliated issuers.)

(e) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $958,105,067. The aggregate unrealized appreciation and depreciation of investments were $381,413,571 and $(10,171,941), respectively, resulting in net unrealized appreciation of $371,241,630 for federal income tax purposes.

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2			Level 3		Total
Total Common Stocks*	$	1,100,997,497	$	—		$	—	$	1,100,997,497
Short-Term Investments
Mutual Funds		227,100,200		—			—		227,100,200
Repurchase Agreement		—		1,249,000			—		1,249,000
Total Short-Term Investments		227,100,200		1,249,000			—		228,349,200
Total Investments	$	1,328,097,697	$	1,249,000		$	—	$	1,329,346,697
Collateral for securities loaned (Liability)	$	—	$	(223,936,477	)	$	—	$	(223,936,477	)

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	1,326,182,974
Affiliated investments at value (c)		3,163,723
Cash		863
Cash denominated in foreign currencies (d)		45,184
Receivable for:
Investments sold		7,062,073
Fund shares sold		647,371
Dividends		736,409
Dividends on affiliated investments		102
Prepaid expenses		2,442
Total Assets		1,337,841,141
Liabilities
Collateral for securities loaned		223,936,477
Payables for:
Investments purchased		6,075,630
Fund shares redeemed		643,856
Accrued expenses:
Management fees		408,680
Distribution and service fees		79,947
Deferred trustees’ fees		48,554
Other expenses		86,491
Total Liabilities		231,279,635
Net Assets	$	1,106,561,506
Net assets consist of:
Paid in surplus	$	652,389,656
Undistributed net investment income		917,166
Accumulated net realized gain		79,746,071
Unrealized appreciation on investments and foreign currency transactions		373,508,613
Net Assets	$	1,106,561,506
Net Assets
Class A	$	714,179,593
Class B		373,603,333
Class E		18,778,580
Capital Shares Outstanding*
Class A		30,044,947
Class B		16,405,148
Class E		813,418
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	23.77
Class B		22.77
Class E		23.09

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments, excluding affiliated investments, was $952,673,889.

(b) Includes securities loaned at value of $220,000,723.

(c) Identified cost of affiliated investments was $3,163,723.

(d) Identified cost of cash denominated in foreign currencies was $45,656.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	5,068,673
Dividends from affiliated investments		2,086
Interest		132
Securities lending income		1,312,710
Total investment income		6,383,601
Expenses
Management fees		4,390,500
Administration fees		19,634
Custodian and accounting fees		122,862
Distribution and service fees—Class B		812,068
Distribution and service fees—Class E		24,629
Audit and tax services		37,723
Legal		27,754
Trustees’ fees and expenses		35,359
Shareholder reporting		93,468
Insurance		4,960
Miscellaneous		9,357
Total expenses		5,578,314
Less management fee waiver		(262,479	)
Less broker commission recapture		(5,861	)
Net expenses		5,309,974
Net Investment Income		1,073,627
Net Realized and Unrealized Gain
Net realized gain (loss) on:
Investments		82,831,924
Futures contracts		(1,560,081	)
Foreign currency transactions		(166	)
Net realized gain		81,271,677
Net change in unrealized appreciation (depreciation) on:
Investments		255,807,624
Foreign currency transactions		(417	)
Net change in unrealized appreciation		255,807,207
Net realized and unrealized gain		337,078,884
Net Increase in Net Assets From Operations	$	338,152,511

(a) Net of foreign withholding taxes of $14,766.

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	1,073,627		$	2,640,862
Net realized gain		81,271,677			50,548,731
Net change in unrealized appreciation		255,807,207			35,928,165
Increase in net assets from operations		338,152,511			89,117,758
From Distributions to Shareholders
Net investment income
Class A		(2,084,759	)		0
Class B		(435,146	)		0
Class E		(34,617	)		0
Net realized capital gains
Class A		(32,210,993	)		(27,467,785	)
Class B		(17,679,828	)		(28,726,678	)
Class E		(883,139	)		(1,518,493	)
Total distributions		(53,328,482	)		(57,712,956	)
Increase in net assets from capital share transactions		144,101,028			99,799,343
Total increase in net assets		428,925,057			131,204,145
Net Assets
Beginning of period		677,636,449			546,432,304
End of period	$	1,106,561,506		$	677,636,449
Undistributed net investment income
End of period	$	917,166		$	2,584,196

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		10,721,735		$	208,173,361			7,162,096		$	121,338,969
Reinvestments		1,939,805			34,295,752			1,635,961			27,467,785
Redemptions		(4,687,332	)		(94,950,297	)		(2,546,185	)		(43,800,643	)
Net increase		7,974,208		$	147,518,816			6,251,872		$	105,006,111
Class B
Sales		1,937,054		$	37,911,446			1,693,551		$	28,380,354
Reinvestments		1,067,471			18,114,974			1,777,641			28,726,678
Redemptions		(3,017,882	)		(58,976,676	)		(3,699,866	)		(61,593,421	)
Net decrease		(13,357	)	$	(2,950,256	)		(228,674	)	$	(4,486,389	)
Class E
Sales		119,207		$	2,364,626			97,688		$	1,666,818
Reinvestments		53,389			917,756			92,874			1,518,493
Redemptions		(189,722	)		(3,749,914	)		(233,792	)		(3,905,690	)
Net decrease		(17,126	)	$	(467,532	)		(43,230	)	$	(720,379	)
Increase derived from capital shares transactions				$	144,101,028					$	99,799,343

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	17.53		$	16.68		$	16.39		$	12.15		$	9.05
Income (Loss) from Investment Operations
Net investment income (loss) (a)		0.04			0.10			(0.02	)		0.00	(b)		0.01
Net realized and unrealized gain on investments		7.37			2.52			0.31			4.24			3.41
Total from investment operations		7.41			2.62			0.29			4.24			3.42
Less Distributions
Distributions from net investment income		(0.07	)		0.00			0.00			0.00			(0.04	)
Distributions from net realized capital gains		(1.10	)		(1.77	)		0.00			0.00			(0.28	)
Total distributions		(1.17	)		(1.77	)		0.00			0.00			(0.32	)
Net Asset Value, End of Period	$	23.77		$	17.53		$	16.68		$	16.39		$	12.15
Total Return (%) (c)		44.55			16.18			1.77			34.90			38.97
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.52			0.55			0.55			0.57			0.62
Net ratio of expenses to average net assets (%) (d)		0.49			0.52			0.53			0.55			0.60
Ratio of net investment income (loss) to average net assets (%)		0.21			0.56			(0.09	)		0.02			0.14
Portfolio turnover rate (%)		29			26			29			33			28
Net assets, end of period (in millions)	$	714.2		$	387.0		$	263.8		$	281.0		$	218.7

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	16.84		$	16.12		$	15.89		$	11.80		$	8.79
Income (Loss) from Investment Operations
Net investment income (loss) (a)		(0.01	)		0.04			(0.06	)		(0.03	)		(0.01	)
Net realized and unrealized gain on investments		7.07			2.45			0.29			4.12			3.31
Total from investment operations		7.06			2.49			0.23			4.09			3.30
Less Distributions
Distributions from net investment income		(0.03	)		0.00			0.00			0.00			(0.01	)
Distributions from net realized capital gains		(1.10	)		(1.77	)		0.00			0.00			(0.28	)
Total distributions		(1.13	)		(1.77	)		0.00			0.00			(0.29	)
Net Asset Value, End of Period	$	22.77		$	16.84		$	16.12		$	15.89		$	11.80
Total Return (%) (c)		44.17			15.91			1.45			34.66			38.63
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.77			0.80			0.80			0.82			0.87
Net ratio of expenses to average net assets (%) (d)		0.74			0.77			0.78			0.80			0.85
Ratio of net investment income (loss) to average net assets (%)		(0.05	)		0.25			(0.34	)		(0.22	)		(0.11	)
Portfolio turnover rate (%)		29			26			29			33			28
Net assets, end of period (in millions)	$	373.6		$	276.5		$	268.4		$	266.0		$	189.6

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	17.06		$	16.29		$	16.04		$	11.91		$	8.87
Income (Loss) from Investment Operations
Net investment income (loss) (a)		0.01			0.06			(0.04	)		(0.02	)		(0.00	)(b)
Net realized and unrealized gain on investments		7.16			2.48			0.29			4.15			3.34
Total from investment operations		7.17			2.54			0.25			4.13			3.34
Less Distributions
Distributions from net investment income		(0.04	)		0.00			0.00			0.00			(0.02	)
Distributions from net realized capital gains		(1.10	)		(1.77	)		0.00			0.00			(0.28	)
Total distributions		(1.14	)		(1.77	)		0.00			0.00			(0.30	)
Net Asset Value, End of Period	$	23.09		$	17.06		$	16.29		$	16.04		$	11.91
Total Return (%) (c)		44.32			16.06			1.56			34.68			38.78
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.67			0.70			0.70			0.72			0.77
Net ratio of expenses to average net assets (%) (d)		0.64			0.67			0.68			0.70			0.75
Ratio of net investment income (loss) to average net assets (%)		0.05			0.34			(0.24	)		(0.14	)		(0.01	)
Portfolio turnover rate (%)		29			26			29			33			28
Net assets, end of period (in millions)	$	18.8		$	14.2		$	14.2		$	16.3		$	12.8

(a) Per share amounts based on average shares outstanding during the period.

(b) Net investment income (loss) was less than $0.01.

(c) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(d) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

See accompanying notes to financial statements.

MSF-13

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is T. Rowe Price Small Cap Growth Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers three classes of shares: Class A, B, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-14

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-15

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to foreign currency transactions, real estate investment trust (REIT) adjustments, and broker commission recapture reclasses. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

At December 31, 2013, the Portfolio had investments in repurchase agreements with a gross value of $1,249,000, which is included as part of investments at value on the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at December 31, 2013.

MSF-16

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Directed Brokerage Agreement - The Trust has entered into a directed brokerage arrangement with State Street Global Markets (“SSGM”). Under this arrangement, the Portfolio directs certain trades to SSGM in return for a recapture credit. SSGM issues a cash rebate to the Portfolio. Amounts paid to the Portfolio are shown separately as broker commission recapture on the Statement of Operations of the Portfolio. Additionally, these amounts have been excluded from the calculation of the net ratio of expenses to average net assets presented in the Financial Highlights for each share class.

3. Investments in Derivative Instruments

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

During the year ended December 31, 2013, the Portfolio entered into equity index futures contracts which were subject to equity price risk. During the period April 16, 2013 through April 18, 2013, the Portfolio had bought and sold $88,744,295 in equity index futures contracts. At December 31, 2013, the Portfolio did not have any open futures contracts. For the year ended December 31, 2013, the Portfolio had realized losses in the amount of $(1,560,081) which are shown under Net realized loss on futures contracts in the Statement of Operations.

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Collateral requirements may differ by type of derivative or investment, as applicable. Collateral or margin requirements are set by the broker or exchange clearing house for exchange traded derivatives (e.g., futures contracts and exchange traded options) while collateral terms are contract specific for over-the-counter traded derivatives (e.g., forward foreign currency exchange contracts, swap agreements and over-the-counter options).

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is

MSF-17

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

Customer Account Agreements and related addendums govern cleared derivatives transactions such as futures, options on futures, and cleared OTC derivatives. Cleared derivative transactions require posting of initial margin as determined by each relevant clearing agency which is segregated at a broker account registered with the Commodities Futures Trading Commission (CFTC), or the applicable regulator. In the U.S., counterparty risk is significantly reduced as creditors of the futures broker do not have claim to Portfolio assets in the segregated account. Additionally, portability of exposure in the event of default further reduces risk to the Portfolio. Variation margin, or changes in market value, are exchanged daily, but may not be netted between futures and cleared OTC derivatives.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	354,668,554	$	0	$	262,964,910

The Portfolio engaged in security transactions with other accounts managed by T. Rowe Price Associates, Inc. that amounted to $17,640 in purchases of investments, which is included above.

During the year ended December 31, 2013, the Portfolio engaged in security transactions with other affiliated portfolios. These amounted to $43,389,373 in purchases of investments, which are included above.

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the following annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average daily net assets
$4,390,500		0.550	%	Of the first $100 million
		0.500	%	Of the next $300 million
		0.450	%	On amounts in excess of $400 million

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. T. Rowe Price Associates, Inc. (“T. Rowe Price”) is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waivers - Effective February 17, 2005, T. Rowe Price agreed to a voluntary subadvisory fee waiver that applies if (i) assets under management by T. Rowe Price for the Trust and Met Investors Series Trust (“MIST”), an affiliate of the Trust, in the aggregate, exceed $750,000,000, (ii) T. Rowe Price subadvises three or more portfolios of the Trust and MIST in the aggregate, and (iii) at least one of those portfolios is a large cap domestic equity portfolio.

If the aforementioned conditions are met, T. Rowe Price will waive its subadvisory fee paid by MetLife Advisers by 5% for combined Trust and MIST average daily net assets over $750,000,000, 7.5% for the next $1,500,000,000 of combined assets, and 10% for amounts over $3,000,000,000. Any amounts waived pursuant to this subadvisory fee waiver will be allocated with respect to the Trust and MIST portfolios in proportion to such portfolios’ net assets. MetLife Advisers has voluntarily agreed to reduce its advisory fee for the Portfolio by the amount waived (if any) by T. Rowe Price for the Portfolio pursuant to this voluntary subadvisory fee waiver. Because these fee waivers are voluntary, and not contractual, they may be discontinued by T. Rowe Price and MetLife Advisers at any time. Amounts waived for the year ended December 31, 2013 are shown as management fee waivers in the Statement of Operations.

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

MSF-18

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B and E Shares. Under the Distribution and Service Plan, the Class B and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Transactions in Securities of Affiliated Issuers

A summary of the Portfolio’s transactions in the securities of affiliated issuers during the year ended December 31, 2013 is as follows:

Security Description	Number of shares held at December 31, 2012		Shares purchased		Shares sold			Number of shares held at December 31, 2013		Realized Gain/(Loss) on shares sold		Income for the year ended December 31, 2013
T. Rowe Price Government Reserve Investment Fund		3,877,723		103,691,502		(104,405,502	)		3,163,723	$	0	$	2,086

8. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

9. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$6,905,254	$	—	$	46,423,228	$	57,712,956	$	53,328,482	$	57,712,956

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Total
$1,233,813	$	81,745,433	$	371,241,158	$	—	$	454,220,404

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, the Portfolio had no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

MSF-19

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of T. Rowe Price Small Cap Growth Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of T. Rowe Price Small Cap Growth Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the T. Rowe Price Small Cap Growth Portfolio of Metropolitan Series Funds, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 26, 2014

MSF-20

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.

MSF-21

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-22

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the T. Rowe Price Small Cap Growth Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-23

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the T. Rowe Price Small Cap Growth Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board also considered that the Portfolio underperformed its benchmark, the MSCI U.S. Small Cap Growth Index, for the one-year period ended October 31, 2013 but outperformed its benchmark for the three- and five-year periods ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board

MSF-24

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the T. Rowe Price Small Cap Growth Portfolio, the Board considered that the Portfolio’s actual management fees and total expenses (exclusive of 12b-1 fees) were below the median of the Expense Group, Expense Universe and Sub-advised Expense Universe. The Board further noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size and were the lowest in the Expense Group. The Board also noted that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group and the Sub-advised Expense Universe at the Portfolio’s current size. The Board further noted that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the T. Rowe Price Small Cap Growth Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contain breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

MSF-25

Metropolitan Series Fund

T. Rowe Price Small Cap Growth Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-26

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Managed by Van Eck Associates Corporation

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A and B shares of the Van Eck Global Natural Resources Portfolio returned 11.06% and 10.76%, respectively. The Portfolio’s benchmark, the Standard & Poor’s (“S&P”) North American Natural Resources Sector Index¹, returned 16.49%.

MARKET ENVIRONMENT / CONDITIONS

The most significant factor influencing the markets in which the Portfolio invested over the past 12 months was a deceleration in growth in the emerging markets that led to an underperformance of metals and mining shares and the commodities that industry produces relative to energy shares and energy related commodities.

Precious metals, including gold, but with the exception of palladium, and base metals suffered declines during the year. Copper and nickel, for example, experienced drops in price of 7.2% and 18.5% respectively. Corn and all the grains also declined over the 12-month period. On the other hand, West Texas Intermediate (WTI) crude prices increased 7.2% to end the year at $98.42 per barrel and North American natural gas was up significantly, albeit from a very low base.

PORTFOLIO REVIEW / PERIOD END POSITIONING

Two key aspects of the Portfolio that detracted from performance relative to its benchmark were an overweight position in Gold Miners, Diversified Metals & Mining, and Steel. The Portfolio’s weakest contributors were gold mining companies. The shares of the three weakest of these, Newmont Mining, New Gold, and Eldorado Gold, all dropped as weakness was seen in the gold mining sector broadly, driven by falling gold prices.

The three strongest positive-contributing sub-sectors to the Portfolio’s performance relative to the benchmark were Oil & Gas Exploration and Production, Precious Metals & Minerals, and Agricultural Products. Within the Oil and Gas sub-sector mentioned above, an overweight allocation and, even more, stock selection both contributed to performance. The Precious Metals & Minerals sub-sector consists mostly of silver mining stocks which had significant negative performance over the annual period, and to which the Portfolio had no exposure over that time frame which led to positive relative performance contribution. Shares of the two strongest contributors, Pioneer Natural Resources and Cimarex Energy, both Oil & Gas Exploration and Production companies, gained on strong drilling results and resource additions in the Permian Basin of West Texas. Shares of oilfield services giant Halliburton rose on strong revenue growth from North American unconventional drilling activities and continued expansion in international exploration and development operations. Conversely, the Portfolio had exposure to the Agricultural Products sub-sector, via its Archer-Daniels-Midland Co. position, which performed positively, and to which the benchmark index had no exposure during the 12-month period.

Significant purchases by the Portfolio were made in the Oil & Gas Refining and Marketing sub-sector, which saw the addition of shares in Phillips 66, Marathon Petroleum, and Delek. The Portfolio’s largest sales during the period were Diversified Metals & Mining companies Rio Tinto, BHP Billiton, and Freeport-McMoRan Copper & Gold (all eliminated from the Portfolio by period end). The Portfolio’s overall exposure to Diversified Metals & Mining was reduced because of slowing emerging market growth and weakness in base metal and bulk commodity prices. Exposure to Gold Miners was also reduced.

While the Portfolio’s allocation to the Energy sector trended higher overall, within the sector itself, the Oil & Gas Refining and Marketing sub-sector saw the most significant increase in allocation, with both the Oil & Gas Exploration and Production and Oil & Gas Equipment and Services sub-sectors also seeing increases. The Portfolio remained underweight relative to the benchmark in the Energy sector overall at the end of the annual period, but maintained one of the Portfolio’s highest historical energy allocations. Within Energy, the Portfolio was overweight the Oil & Gas Equipment and services, Oil & Gas Drilling, and Oil & Gas Exploration and Production sub-sectors. The Portfolio was also overweight the Diversified Metals & Mining and Agricultural Products sub-sectors as the benchmark has low exposures to these subsectors.

Charles Cameron

Shawn Reynolds

Portfolio Managers

Van Eck Associates Corporation

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-1

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

A $10,000 INVESTMENT COMPARED TO THE S&P NORTH AMERICAN NATURAL RESOURCES SECTOR INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		Since Inception2
Van Eck Global Natural Resources Portfolio
Class A		11.06		13.88		12.75
Class B		10.76		—		12.43
S&P North American Natural Resources Sector Index		16.49		13.45		12.09

¹ The S&P North American Natural Resources Sector Index was developed as an equity benchmark for U.S. traded natural resource related stocks.

² Inception dates of the Class A and Class B shares are 10/31/08 and 4/28/09, respectively. Index since inception return is based on the Class A inception date.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
GlencoreXstrata plc		5.1
Schlumberger, Ltd.		3.9
Halliburton Co.		3.8
CONSOL Energy, Inc.		3.7
Cimarex Energy Co.		3.7
Concho Resources, Inc.		3.6
Pioneer Natural Resources Co.		3.5
Marathon Oil Corp.		3.3
First Quantum Minerals, Ltd.		3.1
Anadarko Petroleum Corp.		3.0

Top Sectors

	% of Market Value of Total Long-Term Investments
Energy		81.1
Materials		15.7
Industrials		2.5
Consumer Staples		0.7

MSF-2

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

Van Eck Global Natural Resources Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.79	%	$	1,000.00	$	1,164.80	$	4.31
	Hypothetical*		0.79	%	$	1,000.00	$	1,021.22	$	4.02
Class B(a)	Actual		1.04	%	$	1,000.00	$	1,163.10	$	5.67
	Hypothetical*		1.04	%	$	1,000.00	$	1,019.96	$	5.30

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 5 of the Notes to Financial Statements.

MSF-3

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Schedule of Investments as of December 31, 2013

Common Stocks—93.7% of Net Assets

Security Description	Shares		Value
Chemicals—1.4%
Agrium, Inc. (a)		177,100	$	16,201,108
Construction & Engineering—0.7%
Jacobs Engineering Group, Inc. (b)		143,200		9,020,168
Energy Equipment & Services—22.3%
Atwood Oceanics, Inc. (b)		406,300		21,692,357
Cameron International Corp. (b)		581,200		34,598,836
Diamond Offshore Drilling, Inc. (a)		174,700		9,943,924
Dril-Quip, Inc. (b)		215,900		23,733,887
Halliburton Co.		874,500		44,380,875
Nabors Industries, Ltd.		212,300		3,606,977
National Oilwell Varco, Inc.		433,400		34,468,302
Noble Corp. plc		402,300		15,074,181
Schlumberger, Ltd.		511,000		46,046,210
Seadrill, Ltd. (a)		263,024		10,805,026
Superior Energy Services, Inc. (b)		685,700		18,246,477
				262,597,052
Food Products—0.7%
Archer-Daniels-Midland Co.		187,200		8,124,480
Machinery—1.6%
Cummins, Inc.		134,100		18,904,077
Metals & Mining—16.0%
African Minerals, Ltd. (b)		800,198		2,644,340
Eldorado Gold Corp.		1,764,900		10,042,281
First Quantum Minerals, Ltd.		2,056,200		37,049,346
GlencoreXstrata plc		11,547,837		60,031,722
Goldcorp, Inc.		572,600		12,408,242
Kinross Gold Corp.		1,213,804		5,316,461
New Gold, Inc. (b)		1,937,800		10,154,072
Newmont Mining Corp.		576,600		13,279,098
Randgold Resources, Ltd. (ADR)		239,700		15,055,557
Steel Dynamics, Inc.		520,500		10,170,570
United States Steel Corp. (a)		420,100		12,392,950
				188,544,639
Oil, Gas & Consumable Fuels—49.3%
Afren plc (b)		8,328,101		23,341,874
Alpha Natural Resources, Inc. (a) (b)		270,220		1,929,371
Anadarko Petroleum Corp.		448,850		35,602,782
Cimarex Energy Co.		416,800		43,726,488
Cloud Peak Energy, Inc. (b)		321,900		5,794,200
Concho Resources, Inc. (b)		387,450		41,844,600
CONSOL Energy, Inc.		1,152,000		43,822,080
Delek U.S. Holdings, Inc.		385,100		13,251,291
Diamondback Energy, Inc. (b)		255,800		13,521,588
EOG Resources, Inc.		187,400		31,453,216
Genel Energy plc (b)		376,100		6,710,782
Green Plains Renewable Energy, Inc. (a)		69,100		1,339,849
Gulfport Energy Corp. (b)		105,000		6,630,750
Halcon Resources Corp. (a) (b)		1,475,900		5,696,974
Oil, Gas & Consumable Fuels—(Continued)
HollyFrontier Corp. (a)		597,000		29,664,930
Marathon Oil Corp.		1,091,800		38,540,540
Marathon Petroleum Corp.		312,800		28,693,144
Newfield Exploration Co. (b)		558,800		13,763,244
Occidental Petroleum Corp.		336,100		31,963,110
Ophir Energy plc (a) (b)		2,277,903		12,461,725
Phillips 66		399,900		30,844,287
Pioneer Natural Resources Co.		221,800		40,826,726
Scorpio Tankers, Inc.		450,600		5,312,574
SM Energy Co.		411,800		34,224,698
Tesoro Corp.		509,600		29,811,600
Whiting Petroleum Corp. (b)		153,502		9,497,169
				580,269,592
Paper & Forest Products—1.7%
Louisiana-Pacific Corp. (b)		1,099,700		20,355,447
Total Common Stocks (Cost $1,032,140,115)				1,104,016,563
Investment Company Security—0.8%
SPDR Gold Shares (a) (b) (Cost $12,151,662)		84,800		9,851,216
Warrant—0.0%
Metals & Mining—0.0%
Kinross Gold Corp., Strike Price $21.70, Expires 09/17/14 (b) (Cost $140,490)		29,480		416
Short-Term Investments—10.5%
Mutual Funds—10.5%
AIM STIT-STIC Prime Portfolio		65,237,344		65,237,344
State Street Navigator Securities Lending MET Portfolio (c)		57,884,363		57,884,363
Total Short-Term Investments (Cost $123,121,707)				123,121,707
Total Investments—105.0% (Cost $1,167,553,974) (d)				1,236,989,902
Other assets and liabilities (net)—(5.0)%				(59,337,981	)
Net Assets—100.0%			$	1,177,651,921

(a) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $57,323,598 and the collateral received consisted of cash in the amount of $57,884,363 and non-cash collateral with a value of $711,722. The cash collateral is invested in a money market fund managed by an affiliate of the custodian. The non-cash collateral received consists primarily of

MSF-4

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Schedule of Investments as of December 31, 2013

government securities and bank letters of credit, and is held for the benefit of the Portfolio at the Portfolio’s custodian. The Portfolio cannot repledge or resell this collateral. As such, this collateral is excluded from the Statement of Assets and Liabilities.

(b) Non-income producing security.

(c) Represents investment of cash collateral received from securities lending transactions.

(d) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $1,170,168,423. The aggregate unrealized appreciation and depreciation of investments were $167,702,343 and $(100,880,864), respectively, resulting in net unrealized appreciation of $66,821,479 for federal income tax purposes.

(ADR)— An American Depositary Receipt is a certificate issued by a custodian bank representing the right to receive securities of the foreign issuer described. Trading on exchanges not located in the United States or Canada significantly influences the value of ADRs.

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2			Level 3		Total
Common Stocks
Chemicals	$	16,201,108	$	—		$	—	$	16,201,108
Construction & Engineering		9,020,168		—			—		9,020,168
Energy Equipment & Services		262,597,052		—			—		262,597,052
Food Products		8,124,480		—			—		8,124,480
Machinery		18,904,077		—			—		18,904,077
Metals & Mining		125,868,577		62,676,062			—		188,544,639
Oil, Gas & Consumable Fuels		537,755,211		42,514,381			—		580,269,592
Paper & Forest Products		20,355,447		—			—		20,355,447
Total Common Stocks		998,826,120		105,190,443			—		1,104,016,563
Total Investment Company Security		9,851,216		—			—		9,851,216
Total Warrant*		416		—			—		416
Total Short-Term Investments*		123,121,707		—			—		123,121,707
Total Investments	$	1,131,799,459	$	105,190,443		$	—	$	1,236,989,902
Collateral for securities loaned (Liability)	$	—	$	(57,884,363	)	$	—	$	(57,884,363	)

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	1,236,989,902
Cash denominated in foreign currencies (c)		6,308,053
Receivable for:
Fund shares sold		80,175
Dividends and interest		609,176
Prepaid expenses		2,820
Total Assets		1,243,990,126
Liabilities
Collateral for securities loaned		57,884,363
Payables for:
Investments purchased		7,428,345
Fund shares redeemed		126,580
Accrued Expenses:
Management fees		747,177
Distribution and service fees		33,038
Deferred trustees’ fees		48,554
Other expenses		70,148
Total Liabilities		66,338,205
Net Assets	$	1,177,651,921
Net Assets Consist of:
Paid in surplus	$	1,086,229,686
Undistributed net investment income		4,260,240
Accumulated net realized gain		17,926,824
Unrealized appreciation on investments and foreign currency transactions		69,235,171
Net Assets	$	1,177,651,921
Net Assets
Class A	$	1,018,813,802
Class B		158,838,119
Capital Shares Outstanding*
Class A		71,707,739
Class B		11,248,459
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	14.21
Class B		14.12

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $1,167,553,974.

(b) Includes securities loaned at value of $57,323,598.

(c) Identified cost of cash denominated in foreign currencies was $6,508,810.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	14,931,937
Interest		40,320
Securities lending income		529,706
Total investment income		15,501,963
Expenses
Management fees		8,450,531
Administration fees		15,364
Custodian and accounting fees		130,692
Distribution and service fees—Class B		413,987
Audit and tax services		49,423
Legal		27,754
Trustees’ fees and expenses		39,105
Shareholder reporting		32,510
Insurance		5,602
Miscellaneous		12,665
Total expenses		9,177,633
Less management fee waiver		(124,763	)
Less broker commission recapture		(46,730	)
Net expenses		9,006,140
Net Investment Income		6,495,823
Net Realized and Unrealized Gain
Net realized gain on:
Investments		22,724,642
Foreign currency transactions		31,276
Net realized gain		22,755,918
Net change in unrealized appreciation (depreciation) on:
Investments		93,417,046
Foreign currency transactions		(445,389	)
Net change in unrealized appreciation		92,971,657
Net realized and unrealized gain		115,727,575
Net Increase in Net Assets From Operations	$	122,223,398

(a) Net of foreign withholding taxes of $158,181.

MSF-6

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	6,495,823		$	8,719,283
Net realized gain (loss)		22,755,918			(969,402	)
Net change in unrealized appreciation		92,971,657			23,458,145
Increase in net assets from operations		122,223,398			31,208,026
From Distributions to Shareholders
Net investment income
Class A		(8,129,244	)		0
Class B		(1,089,226	)		0
Net realized capital gains
Class A		0			(52,987,301	)
Class B		0			(11,368,332	)
Total distributions		(9,218,470	)		(64,355,633	)
Increase in net assets from capital share transactions		71,526,494			177,600,606
Total increase in net assets		184,531,422			144,452,999
Net Assets
Beginning of period		993,120,499			848,667,500
End of period	$	1,177,651,921		$	993,120,499
Undistributed net investment income
End of period	$	4,260,240		$	4,569,274

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		8,667,519		$	109,883,439			10,241,510		$	128,869,403
Reinvestments		680,841			8,129,244			4,063,443			52,987,301
Redemptions		(1,759,833	)		(23,803,281	)		(1,659,535	)		(22,122,249	)
Net increase		7,588,527		$	94,209,402			12,645,418		$	159,734,455
Class B
Sales		1,616,477		$	20,813,286			2,753,099		$	34,272,305
Reinvestments		91,609			1,089,226			875,835			11,368,332
Redemptions		(3,320,396	)		(44,585,420	)		(2,125,642	)		(27,774,486	)
Net increase (decrease)		(1,612,310	)	$	(22,682,908	)		1,503,292		$	17,866,151
Increase derived from capital shares transactions				$	71,526,494					$	177,600,606

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	12.91		$	13.52		$	18.06		$	15.05		$	9.71
Income (Loss) from Investment Operations
Net investment income (a)		0.08			0.13			0.04			0.01			0.01
Net realized and unrealized gain (loss) on investments		1.34			0.25			(2.56	)		4.19			5.34
Total from investment operations		1.42			0.38			(2.52	)		4.20			5.35
Less Distributions
Distributions from net investment income		(0.12	)		0.00			(0.24	)		(0.08	)		(0.01	)
Distributions from net realized capital gains		0.00			(0.99	)		(1.78	)		(1.11	)		0.00
Total distributions		(0.12	)		(0.99	)		(2.02	)		(1.19	)		(0.01	)
Net Asset Value, End of Period	$	14.21		$	12.91		$	13.52		$	18.06		$	15.05
Total Return (%) (b)		11.06			2.80			(16.45	)		29.39			55.19
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.81			0.82			0.82			0.84			0.85
Net ratio of expenses to average net assets (%) (c)		0.80			0.82			0.82			0.84			0.85
Ratio of net investment income to average net assets (%)		0.64			0.98			0.25			0.10			0.07
Portfolio turnover rate (%)		36			23			42			72			101
Net assets, end of period (in millions)	$	1,018.8		$	828.1		$	695.7		$	575.6		$	426.4

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009(d)
Net Asset Value, Beginning of Period	$	12.83		$	13.47		$	18.01		$	15.03		$	10.61
Income (Loss) from Investment Operations
Net investment income (loss) (a)		0.05			0.09			0.00	(e)		(0.01	)		(0.04	)
Net realized and unrealized gain (loss) on investments		1.33			0.26			(2.55	)		4.15			4.46
Total from investment operations		1.38			0.35			(2.55	)		4.14			4.42
Less Distributions
Distributions from net investment income		(0.09	)		0.00			(0.21	)		(0.05	)		0.00
Distributions from net realized capital gains		0.00			(0.99	)		(1.78	)		(1.11	)		0.00
Total distributions		(0.09	)		(0.99	)		(1.99	)		(1.16	)		0.00
Net Asset Value, End of Period	$	14.12		$	12.83		$	13.47		$	18.01		$	15.03
Total Return (%) (b)		10.76			2.58			(16.67	)		29.02			41.66	(f)
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		1.06			1.07			1.07			1.09			1.10	(g)
Net ratio of expenses to average net assets (%) (c)		1.05			1.07			1.07			1.09			1.10	(g)
Ratio of net investment income (loss) to average net assets (%)		0.38			0.72			0.01			(0.09	)		(0.47	)(g)
Portfolio turnover rate (%)		36			23			42			72			101
Net assets, end of period (in millions)	$	158.8		$	165.1		$	153.0		$	108.0		$	24.9

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets in 2013 includes the effect of management fee waivers as detailed in Note 5 of the Notes to Financial Statements. Net ratio of expenses to average net assets for the period 2009 through 2010 includes the effect of an expense limitation agreement which expired during 2010.

(d) Commencement of operations was April 28, 2009.

(e) Net investment income (loss) was less than $0.01.

(f) Periods less than one year are not computed on an annualized basis.

(g) Computed on an annualized basis.

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is Van Eck Global Natural Resources Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers two classes of shares: Class A and B shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-9

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-10

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFICs), and broker commission recapture reclasses. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Directed Brokerage Agreement - The Trust has entered into a directed brokerage arrangement with State Street Global Markets (“SSGM”). Under this arrangement, the Portfolio directs certain trades to SSGM in return for a recapture credit. SSGM issues a cash rebate to the Portfolio. Amounts paid to the Portfolio are shown separately as broker commission recapture on the Statement of Operations of the Portfolio. Additionally, these amounts have been excluded from the calculation of the net ratio of expenses to average net assets presented in the Financial Highlights for each share class.

3. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities

MSF-11

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels.

Repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that lwould be due from/to the counterparty. Securities pledged as collateral are noted in the Schedule of Investments.

Natural Resource and Foreign Investment Risk: The Portfolio may concentrate its investments in companies which are significantly engaged in the exploration, development, production and distribution of gold and other natural resources such as strategic and other metals, minerals, forest products, oil, natural gas and coal and by investing in gold bullion and coins. Since the Portfolio may concentrate, it may be subject to greater risks and market fluctuations than other more diversified portfolios. The production and marketing of gold and other natural resources may be affected by actions and changes in governments. In addition, gold and natural resources may be cyclical in nature. In addition, the investments by the Portfolio in foreign securities may involve risks not present in domestic investments. Since securities may be denominated in foreign currencies, may require settlement in foreign currencies and pay interest or dividends in foreign currencies, changes in the relationship of these foreign currencies to the U.S. dollar can significantly affect the value of the investments and earnings of the Portfolio. Foreign investments may also subject the Portfolio to foreign government exchange restrictions, expropriation, taxation or other political, social or economic developments, all of which could affect the market and/or credit risk of the investments. In addition to the risks described above, risks may arise from forward foreign currency contracts with respect to the potential inability of counterparties to meet the terms of their contracts.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

4. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	449,145,253	$	0	$	363,705,990

During the year ended December 31, 2013, the Portfolio engaged in security transactions with other affiliated portfolios. These amounted to $14,084,042 in purchases of investments, which are included above.

5. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the following annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average daily net assets
$8,450,531		0.800	%	Of the first $250 million
		0.775	%	Of the next $750 million
		0.750	%	On amounts in excess of $1 billion

MSF-12

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. Van Eck Associates Corp. is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period January 1, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average daily net assets
0.025%	On amount over $	500 million and under $1 billion

Amounts waived for the year ended December 31, 2013 are shown as management fee waivers in the Statement of Operations.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A and B Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B Shares. Under the Distribution and Service Plan, the Class B Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

6. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

7. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$9,218,470	$	6,312,388	$	—	$	58,043,245	$	9,218,470	$	64,355,633

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Total
$6,102,309	$	18,748,006	$	66,620,722	$	—	$	91,471,037

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely, and their character is retained

MSF-13

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

During the year ended December 31, 2013, the Portfolio utilized capital loss carryforwards of $1,588,525.

As of December 31, 2013, the Portfolio had no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

MSF-14

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of Van Eck Global Natural Resources Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Van Eck Global Natural Resources Portfolio, one of the portfolios constituting Metropolitan Series Fund, (the “Trust”), as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Van Eck Global Natural Resources Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 26, 2014

MSF-15

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.

MSF-16

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-17

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the Van Eck Global Natural Resources Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-18

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the Van Eck Global Natural Resources Portfolio’s performance, the Board considered that the Portfolio underperformed the median of its Performance Universe and its Lipper Index for the one- and three-year periods ended June 30, 2013. The Board also considered that the Portfolio underperformed its benchmark, the S&P North American Natural Resources Index, for the one- and three-year periods ended October 31, 2013 but outperformed its benchmark for the five-year period ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board

MSF-19

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the Van Eck Global Natural Resources Portfolio, the Board considered that the Portfolio’s actual management fees were below the Expense Group median and the Sub-advised Expense Universe median but above the Expense Universe median. The Board further considered that the Portfolio’s total expenses (exclusive of 12b-1 fees) were below the median of the Expense Group, the Expense Universe and the Sub-advised Expense Universe. The Board further noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also noted that the Portfolio’s contractual sub-advisory fees were above the average of the Sub-advised Expense Group and the Sub-advised Expense Universe at the Portfolio’s current size. In addition, the Board noted that the Adviser had recently negotiated a reduction to the Portfolio’s sub-advisory fee schedule and that the Adviser agreed to waive a corresponding portion of its advisory fee in order for contractholders to benefit from the lower sub-advisory fee effective January 1, 2013.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the Van Eck Global Natural Resources Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-20

Metropolitan Series Fund

Van Eck Global Natural Resources Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-21

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Managed by Western Asset Management Company

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, and E shares of the Western Asset Management Strategic Bond Opportunities Portfolio returned 1.09%, 0.83%, and 0.94%, respectively. The Portfolio’s benchmark, the Barclays U.S. Aggregate Bond Index¹, returned -2.02%.

MARKET ENVIRONMENT / CONDITIONS

The year began as Congress worked through the final moments of 2012 putting together an agreement to prevent a collection of tax increases and spending cuts known as the fiscal cliff. While a lackluster compromise was reached, some taxes were increased, notably payroll taxes, and the federal spending cuts proved unavoidable. Given this new set of headwinds, economic performance over the year was perhaps better than expected. Corporations continued to generate robust profits and equity markets climbed to new highs, with the S&P 500 Index gaining 32.4% on the year. Certainly the continued support of the Federal Reserve (the “Fed”) was a large help to risk markets, through its non-traditional methods of monetary accommodation. The European debt crisis also continued to ease on the back of aggressive action from the European Central Bank (the “ECB”). As a result, uncertainty among investors diminished, and as the Fed encouraged them to take risk, they did so.

The U.S. economic recovery picked up moderately over the year. The final estimate for the annualized Gross Domestic Product (“GDP”) growth rate over the third quarter (the last GDP data point released in 2013) came in at 4.1%. This compared favorably to the 0.1% growth rate from the fourth quarter of 2012, as well as to the 1.1% and 2.5% growth rates experienced in first and second quarters of 2013. At the same time, the unemployment rate notched down from 7.9% a year ago to the most recent rate of 6.7%.

The details behind the headlines are not quite as rosy, however. The drop in the unemployment rate, instead of being due to a robust and growing economy, was mostly driven by a decline in the labor force participation rate. Many discouraged workers simply gave up looking for work. This signals that the economy still has plenty of slack despite the recovery. Aggregate demand remains relatively weak. In spite of this, markets in 2013 were mostly risk-on environments. Risk sector spreads generally ended tighter. Improvement in the housing market remained a bright spot as the Case-Shiller Home Price Index (20 city composite, seasonally adjusted) improved to a year-over-year gain of 13.6%, up from a 4.3% gain a year ago. This is the index’s strongest yearly performance since February 2006.

The Fed remained extraordinarily accommodative during 2013, holding interest rates steady in a range of 0% to 0.25%. The Fed hinted several times over the year that it was considering reducing its $85 billion per month purchases of U.S. Treasuries and of agency mortgage-backed securities (“MBS”). The Fed finally announced the initial reduction at its December 2013 meeting, that asset purchases would decrease by $10 billion to a rate of $75 billion per month. Fed Chairman Ben Bernanke emphasized that this move should not be considered monetary tightening. He cited several continuing accommodations: the Fed’s continued promise of extraordinary low rates, guidance that short term rates would likely remain low even when the unemployment rate dips below 6.5%, and the fact that the Fed is still continuing to expand its balance sheet, albeit slightly less aggressively. Previous Fed guidance indicated that rates would be kept low as long as the unemployment rate remains above 6.5% and expected inflation one to two years out is below 2.5% with longer-term inflation expectations well anchored.

While interest rates rose significantly over the year, they generally drifted higher on expectations of reduced Fed purchases. Rates only moved modestly higher on the actual news of tapering. Ben Bernanke also experienced his final full year as Fed Chairman in 2013. His term was marked by aggressive Fed experimentation as the central bank attempted to add further accommodation despite a near-zero fed funds rate.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The Portfolio outperformed its benchmark over 2013. Spread sectors ended the year meaningfully higher on investors’ demand for risky assets which helped drive the Portfolio’s strong performance.

An overweight exposure to high yield bonds was the single largest contributor to performance as default rates remained low and spreads tightened by 129 basis points (bps) over the year to end at 382 bps over Treasuries.

The Portfolio’s non-agency MBS allocation was also a major contributor to performance as the sector benefited from price improvement and positive carry, as well as from continued coupon and principal payments. Through the year we continued to find opportunities in non-agency MBS as improved homeowner equity positions and higher prepayment rates are expected to boost yields to the asset class.

Investment Grade credit spreads tightened by 20 bps with investors’ higher appetite for risk, and the Portfolio’s allocation to Financial and Industrial companies’ bonds aided performance.

In line with other spread sectors, commercial MBS outperformed during the year. The Portfolio’s slight underweight position relative to the benchmark in this sector mildly detracted from performance. The Portfolio’s underweight allocation to agency MBS also slightly detracted from performance as the sector outperformed U.S. Treasuries of similar interest rate risk over the year. We focused on selecting certain mortgage pools and coupon stacks which avoided exaggerated risk of government-sponsored mortgage refinancing, thus decreasing the risk of loss of interest income through prepayments.

The Portfolio’s overall tactical exposure to interest rate risk had a small positive impact on performance as rates ended the year

MSF-1

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Managed by Western Asset Management Company

Portfolio Manager Commentary*—(Continued)

significantly higher. The Portfolio held less exposure than the benchmark to medium-term interest rates over the year, contributing to outperformance as those rates rose.

At year end economic data continued to support our expectations for a mild yet ongoing economic recovery. Going into 2014, we expected continued positive domestic economic growth, and we remained overweight to certain spread sectors that have demonstrated strong fundamentals. We remained mindful of the potential negative consequences of domestically-driven events such as another debt ceiling showdown in Congress and are also cognizant of potential negative spillover effects should another crisis erupt or reignite overseas. Importantly, the Fed remains highly accommodative even though it has slightly reduced asset purchases.

Stephen A. Walsh

Carl L. Eichsteadt

Mark S. Lindbloom

Christophe Orndorff

Michael Buchanan

Keith J. Gardner

Portfolio Managers

Western Asset Management Company

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

A $10,000 INVESTMENT COMPARED TO THE BARCLAYS U.S. AGGREGATE BOND INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year
Western Asset Management Strategic Bond Opportunities Portfolio
Class A		1.09		12.26		6.15
Class B		0.83		11.99		5.87
Class E		0.94		12.08		5.98
Barclays U.S. Aggregate Bond Index		-2.02		4.44		4.55

¹ Barclays U.S. Aggregate Bond Index is a broad based benchmark that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, mortgage-backed securities, asset-backed securities, and commercial mortgage-backed securities.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Sectors

	% of Market Value of Total Long-Term Investments
Corporate Bonds & Notes		53.4
Foreign Government		14.4
U.S. Treasury & Government Agencies		14.0
Mortgage-Backed Securities		12.7
Asset-Backed Securities		4.4
Preferred Stocks		0.8
Common Stocks		0.2
Floating Rate Loans		0.1

MSF-3

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

Western Asset Management Strategic Bond Opportunities Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.62	%	$	1,000.00	$	1,022.80	$	3.16
	Hypothetical*		0.62	%	$	1,000.00	$	1,022.08	$	3.16
Class B(a)	Actual		0.87	%	$	1,000.00	$	1,021.40	$	4.43
	Hypothetical*		0.87	%	$	1,000.00	$	1,020.82	$	4.43
Class E(a)	Actual		0.77	%	$	1,000.00	$	1,021.40	$	3.92
	Hypothetical*		0.77	%	$	1,000.00	$	1,021.32	$	3.92

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 6 of the Notes to Financial Statements.

MSF-4

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—50.8% of Net Assets

Security Description	Principal Amount*		Value
Advertising—0.0%
WPP Finance UK 8.000%, 09/15/14		230,000	$	241,445
Aerospace & Defense—0.0%
Boeing Capital Corp. 4.700%, 10/27/19		350,000		392,719
Aerospace/Defense—0.4%
Boeing Co. (The) 4.875%, 02/15/20		540,000		602,065
6.000%, 03/15/19		50,000		58,893
Kratos Defense & Security Solutions, Inc. 10.000%, 06/01/17 (a)		3,000,000		3,236,250
Raytheon Co. 3.125%, 10/15/20		30,000		30,034
United Technologies Corp. 4.500%, 06/01/42		360,000		349,591
				4,276,833
Agriculture—0.7%
Altria Group, Inc. 4.000%, 01/31/24		2,820,000		2,756,308
4.750%, 05/05/21		890,000		955,113
5.375%, 01/31/44		490,000		492,029
Imperial Tobacco Finance plc 2.050%, 02/11/18 (144A)		560,000		553,739
Lorillard Tobacco Co. 8.125%, 06/23/19		390,000		475,077
Philip Morris International, Inc. 2.500%, 08/22/22		440,000		401,086
2.900%, 11/15/21		640,000		610,979
Reynolds American, Inc. 3.250%, 11/01/22 (a)		270,000		248,863
6.750%, 06/15/17		325,000		372,015
				6,865,209
Airlines—0.6%
Delta Air Lines Pass-Through Trust 6.821%, 02/10/24		565,110		637,161
8.021%, 02/10/24		2,479,783		2,789,756
Northwest Airlines Pass-Through Trust 7.575%, 09/01/20		19,487		22,166
UAL Pass-Through Trust 9.750%, 07/15/18		79,065		90,925
United Airlines, Inc. 6.750%, 09/15/15 (144A)		1,964,000		2,025,375
				5,565,383
Auto Manufacturers—0.2%
Daimler Finance North America LLC 1.300%, 07/31/15 (144A)		370,000		372,171
2.625%, 09/15/16 (144A)		790,000		816,940
Ford Motor Co. 4.750%, 01/15/43		1,020,000		919,911
				2,109,022
Banks—6.7%
Bank of America Corp. 2.600%, 01/15/19		1,560,000	$	1,566,886
3.875%, 03/22/17 (a)		300,000		320,195
4.100%, 07/24/23 (a)		1,730,000		1,737,340
5.420%, 03/15/17		1,530,000		1,682,064
5.650%, 05/01/18		1,970,000		2,242,390
6.500%, 08/01/16		1,900,000		2,145,267
Barclays Bank plc 6.050%, 12/04/17 (144A)		140,000		156,518
10.179%, 06/12/21 (144A)		100,000		132,178
BBVA US Senior S.A. Unipersonal
Zero Coupon, 05/16/14		970,000		977,791
4.664%, 10/09/15		1,050,000		1,103,842
BNP Paribas S.A. 2.375%, 09/14/17		310,000		316,499
CIT Group, Inc. 5.000%, 08/01/23		2,030,000		1,953,875
Citigroup, Inc. 4.050%, 07/30/22		4,180,000		4,133,422
5.125%, 05/05/14		15,000		15,219
5.350%, 05/15/23 (b)		560,000		491,680
5.500%, 10/15/14		76,000		78,823
5.500%, 09/13/25		990,000		1,042,707
5.900%, 02/15/23 (a) (b)		320,000		299,200
5.950%, 01/30/23 (a) (b)		590,000		545,957
6.000%, 08/15/17		650,000		740,844
6.010%, 01/15/15		680,000		716,069
6.375%, 08/12/14		133,000		137,472
Commonwealth Bank of Australia 1.250%, 09/18/15		470,000		475,159
3.750%, 10/15/14 (144A)		710,000		728,101
5.000%, 10/15/19 (144A)		320,000		356,682
Cooperatieve Centrale Raiffeisen-Boerenleenbank BA 4.625%, 12/01/23		1,400,000		1,409,825
5.750%, 12/01/43		1,480,000		1,568,927
11.000%, 06/30/19 (144A) (b)		415,000		549,356
Credit Agricole S.A. 8.375%, 10/13/19 (144A) (b)		890,000		1,010,150
Goldman Sachs Capital II 4.000%, 01/31/14 (a) (b)		3,490,000		2,453,470
Goldman Sachs Group, Inc. (The) 2.375%, 01/22/18		1,720,000		1,726,538
2.900%, 07/19/18		410,000		417,246
5.250%, 07/27/21		1,680,000		1,839,335
6.000%, 05/01/14		210,000		213,750
6.150%, 04/01/18		30,000		34,400
6.250%, 02/01/41		210,000		242,004
6.750%, 10/01/37		400,000		445,018
7.500%, 02/15/19		20,000		24,359
HBOS plc 6.750%, 05/21/18 (144A)		240,000		271,470
ING Bank NV 5.800%, 09/25/23 (144A)		1,510,000		1,578,847
Intesa Sanpaolo S.p.A. 3.125%, 01/15/16		1,040,000		1,059,824

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*			Value
Banks—(Continued)
JPMorgan Chase & Co. 1.100%, 10/15/15		1,490,000		$	1,495,683
3.375%, 05/01/23 (a)		1,550,000			1,444,600
4.350%, 08/15/21		160,000			168,627
4.500%, 01/24/22		160,000			169,237
5.150%, 10/01/15		1,980,000			2,116,222
6.125%, 06/27/17		160,000			181,731
M&T Bank Corp. 6.875%, 06/15/16 (144A)		2,540,000			2,439,690
Morgan Stanley 0.696%, 10/18/16 (b)		360,000			357,035
4.750%, 03/22/17		140,000			152,785
5.450%, 01/09/17		530,000			587,771
5.950%, 12/28/17		430,000			491,284
Nordea Bank AB 4.875%, 05/13/21 (144A)		950,000			981,941
Royal Bank of Scotland Group plc 2.550%, 09/18/15 (a)		280,000			286,372
5.000%, 10/01/14		730,000			746,025
6.100%, 06/10/23		780,000			786,315
7.648%, 09/30/31 (a) (b)		120,000			125,400
Royal Bank of Scotland plc 7.250%, 03/10/14 (AUD)		3,350,000			3,012,609
13.125%, 03/19/22 (AUD) (b)		1,580,000			1,659,141
Santander US Debt S.A. Unipersonal 3.724%, 01/20/15 (144A)		100,000			101,993
State Street Corp. 4.956%, 03/15/18		320,000			347,168
UBS AG 2.250%, 01/28/14		250,000			250,322
3.875%, 01/15/15		390,000			403,203
Wachovia Bank N.A. 6.000%, 11/15/17		1,990,000			2,296,261
Wachovia Capital Trust III 5.570%, 01/31/14 (b)		1,321,000			1,208,715
Wells Fargo & Co.
1.500%, 01/16/18		300,000			298,062
3.450%, 02/13/23		970,000			917,072
4.480%, 01/16/24 (144A)		2,596,000			2,584,167
4.600%, 04/01/21 (a)		110,000			120,585
5.375%, 11/02/43		660,000			675,844
Wells Fargo Capital X 5.950%, 12/01/86		600,000			588,900
					65,935,459
Beverages—0.6%
Anheuser-Busch InBev Worldwide, Inc. 2.500%, 07/15/22		280,000			258,991
5.000%, 04/15/20		260,000			294,245
5.375%, 01/15/20		1,110,000			1,273,899
Diageo Finance BV 3.250%, 01/15/15 (a)		60,000			61,721
Diageo Investment Corp. 2.875%, 05/11/22		670,000			638,664
Beverages—(Continued)
Heineken NV 1.400%, 10/01/17 (144A)		260,000			255,079
Molson Coors Brewing Co. 3.500%, 05/01/22 (a)		60,000			58,909
PepsiCo, Inc. 0.700%, 08/13/15		850,000			850,899
4.000%, 03/05/42		670,000			583,455
7.900%, 11/01/18 (a)		76,000			94,999
Pernod-Ricard S.A. 2.950%, 01/15/17 (144A) (a)		270,000			278,833
4.450%, 01/15/22 (144A)		940,000	��		950,861
					5,600,555
Building Materials—1.1%
Building Materials Corp. of America 7.500%, 03/15/20 (144A) (a)		3,400,000			3,672,000
Cemex Finance LLC 9.375%, 10/12/22 (144A) (a)		6,470,000			7,294,925
					10,966,925
Chemicals—0.7%
Alpek S.A. de C.V. 4.500%, 11/20/22 (144A)		890,000			845,500
Braskem Finance, Ltd. 5.375%, 05/02/22 (144A) (a)		1,980,000			1,847,340
Ecolab, Inc. 4.350%, 12/08/21		180,000			186,648
LyondellBasell Industries NV 5.000%, 04/15/19		1,190,000			1,321,639
Potash Corp. of Saskatchewan, Inc. 4.875%, 03/30/20		40,000			43,277
Rain CII Carbon LLC / CII Carbon Corp. 8.250%, 01/15/21 (144A)		2,650,000			2,703,000
					6,947,404
Coal—1.2%
Arch Coal, Inc. 7.000%, 06/15/19 (a)		2,630,000			2,090,850
9.875%, 06/15/19		1,110,000			987,900
CONSOL Energy, Inc. 8.250%, 04/01/20		3,720,000			4,026,900
Natural Resource Partners L.P. 9.125%, 10/01/18 (144A)		720,000			736,200
Peabody Energy Corp. 6.500%, 09/15/20 (a)		3,990,000			4,199,475
					12,041,325
Commercial Services—0.8%
NES Rentals Holdings, Inc. 7.875%, 05/01/18 (144A)		990,000			1,041,975
Service Corp. International 7.500%, 04/01/27		350,000			369,250
7.625%, 10/01/18		125,000			143,750

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Commercial Services—(Continued)
United Rentals North America, Inc. 8.375%, 09/15/20 (a)		2,952,000	$	3,291,480
WEX, Inc. 4.750%, 02/01/23 (144A)		3,440,000		3,164,800
				8,011,255
Computers—0.0%
Compiler Finance Sub, Inc. 7.000%, 05/01/21 (144A)		200,000		198,500
Cosmetics/Personal Care—0.1%
First Quality Finance Co., Inc. 4.625%, 05/15/21 (144A)		490,000		465,500
Diversified Financial Services—2.5%
American Express Co. 6.800%, 09/01/66 (b)		1,650,000		1,758,075
American Express Credit Corp. 5.125%, 08/25/14		60,000		61,827
American Honda Finance Corp. 1.000%, 08/11/15 (144A)		700,000		702,744
Ausdrill Finance Pty, Ltd. 6.875%, 11/01/19 (144A) (a)		3,050,000		2,775,500
Ford Motor Credit Co. LLC 8.125%, 01/15/20		1,240,000		1,550,558
General Electric Capital Corp. 1.625%, 07/02/15		330,000		335,363
4.375%, 09/16/20		70,000		75,865
4.625%, 01/07/21		40,000		43,618
6.375%, 11/15/67 (b)		2,490,000		2,701,650
6.875%, 01/10/39		4,511,000		5,799,323
General Motors Financial Co., Inc. 2.750%, 05/15/16 (144A)		30,000		30,375
Hyundai Capital America 2.125%, 10/02/17 (144A)		240,000		238,359
ILFC E-Capital Trust II 6.250%, 12/21/65 (144A) (b)		330,000		311,850
International Lease Finance Corp. 6.250%, 05/15/19		1,150,000		1,244,875
6.500%, 09/01/14 (144A)		50,000		51,687
6.750%, 09/01/16 (144A)		250,000		278,750
8.250%, 12/15/20 (a)		3,150,000		3,685,500
8.750%, 03/15/17 (a)		1,550,000		1,825,125
John Deere Capital Corp. 2.250%, 04/17/19		310,000		309,338
Lehman Brothers Holdings Capital Trust VII 5.857%, 01/31/14 (c)		3,870,000		387
Lehman Brothers Holdings E-Capital Trust I 3.589%, 08/19/65 (c)		1,190,000		119
Lehman Brothers Holdings, Inc. 6.750%, 12/28/17 (c)		3,280,000		328
Merrill Lynch & Co., Inc. 6.875%, 04/25/18		280,000		331,063
SLM Corp. 8.000%, 03/25/20		150,000		169,875
Diversified Financial Services—(Continued)
TMX Finance LLC / TitleMax Finance Corp. 8.500%, 09/15/18 (144A) (a)		360,000		383,400
Vesey Street Investment Trust I 4.404%, 09/01/16 (d)		370,000		397,273
				25,062,827
Electric—2.9%
Calpine Corp. 7.500%, 02/15/21 (144A)		1,972,000		2,151,945
7.875%, 07/31/20 (144A)		1,000		1,095
7.875%, 01/15/23 (144A)		2,309,000		2,522,582
Centrais Eletricas Brasileiras S.A. 5.750%, 10/27/21 (144A) (a)		1,930,000		1,874,513
Dominion Resources, Inc. 8.875%, 01/15/19		70,000		88,943
DPL, Inc. 7.250%, 10/15/21		5,500,000		5,568,750
Duke Energy Carolinas LLC 5.300%, 02/15/40		980,000		1,064,003
Dynegy Roseton LLC / Dynegy Danskammer LLC Pass-Through Trust 7.670%, 08/11/16 (c)		500,000		0
Energy Future Intermediate Holding Co. LLC / EFIH Finance, Inc. 10.000%, 12/01/20		2,000,000		2,125,000
Exelon Corp. 5.625%, 06/15/35		375,000		371,765
FirstEnergy Corp. 4.250%, 03/15/23		1,910,000		1,780,412
7.375%, 11/15/31		4,200,000		4,563,653
Mirant Mid Atlantic Pass-Through Trust 10.060%, 12/30/28		5,056,588		5,625,454
Pacific Gas & Electric Co. 6.050%, 03/01/34		430,000		492,563
8.250%, 10/15/18		210,000		262,642
				28,493,320
Electronics—0.2%
Rexel S.A. 5.250%, 06/15/20 (144A)		2,210,000		2,221,050
Thermo Fisher Scientific, Inc. 3.600%, 08/15/21		200,000		198,209
				2,419,259
Engineering & Construction—0.4%
Empresas ICA S.A.B. de C.V. 8.375%, 07/24/17 (a)		440,000		434,500
8.900%, 02/04/21 (a)		1,250,000		1,218,750
OAS Investments GmbH 8.250%, 10/19/19 (144A)		1,930,000		1,886,575
				3,539,825

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Environmental Control—0.0%
Waste Management, Inc. 4.600%, 03/01/21		180,000	$	191,784
7.375%, 05/15/29		190,000		231,188
				422,972
Food—0.8%
Hawk Acquisition Sub, Inc. 4.250%, 10/15/20 (144A) (a)		1,060,000		1,025,550
Kraft Foods Group, Inc. 3.500%, 06/06/22		690,000		672,470
Marfrig Holding Europe B.V. 8.375%, 05/09/18 (a)		2,200,000		2,046,000
11.250%, 09/20/21 (144A) (a)		1,850,000		1,766,750
Mondelez International, Inc. 5.375%, 02/10/20		534,000		603,094
WM Wrigley Jr. Co. 2.400%, 10/21/18 (144A) (a)		220,000		218,651
2.900%, 10/21/19 (144A)		790,000		783,469
3.375%, 10/21/20 (144A) (a)		250,000		247,129
				7,363,113
Forest Products & Paper—0.7%
Appvion, Inc. 9.000%, 06/01/20 (144A) (a)		2,060,000		2,080,600
Fibria Overseas Finance, Ltd. 6.750%, 03/03/21		3,110,000		3,389,900
7.500%, 05/04/20 (a)		634,000		693,438
Resolute Forest Products, Inc. 5.875%, 05/15/23 (144A) (a)		960,000		888,000
Smurfit Kappa Treasury Funding, Ltd. 7.500%, 11/20/25		275,000		300,781
				7,352,719
Healthcare-Products—0.1%
Mallinckrodt International Finance S.A. 4.750%, 04/15/23 (144A)		880,000		812,185
Medtronic, Inc. 3.125%, 03/15/22 (a)		60,000		58,299
4.450%, 03/15/20		340,000		372,612
				1,243,096
Healthcare-Services—1.6%
Fresenius Medical Care U.S. Finance, Inc. 6.500%, 09/15/18 (144A) (a)		3,709,000		4,191,170
HCA Holdings, Inc. 6.250%, 02/15/21 (a)		1,300,000		1,360,125
HCA, Inc. 5.750%, 03/15/14		90,000		90,810
6.375%, 01/15/15		1,500,000		1,575,000
Humana, Inc. 3.150%, 12/01/22 (a)		190,000		175,885
7.200%, 06/15/18		320,000		378,576
Radnet Management, Inc. 10.375%, 04/01/18 (a)		1,630,000		1,625,925
Healthcare-Services—(Continued)
Roche Holdings, Inc. 6.000%, 03/01/19 (144A)		428,000		500,860
Tenet Healthcare Corp. 6.000%, 10/01/20 (144A)		1,130,000		1,179,437
8.125%, 04/01/22		360,000		387,900
UnitedHealth Group, Inc. 5.700%, 10/15/40		10,000		10,956
5.800%, 03/15/36		10,000		11,001
6.000%, 02/15/18		900,000		1,039,783
WellCare Health Plans, Inc. 5.750%, 11/15/20		1,330,000		1,359,925
WellPoint, Inc. 1.250%, 09/10/15		160,000		161,112
3.125%, 05/15/22		400,000		375,152
3.700%, 08/15/21		340,000		338,744
5.875%, 06/15/17		120,000		135,350
7.000%, 02/15/19		510,000		605,113
				15,502,824
Holding Companies-Diversified—0.6%
DH Services Luxembourg S.a.r.l. 7.750%, 12/15/20 (144A)		5,670,000		6,024,375
Home Builders—0.8%
Taylor Morrison Communities, Inc. 7.750%, 04/15/20 (144A)		4,432,000		4,875,200
William Lyon Homes, Inc. 8.500%, 11/15/20		2,430,000		2,630,475
				7,505,675
Household Products/Wares—0.2%
Reynolds Group Issuer, Inc. / Reynolds Group Issuer LLC / Reynolds Group Issuer Lu 6.875%, 02/15/21		480,000		517,200
9.000%, 04/15/19 (a)		1,710,000		1,833,975
				2,351,175
Insurance—0.2%
American International Group, Inc. 6.250%, 03/15/87		620,000		620,000
ING U.S., Inc. 2.900%, 02/15/18		300,000		306,836
Teachers Insurance & Annuity Association of America 6.850%, 12/16/39 (144A)		700,000		864,072
				1,790,908
Internet—0.4%
Cogent Communications Group, Inc. 8.375%, 02/15/18 (144A)		3,480,000		3,775,800
Iron/Steel—0.7%
ArcelorMittal 5.000%, 02/25/17		380,000		407,550

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Iron/Steel—(Continued)
Cliffs Natural Resources, Inc. 3.950%, 01/15/18 (a)		1,480,000	$	1,494,497
4.800%, 10/01/20 (a)		520,000		516,836
4.875%, 04/01/21 (a)		100,000		97,253
Steel Dynamics, Inc. 7.625%, 03/15/20		3,710,000		4,025,350
				6,541,486
Lodging—0.4%
Caesars Entertainment Operating Co., Inc. 8.500%, 02/15/20		320,000		308,000
11.250%, 06/01/17		2,000,000		2,035,000
Hilton Worldwide Finance LLC / Hilton Worldwide Finance Corp. 5.625%, 10/15/21 (144A)		1,800,000		1,867,500
				4,210,500
Media—2.7%
21st Century Fox America, Inc. 6.200%, 12/15/34		10,000		11,070
6.650%, 11/15/37		70,000		81,708
CCO Holdings LLC / CCO Holdings Capital Corp. 6.500%, 04/30/21 (a)		2,000,000		2,055,000
7.000%, 01/15/19 (a)		90,000		94,838
Comcast Cable Communications Holdings, Inc. 9.455%, 11/15/22		230,000		318,567
Comcast Cable Communications LLC 8.875%, 05/01/17		420,000		515,759
Comcast Corp. 5.650%, 06/15/35		10,000		10,651
5.875%, 02/15/18		150,000		172,049
6.500%, 01/15/15		460,000		487,748
CSC Holdings LLC 6.750%, 11/15/21		2,420,000		2,607,550
DISH DBS Corp. 5.000%, 03/15/23 (a)		50,000		46,625
6.625%, 10/01/14		90,000		93,600
6.750%, 06/01/21		115,000		121,900
7.875%, 09/01/19		2,075,000		2,375,875
Gannett Co., Inc. 6.375%, 10/15/23 (144A)		940,000		972,900
Nara Cable Funding, Ltd. 8.875%, 12/01/18 (144A)		4,260,000		4,579,500
NBCUniversal Enterprise, Inc. 1.974%, 04/15/19 (144A)		1,950,000		1,907,449
Time Warner Cable, Inc. 4.125%, 02/15/21		10,000		9,478
5.500%, 09/01/41		330,000		273,443
5.875%, 11/15/40		10,000		8,650
6.750%, 06/15/39		170,000		160,089
8.250%, 04/01/19		850,000		995,779
8.750%, 02/14/19		80,000		95,427
Time Warner, Inc. 7.700%, 05/01/32		800,000		1,027,177
Media—(Continued)
UBM plc 5.750%, 11/03/20 (144A)		50,000		51,981
Unitymedia Hessen GmbH & Co. KG / Unitymedia NRW GmbH 5.500%, 01/15/23 (144A)		3,000,000		2,910,000
Univision Communications, Inc. 6.875%, 05/15/19 (144A)		1,000,000		1,068,750
7.875%, 11/01/20 (144A)		2,700,000		2,966,625
Viacom, Inc. 4.250%, 09/01/23		970,000		967,982
				26,988,170
Mining—2.8%
AngloGold Ashanti Holdings plc 8.500%, 07/30/20 (a)		1,720,000		1,776,072
Barminco Finance Pty, Ltd. 9.000%, 06/01/18 (144A) (a)		630,000		579,600
Barrick Gold Corp. 3.850%, 04/01/22		280,000		252,176
4.100%, 05/01/23		1,430,000		1,292,564
6.950%, 04/01/19		380,000		438,626
Barrick North America Finance LLC 4.400%, 05/30/21		510,000		491,051
BHP Billiton Finance USA, Ltd. 3.250%, 11/21/21		590,000		586,504
5.000%, 09/30/43		750,000		762,556
FMG Resources (August 2006) Pty, Ltd. 6.375%, 02/01/16 (144A) (a)		4,280,000		4,429,800
Freeport-McMoRan Copper & Gold, Inc. 3.100%, 03/15/20		930,000		903,525
3.550%, 03/01/22		515,000		489,456
Midwest Vanadium Pty, Ltd. 11.500%, 02/15/18 (144A) (e)		1,000,000		830,000
Mirabela Nickel, Ltd. 3.500%, 03/28/14 (144A) (f)		555,333		555,333
8.750%, 04/15/18 (144A) (a) (c)		270,000		67,500
Molycorp, Inc. 10.000%, 06/01/20 (a)		2,180,000		2,163,650
Rio Tinto Finance USA plc 2.250%, 12/14/18		240,000		238,816
Rio Tinto Finance USA, Ltd. 1.875%, 11/02/15		10,000		10,198
2.500%, 05/20/16 (a)		70,000		72,188
3.500%, 11/02/20 (a)		100,000		102,097
4.125%, 05/20/21 (a)		130,000		134,848
6.500%, 07/15/18		230,000		271,509
9.000%, 05/01/19		620,000		809,486
St Barbara, Ltd. 8.875%, 04/15/18 (144A)		980,000		806,050
Thompson Creek Metals Co., Inc. 9.750%, 12/01/17 (a)		2,780,000		3,058,000
Vedanta Resources plc 6.750%, 06/07/16 (144A) (a)		2,960,000		3,067,300
8.250%, 06/07/21 (a)		1,120,000		1,124,200
8.750%, 01/15/14 (144A) (a)		410,000		410,000

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Mining—(Continued)
Xstrata Finance Canada, Ltd. 2.050%, 10/23/15 (144A)		1,440,000	$	1,458,327
2.700%, 10/25/17 (144A)		720,000		728,173
				27,909,605
Miscellaneous Manufacturing—0.3%
Eaton Corp. 2.750%, 11/02/22		3,510,000		3,274,332
Oil & Gas—7.2%
Anadarko Finance Co. 7.500%, 05/01/31 (a)		80,000		97,265
Anadarko Petroleum Corp. 6.375%, 09/15/17		1,530,000		1,756,546
Apache Corp. 3.250%, 04/15/22 (a)		774,000		762,587
BP Capital Markets plc 3.245%, 05/06/22		800,000		775,410
3.561%, 11/01/21		100,000		100,781
Calumet Specialty Products Partners L.P. / Calumet Finance Corp. 7.625%, 01/15/22 (144A)		1,860,000		1,878,600
Chesapeake Energy Corp. 5.750%, 03/15/23 (a)		3,300,000		3,399,000
6.875%, 11/15/20		760,000		858,800
Concho Resources, Inc. 5.500%, 10/01/22		220,000		227,150
6.500%, 01/15/22 (a)		1,400,000		1,515,500
ConocoPhillips Holding Co. 6.950%, 04/15/29 (a)		495,000		626,362
Continental Resources, Inc. 4.500%, 04/15/23		580,000		587,975
7.125%, 04/01/21		1,090,000		1,235,787
Devon Energy Corp. 3.250%, 05/15/22		280,000		266,994
Devon Financing Corp. LLC 7.875%, 09/30/31		140,000		180,068
Ecopetrol S.A. 5.875%, 09/18/23		441,000		465,255
Halcon Resources Corp. 8.875%, 05/15/21		4,240,000		4,282,400
Hercules Offshore, Inc. 7.125%, 04/01/17 (144A)		3,000,000		3,191,250
8.750%, 07/15/21 (144A) (a)		770,000		858,550
Hess Corp. 7.875%, 10/01/29		150,000		191,158
8.125%, 02/15/19		90,000		111,790
Kerr-McGee Corp. 6.950%, 07/01/24		360,000		418,198
7.875%, 09/15/31		405,000		506,793
Kodiak Oil & Gas Corp. 8.125%, 12/01/19		3,250,000		3,607,500
Magnum Hunter Resources Corp. 9.750%, 05/15/20		3,200,000		3,456,000
Oil & Gas—(Continued)
MEG Energy Corp. 6.375%, 01/30/23 (144A)		3,600,000		3,622,500
6.500%, 03/15/21 (144A) (a)		290,000		305,225
Murphy Oil USA, Inc. 6.000%, 08/15/23 (144A)		660,000		663,300
Occidental Petroleum Corp. 2.700%, 02/15/23 (a)		520,000		476,044
3.125%, 02/15/22		310,000		301,931
Pacific Drilling V, Ltd. 7.250%, 12/01/17 (144A)		1,760,000		1,900,800
Pacific Rubiales Energy Corp. 5.375%, 01/26/19 (144A)		1,660,000		1,672,450
Parker Drilling Co. 9.125%, 04/01/18		3,650,000		3,869,000
Petrobras International Finance Co. 5.375%, 01/27/21		6,020,000		5,974,176
5.750%, 01/20/20 (a)		513,000		527,846
Plains Exploration & Production Co. 6.500%, 11/15/20		250,000		276,095
8.625%, 10/15/19		205,000		224,939
QEP Resources, Inc. 5.250%, 05/01/23		2,650,000		2,484,375
6.875%, 03/01/21		2,130,000		2,284,425
Quicksilver Resources, Inc. 11.000%, 07/01/21 (144A) (a)		1,320,000		1,432,200
Range Resources Corp. 5.000%, 08/15/22		870,000		854,775
5.750%, 06/01/21 (a)		570,000		604,200
8.000%, 05/15/19		2,830,000		3,017,487
Reliance Holdings USA, Inc. 5.400%, 02/14/22		1,860,000		1,881,096
Samson Investment Co. 10.500%, 02/15/20 (144A) (a)		3,750,000		4,087,500
Sanchez Energy Corp. 7.750%, 06/15/21 (144A)		1,650,000		1,687,125
SandRidge Energy, Inc. 7.500%, 02/15/23		200,000		203,000
Sinopec Group Overseas Development 2012, Ltd. 2.750%, 05/17/17 (144A)		690,000		705,513
Transocean, Inc. 5.050%, 12/15/16		290,000		320,355
6.375%, 12/15/21		430,000		483,197
				71,217,273
Oil & Gas Services—1.0%
Baker Hughes, Inc. 3.200%, 08/15/21 (a)		480,000		476,595
CGG S.A. 6.500%, 06/01/21 (a)		2,840,000		2,911,000
7.750%, 05/15/17		555,000		571,650
Exterran Holdings, Inc. 7.250%, 12/01/18		2,020,000		2,133,625
Hiland Partners L.P. / Hiland Partner Finance Corp. 7.250%, 10/01/20 (144A)		520,000		557,700

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Oil & Gas Services—(Continued)
Key Energy Services, Inc. 6.750%, 03/01/21		2,150,000	$	2,203,750
SESI LLC 7.125%, 12/15/21		1,050,000		1,170,750
				10,025,070
Packaging & Containers—0.9%
Ardagh Packaging Finance plc 9.125%, 10/15/20 (144A)		4,660,000		5,102,700
Ardagh Packaging Finance plc / Ardagh MP Holdings USA, Inc. 9.125%, 10/15/20 (144A) (a)		540,000		588,600
Ball Corp. 4.000%, 11/15/23 (a)		770,000		689,150
5.000%, 03/15/22		30,000		29,700
5.750%, 05/15/21		930,000		978,825
Graphic Packaging International, Inc. 4.750%, 04/15/21		360,000		356,400
Pactiv LLC 8.375%, 04/15/27 (a)		1,050,000		976,500
Rock Tenn Co. 3.500%, 03/01/20		230,000		226,224
4.000%, 03/01/23		360,000		343,833
				9,291,932
Pharmaceuticals—0.9%
AbbVie, Inc. 1.750%, 11/06/17		970,000		968,338
2.900%, 11/06/22		590,000		551,447
Express Scripts Holding Co. 3.500%, 11/15/16		1,410,000		1,490,675
Forest Laboratories, Inc. 5.000%, 12/15/21 (144A)		1,390,000		1,395,213
GlaxoSmithKline Capital plc 2.850%, 05/08/22		590,000		556,456
Lantheus Medical Imaging, Inc. 9.750%, 05/15/17 (a)		1,510,000		1,343,900
Pfizer, Inc. 6.200%, 03/15/19		400,000		474,172
Teva Pharmaceutical Finance Co. B.V. 3.650%, 11/10/21		50,000		49,041
Teva Pharmaceutical Finance IV B.V. 3.650%, 11/10/21		70,000		68,657
Valeant Pharmaceuticals International, Inc. 5.625%, 12/01/21 (144A) (a)		970,000		974,850
Wyeth LLC 5.950%, 04/01/37		290,000		336,167
Zoetis, Inc. 3.250%, 02/01/23		240,000		224,561
				8,433,477
Pipelines—2.3%
Access Midstream Partners L.P. / ACMP Finance Corp.
4.875%, 05/15/23		3,400,000		3,281,000
Pipelines—(Continued)
Atlas Pipeline Partners, L.P. 5.875%, 08/01/23 (144A)		3,290,000		3,133,725
El Paso LLC 7.800%, 08/01/31		67,000		67,989
El Paso Natural Gas Co. LLC 8.375%, 06/15/32		190,000		243,825
Enterprise Products Operating LLC 5.700%, 02/15/42		200,000		210,861
9.750%, 01/31/14		1,010,000		1,017,065
Kinder Morgan, Inc. 5.625%, 11/15/23 (144A)		3,180,000		3,078,994
MarkWest Energy Partners L.P. / MarkWest Energy Finance Corp.
4.500%, 07/15/23 (a)		2,070,000		1,940,625
5.500%, 02/15/23		1,350,000		1,360,125
6.250%, 06/15/22		970,000		1,025,775
6.500%, 08/15/21 (a)		910,000		978,250
Regency Energy Partners L.P. 6.500%, 07/15/21		950,000		1,007,000
Rockies Express Pipeline LLC 6.000%, 01/15/19 (144A)		3,260,000		3,015,500
Southern Natural Gas Co. LLC 5.900%, 04/01/17 (144A)		10,000		11,207
8.000%, 03/01/32		25,000		31,967
Targa Resources Partners L.P. / Targa Resources Partners Finance Corp.
4.250%, 11/15/23 (144A)		1,580,000		1,414,100
Williams Cos., Inc. (The) 7.500%, 01/15/31		45,000		47,563
7.750%, 06/15/31		14,000		15,011
7.875%, 09/01/21		436,000		502,756
8.750%, 03/15/32		255,000		297,716
				22,681,054
Real Estate—0.2%
Country Garden Holdings Co., Ltd. 11.125%, 02/23/18		324,000		359,640
Howard Hughes Corp. 6.875%, 10/01/21 (144A)		1,350,000		1,404,000
				1,763,640
Retail—0.9%
Arcos Dorados Holdings, Inc. 6.625%, 09/27/23 (144A) (a)		1,030,000		1,045,965
CST Brands, Inc. 5.000%, 05/01/23 (a)		340,000		328,100
CVS Caremark Corp. 2.750%, 12/01/22		530,000		489,176
CVS Pass-Through Trust 6.943%, 01/10/30		747,374		856,566
Dufry Finance SCA 5.500%, 10/15/20 (144A)		4,130,000		4,233,250
Limited Brands, Inc. 6.950%, 03/01/33 (a)		60,000		59,100

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Retail—(Continued)
Neiman Marcus Group Ltd., Inc. 8.000%, 10/15/21 (144A)		470,000	$	491,150
8.750%, 10/15/21 (144A) (a) (f)		1,250,000		1,309,375
				8,812,682
Semiconductors—0.1%
Magnachip Semiconductor Corp. 6.625%, 07/15/21 (a)		530,000		539,275
Software—0.3%
Activision Blizzard, Inc. 5.625%, 09/15/21 (144A)		680,000		703,800
6.125%, 09/15/23 (144A)		580,000		604,650
First Data Corp. 7.375%, 06/15/19 (144A)		1,070,000		1,142,225
				2,450,675
Telecommunications—4.8%
AT&T, Inc. 4.350%, 06/15/45		1,480,000		1,252,956
4.450%, 05/15/21		300,000		315,849
5.500%, 02/01/18		170,000		191,366
Cellco Partnership / Verizon Wireless Capital LLC 8.500%, 11/15/18		630,000		797,664
CenturyLink, Inc. 6.750%, 12/01/23		760,000		769,500
Hughes Satellite Systems Corp. 7.625%, 06/15/21 (a)		1,500,000		1,672,500
Inmarsat Finance plc 7.375%, 12/01/17 (144A) (a)		760,000		790,400
Intelsat Jackson Holdings S.A. 5.500%, 08/01/23 (144A)		3,160,000		3,005,950
7.500%, 04/01/21 (a)		2,673,000		2,946,982
Level 3 Financing, Inc. 6.125%, 01/15/21 (144A)		1,380,000		1,393,800
Rogers Communications, Inc. 6.800%, 08/15/18		280,000		333,714
SoftBank Corp. 4.500%, 04/15/20 (144A) (a)		1,360,000		1,326,000
Sprint Capital Corp. 6.875%, 11/15/28		5,290,000		4,985,825
8.750%, 03/15/32		2,520,000		2,702,700
Sprint Corp. 7.875%, 09/15/23 (144A)		3,160,000		3,397,000
T-Mobile USA, Inc. 6.125%, 01/15/22		880,000		895,400
Telecom Italia Capital S.A. 7.175%, 06/18/19		40,000		44,900
Telefonica Emisiones S.A.U. 5.134%, 04/27/20		140,000		148,730
5.462%, 02/16/21		140,000		147,720
5.877%, 07/15/19		140,000		156,114
6.221%, 07/03/17		40,000		45,093
tw telecom holdings, Inc. 6.375%, 09/01/23 (144A) (a)		1,240,000		1,289,600
Telecommunications—(Continued)
UPC Holding B.V. 9.875%, 04/15/18 (144A)		395,000		423,638
UPCB Finance III, Ltd. 6.625%, 07/01/20 (144A)		700,000		743,750
Verizon Communications, Inc. 2.450%, 11/01/22 (a)		390,000		345,246
4.500%, 09/15/20		760,000		813,630
5.150%, 09/15/23		4,960,000		5,325,512
6.350%, 04/01/19 (a)		980,000		1,151,882
6.400%, 09/15/33		3,970,000		4,565,980
Wind Acquisition Holdings Finance S.A. 12.250%, 07/15/17 (144A) (a) (f)		3,378,754		3,365,286
Windstream Corp. 7.500%, 04/01/23 (a)		2,000,000		2,010,000
				47,354,687
Transportation—0.8%
CMA CGM S.A. 8.500%, 04/15/17 (144A) (a)		1,500,000		1,462,500
Florida East Coast Railway Corp. 8.125%, 02/01/17		2,000,000		2,087,500
Gulfmark Offshore, Inc. 6.375%, 03/15/22		2,080,000		2,095,600
Navios Maritime Acquisition Corp. 8.125%, 11/15/21 (144A)		900,000		918,000
Watco Cos. LLC / Watco Finance Corp. 6.375%, 04/01/23 (144A)		1,280,000		1,267,200
				7,830,800
Total Corporate Bonds & Notes (Cost $506,635,715)				501,790,080
Foreign Government—13.7%
Regional Government—0.2%
Japan Finance Organization for Municipalities 4.000%, 01/13/21		1,900,000		2,026,597
Sovereign—13.5%
Argentina Boden Bond 7.000%, 10/03/15		6,920,000		6,766,991
Brazil Notas do Tesouro Nacional 10.000%, 01/01/17 (BRL)		18,099,000		7,252,020
10.000%, 01/01/21 (BRL)		53,647,000		19,765,153
Hungary Government International Bond 5.750%, 11/22/23		2,180,000		2,190,900
Indonesia Government International Bond 3.750%, 04/25/22 (144A)		280,000		252,350
3.750%, 04/25/22		430,000		387,537
4.875%, 05/05/21		400,000		396,000
5.875%, 03/13/20		300,000		317,100
Japan Bank for International Cooperation 2.875%, 02/02/15		1,580,000		1,621,731
Mexican Bonos 6.500%, 06/09/22 (MXN)		540,143,700		41,821,267
8.000%, 06/11/20 (MXN)		90,954,000		7,783,208

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Foreign Government—(Continued)

Security Description	Principal Amount*		Value
Sovereign—(Continued)
Russian Federal Bonds 7.000%, 01/25/23 (RUB)		286,110,000	$	8,389,927
7.600%, 07/20/22 (RUB)		489,000,000		14,926,788
Russian Foreign Bond - Eurobond 7.500%, 03/31/30 (d)		2,064,205		2,405,212
South Africa Government International Bond 5.875%, 09/16/25 (a)		2,310,000		2,402,400
Turkey Government International Bond 6.250%, 09/26/22		4,810,000		4,995,185
Venezuela Government International Bond 7.750%, 10/13/19		15,230,000		11,346,350
				133,020,119
Total Foreign Government (Cost $151,524,113)				135,046,716
U.S. Treasury & Government Agencies—13.4%
Agency Sponsored Mortgage-Backed—10.4%
Fannie Mae 15 Yr. Pool 3.500%, TBA (g)		8,400,000		8,784,235
5.500%, 12/01/16		9,633		10,232
6.500%, 03/01/16		688		710
6.500%, 09/01/16		8,383		8,699
6.500%, 12/01/16		10,647		11,133
6.500%, 01/01/17		6,969		7,342
Fannie Mae 20 Yr. Pool 4.500%, 04/01/31		319,834		343,766
4.500%, 05/01/31		918,593		987,485
4.500%, 06/01/31		324,515		348,836
8.500%, 08/01/19		18,562		20,277
Fannie Mae 30 Yr. Pool
2.500%, 10/01/42		1,132,758		1,026,600
3.500%, TBA (g)		1,500,000		1,490,039
4.000%, TBA (g)		14,400,000		14,823,000
4.500%, 10/01/41		1,448,933		1,535,510
4.500%, TBA (g)		4,600,000		4,874,023
5.000%, 01/01/39		29,427		32,122
5.000%, 08/01/39		73,958		80,328
5.000%, 11/01/39		18,033		19,743
5.000%, 12/01/39		49,298		53,885
5.000%, 05/01/40		111,024		121,374
5.000%, 07/01/40		83,279		91,094
5.000%, 11/01/40		2,450,371		2,681,772
5.000%, 01/01/41		77,758		84,998
5.000%, 02/01/41		127,368		139,248
5.000%, 04/01/41		257,133		281,255
5.000%, 05/01/41		5,350,712		5,854,578
5.000%, 06/01/41		493,049		539,363
6.000%, 04/01/32		87,552		97,327
6.500%, 08/01/31		1,443		1,603
6.500%, 10/01/31		2,186		2,434
6.500%, 03/01/32		27,308		30,366
6.500%, 06/01/37		67,416		75,089
7.000%, 05/01/26		1,945		2,167
Agency Sponsored Mortgage-Backed—(Continued)
Fannie Mae 30 Yr. Pool
7.000%, 07/01/30		308		320
7.000%, 12/01/30		396		405
7.000%, 01/01/31		497		559
7.000%, 09/01/31		7,485		8,441
7.000%, 10/01/31		4,506		5,105
7.000%, 11/01/31		57,469		65,033
7.000%, 01/01/32		13,811		15,027
7.000%, 02/01/32		7,810		8,782
7.500%, 12/01/29		546		563
7.500%, 02/01/30		382		391
7.500%, 06/01/30		848		854
7.500%, 08/01/30		99		102
7.500%, 09/01/30		1,526		1,816
7.500%, 11/01/30		11,537		12,467
7.500%, 02/01/31		6,394		6,793
7.500%, 07/01/31		30,826		33,755
8.000%, 08/01/27		1,617		1,842
8.000%, 07/01/30		1,325		1,522
8.000%, 09/01/30		849		955
8.000%, 01/01/31		43,399		48,902
Fannie Mae Pool 3.500%, 08/01/42		1,427,438		1,400,827
3.500%, 12/01/42		765,306		753,904
3.500%, 05/01/43		195,938		193,017
4.000%, 10/01/42		382,381		390,124
5.000%, 05/01/40		97,832		106,999
Fannie Mae REMICS (CMO) Zero Coupon, 03/25/42 (h)		322,669		288,462
0.515%, 05/25/34 (b)		294,587		294,096
6.365%, 12/25/40 (b) (i)		2,179,728		244,457
6.365%, 01/25/41 (b) (i)		2,963,910		439,993
6.385%, 10/25/41 (b) (i)		4,126,082		596,826
6.435%, 04/25/42 (b) (i)		2,388,093		415,967
6.515%, 07/25/41 (b) (i)		949,644		125,770
9.750%, 11/25/18		551,708		625,905
9.750%, 08/25/19		188,452		213,570
10.400%, 04/25/19		4		4
Freddie Mac 15 Yr. Gold Pool 7.000%, 02/01/15		1,970		1,975
7.000%, 05/01/16		10,093		10,476
Freddie Mac 30 Yr. Gold Pool
3.500%, TBA (g)		7,900,000		7,838,281
5.000%, 12/01/34		25,201		27,279
5.000%, 11/01/41		1,762,719		1,908,249
6.000%, 12/01/36		2,719		3,000
6.000%, 02/01/37		97,898		107,947
6.500%, 09/01/31		78,478		87,448
7.000%, 03/01/39		406,338		446,885
Freddie Mac 30 Yr. Pool
7.000%, 07/01/31		2,471		2,793
Freddie Mac ARM Non-Gold Pool
1.945%, 02/01/37 (b)		27,636		29,013
1.945%, 04/01/37 (b)		64,188		68,193
1.949%, 03/01/37 (b)		123,428		130,932
2.171%, 05/01/37 (b)		71,977		76,416

See accompanying notes to financial statements.

MSF-13

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—(Continued)

Security Description	Principal Amount*		Value
Agency Sponsored Mortgage-Backed—(Continued)
Freddie Mac ARM Non-Gold Pool
2.495%, 05/01/37 (b)		85,349	$	89,911
2.508%, 01/01/38 (b)		40,856		43,564
2.695%, 02/01/36 (b)		71,847		76,824
Freddie Mac Gold Pool
3.500%, 04/01/43		293,694		289,529
4.000%, 10/01/42		2,284,240		2,328,318
Freddie Mac Multifamily Structured Pass-Through Certificates
1.039%, 01/25/20 (b) (i)		210,512		10,643
1.217%, 04/25/20 (b) (i)		494,642		28,056
1.446%, 12/25/21 (b) (i)		2,297,980		199,614
1.490%, 08/25/20 (b) (i)		285,928		20,850
1.512%, 06/25/22 (b) (i)		5,320,097		522,205
1.575%, 10/25/21 (b) (i)		6,383,525		609,607
1.665%, 06/25/20 (b) (i)		481,219		38,520
1.666%, 07/25/21 (b) (i)		4,349,383		426,909
2.083%, 05/25/18 (b) (i)		6,586,254		522,362
Freddie Mac REMICS (CMO)
0.517%, 04/15/33 (b)		74,011		74,028
11.565%, 06/15/21 (i)		13		246
Ginnie Mae I 30 Yr. Pool
3.500%, TBA (g)		2,100,000		2,116,488
5.000%, 01/15/40		352,245		388,655
6.000%, 07/15/38		38,903		43,229
6.500%, 09/15/28		2,411		2,691
6.500%, 10/15/28		1,613		1,800
6.500%, 01/15/29		19,680		21,950
6.500%, 02/15/29		39,775		44,391
6.500%, 06/15/29		7,976		8,897
6.500%, 10/15/30		2,231		2,488
6.500%, 02/15/31		3,215		3,588
7.000%, 06/15/28		24,439		27,361
7.000%, 07/15/29		1,427		1,602
Ginnie Mae II 30 Yr. Pool
3.500%, TBA (g)		9,500,000		9,583,496
4.500%, 01/20/40		52,006		55,778
4.500%, 05/20/40		53,877		57,760
4.500%, 07/20/40		3,067,053		3,288,876
4.500%, 03/20/41		53,083		56,989
5.000%, 07/20/40		1,697,630		1,856,519
5.000%, 08/20/40		856,914		943,812
5.000%, 09/20/40		93,724		102,644
5.000%, 11/20/40		46,042		50,172
6.000%, 12/20/36		23,764		26,769
6.000%, 09/20/39		595,180		664,705
6.000%, 09/20/40		33,345		37,143
6.000%, 11/20/40		535,481		598,388
6.000%, 09/20/41		109,132		123,026
Ginnie Mae II ARM Pool
1.540%, 01/20/60 (b)		985,032		1,004,815
1.910%, 05/20/60 (b)		921,969		950,231
Government National Mortgage Association (CMO)
0.499%, 10/20/60 (b)		4,315,313		4,263,909
0.619%, 02/20/61 (b)		308,948		305,135
Agency Sponsored Mortgage-Backed—(Continued)
Government National Mortgage Association (CMO)
0.669%, 01/20/61 (b)		663,567		660,746
0.669%, 03/20/61 (b)		262,244		261,092
1.164%, 05/20/60 (b)		1,880,419		1,906,098
1.317%, 11/20/59 (b)		6,017,908		6,131,171
6.333%, 03/20/39 (b) (i)		488,077		78,933
6.483%, 01/20/40 (b) (i)		1,914,010		329,081
				102,784,689
Federal Agencies—1.6%
Farmer Mac Guaranteed Notes Trust
5.125%, 04/19/17 (144A)		4,100,000		4,635,968
Federal Home Loan Bank
5.500%, 07/15/36		1,990,000		2,302,106
Federal National Mortgage Association
Zero Coupon, 10/09/19		1,670,000		1,419,986
6.250%, 05/15/29		1,890,000		2,369,385
Tennessee Valley Authority
3.875%, 02/15/21		150,000		158,390
4.625%, 09/15/60		1,260,000		1,126,981
5.250%, 09/15/39		750,000		800,486
5.980%, 04/01/36		2,490,000		2,910,939
				15,724,241
U.S. Treasury—1.4%
U.S. Treasury Bonds
2.750%, 08/15/42		12,890,000		10,213,314
2.875%, 05/15/43		5,000		4,052
3.625%, 08/15/43		130,000		122,769
U.S. Treasury Notes
0.250%, 06/30/14 (a)		10,000		10,008
0.250%, 10/31/15		70,000		69,902
0.375%, 11/15/15 (a)		270,000		270,158
1.250%, 11/30/18 (a)		930,000		910,093
1.375%, 06/30/18		540,000		535,908
1.375%, 09/30/18 (a)		20,000		19,756
2.000%, 09/30/20 (a)		390,000		381,225
2.750%, 11/15/23 (a)		930,000		909,801
				13,446,986
Total U.S. Treasury & Government Agencies (Cost $131,210,808)				131,955,916
Mortgage-Backed Securities—12.1%
Collateralized Mortgage Obligations—10.2%
American Home Mortgage Investment Trust
0.385%, 06/25/45 (b)		983,356		863,828
0.455%, 11/25/45 (b)		851,003		733,141
Banc of America Funding Trust
0.337%, 05/20/36 (b)		594,811		559,675
Banc of America Mortgage Securities, Inc.
2.774%, 09/25/35 (b)		247,510		231,922
5.154%, 12/25/34 (b)		16,478		16,183

See accompanying notes to financial statements.

MSF-14

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Mortgage-Backed Securities—(Continued)

Security Description	Principal Amount*		Value
Collateralized Mortgage Obligations—(Continued)
Bear Stearns Adjustable Rate Mortgage Trust
2.660%, 10/25/35 (b)		2,436,604	$	2,442,808
Bear Stearns Asset Backed Securities Trust
0.395%, 04/25/36 (b)		1,235,864		888,322
Citigroup Mortgage Loan Trust, Inc.
2.767%, 12/25/35 (b)		2,971,238		2,216,469
CitiMortgage Alternative Loan Trust
34.677%, 07/25/37 (b)		2,882,944		4,901,712
Countrywide Alternative Loan Trust
0.397%, 07/20/35 (b)		170,850		147,131
0.435%, 01/25/36 (b)		399,494		342,548
5.500%, 10/25/33		17,457		18,462
22.306%, 02/25/36 (b)		3,588,206		4,823,180
27.942%, 07/25/36 (b)		3,021,603		4,638,249
38.012%, 08/25/37 (b)		2,739,036		4,890,053
Countrywide Home Loan Mortgage Pass-Through Trust
2.441%, 11/25/34 (b)		172,562		137,417
Countrywide Home Loan Reperforming Loan REMIC Trust
0.525%, 03/25/35 (144A) (b)		270,649		235,825
0.585%, 11/25/34 (144A) (b)		145,175		125,721
Credit Suisse Mortgage Trust
29.620%, 02/25/36 (b)		3,715,697		5,368,030
Deutsche ALT-A Securities, Inc. Mortgage Loan Trust
1.763%, 08/25/35 (b)		78,650		59,894
DSLA Mortgage Loan Trust
0.376%, 03/19/45 (b)		284,329		252,400
1.064%, 03/19/46 (b)		166,091		124,898
GreenPoint MTA Trust
0.385%, 06/25/45 (b)		2,388,145		2,143,795
GSMPS Mortgage Loan Trust
0.565%, 04/25/36 (144A) (b)		1,290,150		1,079,837
GSR Mortgage Loan Trust
2.794%, 10/25/35 (b)		609,173		527,821
HarborView Mortgage Loan Trust
0.416%, 01/19/36 (b)		1,396,338		923,962
0.516%, 01/19/35 (b)		319,821		231,628
0.566%, 11/19/34 (b)		362,765		304,619
1.165%, 11/25/47 (b)		2,622,014		2,344,760
Impac Secured Assets CMN Owner Trust
0.485%, 03/25/36 (b)		1,438,048		975,658
Impac Secured Assets Trust
0.515%, 08/25/36 (b)		211,502		205,075
IndyMac INDA Mortgage Loan Trust
2.800%, 11/25/37 (b)		1,603,667		1,464,168
IndyMac INDX Mortgage Loan Trust
0.885%, 01/25/35 (b)		732,791		556,607
2.475%, 03/25/35 (b)		931,042		889,083
4.519%, 08/25/37 (b)		2,655,880		2,212,321
JPMorgan Mortgage Trust
6.500%, 01/25/36		175,829		146,590
Lehman Mortgage Trust
6.465%, 02/25/37 (b) (i)		11,316,247		2,931,700
Collateralized Mortgage Obligations—(Continued)
Lehman XS Trust
0.325%, 03/25/47 (b)		4,450,677		3,061,403
0.375%, 09/25/46 (b)		420,517		305,348
Luminent Mortgage Trust
0.355%, 05/25/46 (b)		1,777,437		1,264,314
MASTR Adjustable Rate Mortgages Trust
2.527%, 11/25/35 (144A) (b)		100,277		67,188
MASTR Seasoned Securities Trust
3.391%, 10/25/32 (b)		306,491		307,393
Merrill Lynch Mortgage Investors Trust 5.047%, 05/25/34 (b)		218,113		213,834
Morgan Stanley Mortgage Loan Trust
0.485%, 01/25/35 (b)		2,024,618		1,841,492
2.835%, 03/25/36 (b)		239,201		186,278
Nomura Resecuritization Trust 2.966%, 08/26/34 (144A) (b)		3,321,513		2,305,196
NovaStar Mortgage-Backed Notes 0.355%, 09/25/46 (b)		1,509,490		1,262,359
Opteum Mortgage Acceptance Corp. Asset Backed Pass-Through Certificates
0.735%, 02/25/35 (b)		5,000,000		4,593,675
Prime Mortgage Trust 5.500%, 05/25/35 (144A)		891,441		893,536
6.000%, 05/25/35 (144A)		3,711,132		3,737,357
RBSGC Mortgage Loan Trust 0.615%, 01/25/37 (b)		1,588,285		1,063,243
Residential Accredit Loans, Inc. Trust 0.345%, 12/25/36 (b)		3,422,231		2,369,187
0.355%, 05/25/47 (b)		2,364,177		1,831,499
0.365%, 05/25/47 (b)		2,942,428		2,282,335
0.375%, 04/25/46 (b)		2,262,244		1,119,001
0.425%, 04/25/46 (b)		1,173,797		587,759
0.495%, 04/25/46 (b)		1,642,912		836,670
22.459%, 05/25/35 (b)		2,086,739		2,766,826
45.405%, 11/25/36 (b)		2,008,778		3,891,307
Sequoia Mortgage Trust 1.039%, 06/20/33 (b)		268,509		257,365
Structured Adjustable Rate Mortgage Loan Trust
0.485%, 10/25/35 (b)		139,387		121,149
2.370%, 01/25/35 (b)		1,154,425		1,120,485
2.715%, 09/25/35 (b)		1,337,187		1,132,692
Structured Asset Mortgage Investments II Trust 0.375%, 05/25/46 (b)		337,846		249,701
2.474%, 08/25/35 (b)		165,246		162,917
WaMu Mortgage Pass-Through Certificates Trust 0.435%, 12/25/45 (b)		1,222,062		1,125,372
0.445%, 11/25/45 (b)		2,001,252		1,762,961
0.455%, 07/25/45 (b)		35,513		33,196
0.455%, 10/25/45 (b)		1,129,427		1,045,684
0.949%, 07/25/47 (b)		347,333		116,893
2.240%, 09/25/36 (b)		1,776,167		1,482,110
2.369%, 09/25/36 (b)		881,425		769,532
2.435%, 10/25/34 (b)		1,569,455		1,539,720
Wells Fargo Mortgage Backed Securities Trust 2.626%, 04/25/36 (b)		232,695		213,288
2.629%, 10/25/35 (b)		170,753		171,896
2.660%, 06/25/35 (b)		143,591		145,531
				99,193,184

See accompanying notes to financial statements.

MSF-15

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Mortgage-Backed Securities—(Continued)

Security Description	Principal Amount*		Value
Commercial Mortgage-Backed Securities—1.9%
Americold 2010 LLC Trust 4.954%, 01/14/29 (144A)		500,000	$	530,836
Banc of America Commercial Mortgage Trust 5.421%, 09/10/45 (b)		359,000		387,110
5.448%, 09/10/47		150,000		160,525
CD Mortgage Trust 5.351%, 01/15/46 (b)		100,000		107,387
6.118%, 11/15/44 (b)		420,000		467,870
COBALT CMBS Commercial Mortgage Trust 5.526%, 04/15/47 (b)		295,000		326,112
Commercial Mortgage Pass-Through Certificates 4.046%, 10/10/46		1,130,000		1,140,463
4.300%, 10/10/46		340,000		341,586
4.715%, 10/10/46 (b)		710,000		736,249
4.762%, 10/10/46 (b)		150,000		149,955
5.086%, 10/10/46 (b)		70,000		69,089
5.173%, 10/10/46 (144A) (b)		274,000		241,901
Credit Suisse Commerical Mortgage Trust 5.614%, 01/15/49 (b)		140,000		148,623
DBUBS Mortgage Trust 1.435%, 08/10/44 (144A) (b) (i)		3,618,830		123,355
Extended Stay America Trust 2.958%, 12/05/31 (144A)		300,000		291,119
Greenwich Capital Commercial Funding Corp. 5.820%, 07/10/38 (b)		560,000		611,337
GS Mortgage Securities Corp. II 4.271%, 11/10/46		2,380,000		2,439,783
4.649%, 11/10/46		680,000		699,878
5.161%, 11/10/46 (b)		550,000		564,801
GS Mortgage Securities Trust 1.724%, 08/10/44 (144A) (b) (i)		1,377,687		97,896
4.040%, 07/10/46 (b)		270,000		276,570
JPMBB Commercial Mortgage Securities Trust 4.420%, 11/15/45		750,000		766,925
5.081%, 11/15/45 (b)		310,000		311,424
5.081%, 11/15/45 (144A) (b)		360,000		322,775
JPMorgan Chase Commercial Mortgage Securities Trust 1.567%, 10/15/30 (144A) (b)		1,170,000		1,172,229
2.717%, 10/15/30 (144A) (b)		900,000		900,728
5.593%, 05/12/45		130,000		142,799
5.874%, 02/12/51 (b)		30,000		33,944
LB-UBS Commercial Mortgage Trust 6.164%, 09/15/45 (b)		280,000		320,039
ML-CFC Commercial Mortgage Trust 5.485%, 03/12/51 (b)		2,140,000		2,353,953
5.894%, 08/12/49 (b)		235,000		262,083
Morgan Stanley Bank of America Merrill Lynch Trust 1.887%, 08/15/45 (144A) (b) (i)		3,094,642		292,502
2.918%, 02/15/46		410,000		384,099
3.456%, 05/15/46		510,000		482,093
UBS-Barclays Commercial Mortgage Trust 3.317%, 12/10/45 (144A)		370,000		347,202
Wachovia Bank Commercial Mortgage Trust 5.383%, 12/15/43		360,000		387,357
5.500%, 04/15/47		70,000		77,379
Commercial Mortgage-Backed Securities—(Continued)
Wells Fargo Commercial Mortgage Trust 4.218%, 07/15/46 (b)		200,000		205,880
WF-RBS Commercial Mortgage Trust 1.120%, 02/15/44 (144A) (b) (i)		4,449,323		173,991
				18,849,847
Total Mortgage-Backed Securities (Cost $117,322,448)				118,043,031
Asset-Backed Securities—4.2%
Asset-Backed - Automobile—0.4%
Avis Budget Rental Car Funding AESOP LLC 1.920%, 09/20/19 (144A)		570,000		559,117
2.100%, 03/20/19 (144A)		1,100,000		1,098,376
2.802%, 05/20/18 (144A)		675,000		696,128
3.150%, 03/20/17 (144A)		230,000		239,074
Hertz Vehicle Financing LLC 1.830%, 08/25/19 (144A)		790,000		773,792
5.290%, 03/25/16 (144A)		580,000		606,510
				3,972,997
Asset-Backed - Home Equity—0.7%
ABFC Trust 0.825%, 03/25/35 (b)		2,482,334		1,761,357
Accredited Mortgage Loan Trust 0.400%, 09/25/35 (b)		42,993		42,318
ACE Securities Corp. Home Equity Loan Trust 0.505%, 01/25/36 (b)		626,325		61,006
Asset Backed Securities Corp. Home Equity Loan Trust 3.017%, 04/15/33 (b)		32,876		30,397
Bear Stearns Asset Backed Securities Trust 0.905%, 01/25/34 (b)		32,261		30,845
EMC Mortgage Loan Trust 0.615%, 05/25/43 (144A) (b)		1,055,007		908,604
0.865%, 01/25/41 (144A) (b)		211,669		202,459
Home Equity Mortgage Loan Asset-Backed Trust 0.425%, 06/25/36 (b)		2,295,423		568,576
Morgan Stanley Mortgage Loan Trust 0.465%, 03/25/36 (b)		1,012,258		421,884
SASCO Mortgage Loan Trust 0.445%, 04/25/35 (b)		36,929		36,094
Soundview Home Loan Trust 0.325%, 10/25/36 (b)		3,263,438		2,585,155
Structured Asset Securities Corp. Mortgage Loan Trust 0.385%, 02/25/36 (144A) (b)		2,749,716		191,719
				6,840,414
Asset-Backed - Other—2.3%
ACE Home Equity Loan Trust 0.425%, 02/25/31 (b)		296,127		274,186
Amortizing Residential Collateral Trust 1.165%, 10/25/34 (b)		993,494		975,131
1.965%, 08/25/32 (b)		90,304		18,197

See accompanying notes to financial statements.

MSF-16

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Asset-Backed Securities—(Continued)

Security Description	Principal Amount*		Value
Asset-Backed - Other—(Continued)
Bear Stearns Asset Backed Securities Trust 6.000%, 10/25/36		2,555,561	$	2,048,908
Countrywide Asset-Backed Certificates 2.040%, 06/25/34 (b)		230,435		153,966
Countrywide Revolving Home Equity Loan Resecuritization Trust 0.467%, 12/15/33 (144A) (b)		383,980		297,938
Countrywide Revolving Home Equity Loan Trust 0.307%, 07/15/36 (b)		769,888		595,417
First Horizon Asset Backed Trust 0.325%, 10/25/34 (b)		134,674		111,458
Greenpoint Manufactured Housing 2.929%, 03/18/29 (b)		550,000		473,548
3.556%, 06/19/29 (b)		375,000		317,755
3.667%, 02/20/30 (b)		350,000		292,217
GSAMP Trust 0.255%, 05/25/36 (b)		740,128		146,599
0.365%, 01/25/36 (b)		109,161		12,631
1.140%, 06/25/34 (b)		670,000		614,869
GSRPM Mortgage Loan Trust 0.465%, 03/25/35 (144A) (b)		1,048,295		1,012,001
HLSS Servicer Advance Receivables Backed Notes 1.979%, 08/15/46 (144A)		1,470,000		1,470,735
Home Equity Mortgage Loan Asset-Backed Notes 0.335%, 04/25/36 (b)		282,065		175,531
HSI Asset Securitization Corp. Trust 0.585%, 11/25/35 (b)		4,000,000		2,937,828
Long Beach Mortgage Loan Trust 0.685%, 01/21/31 (b)		24,729		22,243
Manufactured Housing Contract Trust Pass-Through Certificates 3.669%, 02/20/32 (b)		375,000		338,874
3.669%, 03/13/32 (b)		625,000		554,734
Mid-State Trust 7.340%, 07/01/35		318,715		344,459
Origen Manufactured Housing Contract Trust 2.368%, 10/15/37 (b)		2,684,810		2,187,112
2.381%, 04/15/37 (b)		2,448,185		2,026,392
RAAC Trust 0.415%, 02/25/37 (144A) (b)		861,353		829,887
SACO I Trust 0.425%, 06/25/36 (b)		597,726		753,936
0.505%, 03/25/36 (b)		173,004		224,052
Sail Net Interest Margin Notes 5.500%, 03/27/34 (144A) (c) (e)		35,690		0
7.750%, 04/27/33 (144A) (c) (e)		10,486		3
Structured Asset Securities Corp. 0.825%, 02/25/35 (b)		1,225,350		1,183,070
Trade MAPS 1, Ltd. 0.870%, 12/10/18 (144A) (b)		2,660,000		2,664,895
				23,058,572
Asset-Backed - Student Loan—0.8%
Nelnet Student Loan Trust 0.858%, 03/22/32 (b)		6,650,000		6,182,073
Northstar Education Finance, Inc. 1.213%, 10/30/45 (b)		100,000		77,837
Pennsylvania Higher Education Assistance Agency 1.669%, 07/25/42 (b)		1,500,000		1,488,336
				7,748,246
Total Asset-Backed Securities (Cost $43,938,885)				41,620,229
Preferred Stocks—0.8%
Commercial Banks—0.7%
GMAC Capital Trust I, 8.125%		244,339		6,533,625
Diversified Financial Services—0.1%
Citigroup Capital XIII, 7.875%		35,900		978,275
Total Preferred Stocks (Cost $7,190,437)				7,511,900
Common Stocks—0.2%
Marine—0.1%
Deep Ocean Group Holding A/S (j) (k) (l)		44,744		1,474,561
Real Estate Management & Development—0.1%
Realogy Holdings Corp. (k) (l)		14,540		719,294
Total Common Stocks (Cost $1,380,800)				2,193,855
Floating Rate Loan—0.1% (b)
Software—0.1%
First Data Corp. Extended 2018 Term Loan B, 4.164%, 03/23/18 (Cost $1,042,453)		1,047,353		1,050,768
Municipals—0.0%
Virginia Housing Development Authority 6.000%, 06/25/34 (Cost $1,291,565)		1,310,435		1,355,894
Warrant—0.0%
Sovereign—0.0%
Venezuela Government Oil-Linked Payment Obligation, Expires 04/15/20 (b) (Cost $24,160)		4,550		112,612

See accompanying notes to financial statements.

MSF-17

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Purchased Option—0.0%

Security Description	Shares/ Contracts/ Principal Amount*		Value
Call Options—0.0%
OTC - 10 Year Interest Rate Swap, Exercise Rate 2.65%, Expires 01/08/14 (Counterparty - Bank of America Securities LLC) (Cost $1,853,087)		158,000,000	$	0
Short-Term Investments—16.1%
Mutual Fund—9.0%
State Street Navigator Securities Lending MET Portfolio (m)		88,736,614		88,736,614
Repurchase Agreements—7.1%
Barclays Capital, Inc. Repurchase Agreement dated 12/31/13 at 0.010% to be repurchased at $28,735,016 on 01/02/14 collateralized by $28,251,000 U.S. Treasury Note at 2.000% due 04/30/16 with a value $29,309,650.		28,735,000		28,735,000
Fixed Income Clearing Corp. Repurchase Agreement dated 12/31/13 at 0.000% to be repurchased at $2,993,000 on 01/02/14, collateralized by $3,335,000 Federal National Mortgage Association at 2.200% due 10/17/22 with a value of $3,057,031.		2,993,000		2,993,000
Merrill Lynch Pierce Fenner & Smith Repurchase Agreement dated 12/31/13 at 0.001% to be repurchased at $13,122,001 on 01/02/14, collateralized by $10,582,000 U.S. Treasury Bonds at rates ranging from 4.500% - 6.125%, maturity dates ranging from 11/15/27 - 08/15/39 with a value of $13,384,439.		13,122,000		13,122,000
Royal Bank of Scotland Group plc Repurchase Agreement dated 12/31/13 at 0.010% to be repurchased at $25,143,014 on 01/02/14 collteralized by $25,593,000 U.S. Treasury Note at 0.875% due 12/31/16 with a value $25,645,850.		25,143,000		25,143,000
				69,993,000
Total Short-Term Investments (Cost $158,729,614)				158,729,614
Total Investments—111.4% (Cost $1,122,144,085) (n)				1,099,410,615
Other assets and liabilities (net)—(11.4)%				(112,036,441	)
Net Assets—100.0%			$	987,374,174

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $85,929,508 and the collateral received consisted of cash in the amount of $88,736,614 and non-cash collateral with a value of $528,750. The cash collateral is invested in a money market fund managed by an affiliate of the custodian. The non-cash collateral received consists primarily of government securities and bank letters of credit, and is held for the benefit of the Portfolio at the Portfolio’s custodian. The Portfolio cannot repledge or resell this collateral. As such, this collateral is excluded from the Statement of Assets and Liabilities.

(b) Variable or floating rate security. The stated rate represents the rate at December 31, 2013. Maturity date shown for callable securities reflects the earliest possible call date.

(c) Non-income producing; Security is in default and/or issuer is in bankruptcy.

(d) Security is a “step-up” bond where coupon increases or steps up at a predetermined date. Rate shown is current coupon rate.

(e) Restricted securities are not registered under the Securities Act of 1933 and are subject to legal restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are subsequently registered. Disposal of these securities may involve time-consuming negotiations and prompt sale at an acceptable price may be difficult. As of December 31, 2013, the market value of restricted securities was $830,003, which is 0.1% of net assets. See details shown in the Restricted Securities table that follows.

(f) Payment-in-kind security for which part of the income earned may be paid as additional principal.

(g) TBA (To Be Announced) Securities are purchased on a forward commitment basis with an approximate principal amount and no defined maturity date. The actual principal and maturity date will be determined upon settlement date.

(h) Principal only security.

(i) Interest only security.

(j) Security was valued in good faith under procedures approved by the Board of Trustees. As of December 31, 2013, these securities represent 0.1% of net assets.

(k) Non-income producing security.

(l) Illiquid security. As of December 31, 2013, these securities represent 0.2% of net assets.

(m) Represents investment of cash collateral received from securities lending transactions.

(n) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $1,125,361,421. The aggregate unrealized appreciation and depreciation of investments were $27,577,663 and $(53,528,469), respectively, resulting in net unrealized depreciation of $(25,950,806) for federal income tax purposes.

(144A)— Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. As of December 31, 2013, the market value of 144A securities was $213,199,036, which is 21.6% of net assets.

(ARM)— Adjustable-Rate Mortgage

(AUD)— Australian Dollar

(BRL)— Brazilian Real

(CMO)— Collateralized Mortgage Obligation

(MXN)— Mexican Peso

(REMIC)— Real Estate Mortgage Investment Conduit

(RUB)— Russian Ruble

See accompanying notes to financial statements.

MSF-18

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Restricted Securities	Acquisition Date	Principal Amount		Cost		Value
Midwest Vanadium Pty, Ltd.	05/05/11-05/24/11	$	1,000,000	$	1,031,250	$	830,000
Sail Net Interest Margin Notes	05/22/03		10,486		779		3
Sail Net Interest Margin Notes	12/17/04		35,690		35,908		0

Forward Foreign Currency Exchange Contracts

Contracts to Buy		Counterparty	Settlement Date		In Exchange for		Unrealized Appreciation/ (Depreciation)
CHF	17,900,000	Bank of America N.A.		01/27/14	$	19,700,422	$	369,223
CLP	7,480,000,000	Bank of America N.A.		01/27/14		14,731,079		(534,880	)
EUR	2,510,000	Goldman Sachs International		01/27/14		3,430,643		22,324
EUR	1,100,759	UBS AG		02/18/14		1,483,459		30,826
GBP	3,000,000	Bank of America N.A.		01/27/14		4,896,492		70,568
SEK	35,670,000	Citibank N.A.		02/18/14		5,447,359		94,056
SGD	10,799,000	Citibank N.A.		02/18/14		8,675,011		(117,542	)
Contracts to Deliver
AUD	3,402,830	Bank of America N.A.		01/28/14		3,267,465		234,047
AUD	11,787,269	Citibank N.A.		02/18/14		11,100,543		607,451
CAD	5,400,000	Goldman Sachs International		01/27/14		5,232,507		151,985
CAD	5,070,000	Goldman Sachs International		01/27/14		4,754,960		(15,086	)
CHF	17,900,000	Bank of America N.A.		01/27/14		20,090,080		20,435
CLP	7,480,000,000	Bank of America N.A.		01/27/14		14,078,675		(117,524	)
JPY	3,964,000,000	Bank of America N.A.		01/27/14		40,401,075		2,756,274
MXN	188,070,000	Barclays Bank plc		01/27/14		14,568,567		192,160
Net Unrealized Appreciation							$	3,764,317

Futures Contracts

Futures Contracts—Long	Expiration Date		Number of Contracts			Notional Amount				Unrealized Appreciation/ (Depreciation)
U.S. Treasury Note 10 Year Futures		03/20/14		356			USD	44,629,095		$	(824,407	)
Ultra Long U.S. Treasury Bond Futures		03/20/14		297			USD	41,096,020			(629,770	)
Futures Contracts—Short
U.S. Treasury Long Bond Futures		03/20/14		(118	)		USD	(15,453,554	)		312,679
U.S. Treasury Note 2 year Futures		03/31/14		(159	)		USD	(35,020,483	)		70,296
U.S. Treasury Note 5 Year Futures		03/31/14		(17	)		USD	(2,058,140	)		29,827
Net Unrealized Depreciation										$	(1,041,375	)

Written Options

Interest Rate Swaptions	Exercise Rate	Counterparty	Floating Rate Index	Pay/ Receive Floating Rate	Expiration Date		Notional Amount			Premiums Received			Market Value			Unrealized Appreciation
Put - OTC - 10 Year Interest Rate Swap	3.750%	Bank of America N.A.	3-Month USD-LIBOR	Pay		01/08/14	$	(158,000,000	)	$	(1,690,535	)	$	(1	)	$	1,690,534

See accompanying notes to financial statements.

MSF-19

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Swap Agreements

Centrally Cleared Interest Rate Swap agreements

Pay/Receive Floating Rate

Floating Rate Index

Fixed Rate

Maturity Date

Notional Amount

Unrealized Appreciation

Receive

3-Month USD-LIBOR

3.100

%

01/10/24

USD

158,000,000

$

63,646

(AUD)— Australian Dollar

(CAD)— Canadian Dollar

(CHF)— Swiss Franc

(CLP)— Chilean Peso

(EUR)— Euro

(GBP)— British Pound

(JPY)— Japanese Yen

(LIBOR)— London InterBank Offered Rate

(MXN)— Mexican Peso

(SEK)— Swedish Krona

(SGD)— Singapore Dollar

(USD)— United States Dollar

See accompanying notes to financial statements.

MSF-20

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1			Level 2			Level 3		Total
Total Corporate Bonds & Notes*	$	—		$	501,790,080		$	—	$	501,790,080
Total Foreign Government*		—			135,046,716			—		135,046,716
Total U.S. Treasury & Government Agencies*		—			131,955,916			—		131,955,916
Total Mortgage-Backed Securities*		—			118,043,031			—		118,043,031
Total Asset-Backed Securities*		—			41,620,229			—		41,620,229
Total Preferred Stocks*		7,511,900			—			—		7,511,900
Common Stocks
Marine		—			—			1,474,561		1,474,561
Real Estate Management & Development		719,294			—			—		719,294
Total Common Stocks		719,294			—			1,474,561		2,193,855
Total Floating Rate Loan*		—			1,050,768			—		1,050,768
Total Municipals*		—			1,355,894			—		1,355,894
Total Warrant*		—			112,612			—		112,612
Total Purchased Option*		—			0			—		0
Short-Term Investments
Mutual Fund		88,736,614			—			—		88,736,614
Repurchase Agreements		—			69,993,000			—		69,993,000
Total Short-Term Investments		88,736,614			69,993,000			—		158,729,614
Total Investments	$	96,967,808		$	1,000,968,246		$	1,474,561	$	1,099,410,615
Collateral for securities loaned (Liability)	$	—		$	(88,736,614	)	$	—	$	(88,736,614	)
Forward Contracts
Forward Foreign Currency Exchange Contracts (Unrealized Appreciation)	$	—		$	4,549,349		$	—	$	4,549,349
Forward Foreign Currency Exchange Contracts (Unrealized Depreciation)		—			(785,032	)		—		(785,032	)
Total Forward Contracts	$	—		$	3,764,317		$	—	$	3,764,317
Futures Contracts
Futures Contracts (Unrealized Appreciation)	$	412,802		$	—		$	—	$	412,802
Futures Contracts (Unrealized Depreciation)	��	(1,454,177	)		—			—		(1,454,177	)
Total Futures Contracts	$	(1,041,375	)	$	—		$	—	$	(1,041,375	)
Written Options at Value		—			(1	)		—		(1	)
Centrally Cleared Swap Contracts
Centrally Cleared Swap Contracts (Unrealized Appreciation)	$	—		$	63,646		$	—	$	63,646

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-21

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy—(Continued)

Following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:

Investments in Securities	Balance as of December 31, 2012		Accrued Discount/ (Premium)		Realized Gain/ (Loss)		Change in Unrealized Appreciation/ (Depreciation)		Purchases		Sales		Transfers in to Level 3		Transfers out of Level 3		Balance as of December 31, 2013		Change in Unrealized Appreciation/ (Depreciation) from investments still held at December 31, 2013
Common Stocks
Marine	$	907,078	$	—	$	—	$	567,483	$	—	$	—	$	—	$	—	$	1,474,561	$	567,483

See accompanying notes to financial statements.

MSF-22

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	1,099,410,615
Cash denominated in foreign currencies (c)		3,420,317
Cash collateral (d)		6,246,697
Unrealized appreciation on forward foreign currency exchange contracts		4,549,349
Receivable for:
Investments sold		100,311
Fund shares sold		1,655,673
Interest		11,417,910
Variation margin on swap contracts		913,751
Prepaid expenses		189,336
Other assets		168,573
Total Assets		1,128,072,532
Liabilities
Due to custodian		282,673
Written options at value (e)		1
Unrealized depreciation on forward foreign currency exchange contracts		785,032
Collateral for securities loaned		88,736,614
Payables for:
TBA securities purchased		49,649,453
Fund shares redeemed		291,205
Variation margin on futures contracts		245,594
Accrued expenses:
Management fees		466,793
Distribution and service fees		59,053
Deferred trustees’ fees		51,451
Other expenses		130,489
Total Liabilities		140,698,358
Net Assets	$	987,374,174
Net assets consist of:
Paid in surplus	$	976,415,550
Undistributed net investment income		48,570,607
Accumulated net realized loss		(19,498,774	)
Unrealized depreciation on investments, written options, futures contracts, swap contracts and foreign currency transactions		(18,113,209	)
Net Assets	$	987,374,174
Net Assets
Class A	$	682,734,872
Class B		238,412,809
Class E		66,226,493
Capital Shares Outstanding*
Class A		50,769,957
Class B		17,834,329
Class E		4,944,491
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	13.45
Class B		13.37
Class E		13.39

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $1,122,144,085.

(b) Includes securities loaned at value of $85,929,508.

(c) Identified cost of cash denominated in foreign currencies was $3,436,113.

(d) Includes collateral of $1,685,997 for futures contracts and $4,560,700 for centrally cleared swap contracts.

(e) Premiums received on written options were $1,690,535.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends	$	594,292
Interest		51,459,612
Securities lending income		402,834
Total investment income		52,456,738
Expenses
Management fees		5,979,637
Administration fees		18,035
Custodian and accounting fees		270,667
Distribution and service fees—Class B		634,298
Distribution and service fees—Class E		104,748
Audit and tax services		84,525
Legal		27,754
Trustees’ fees and expenses		35,357
Shareholder reporting		104,054
Insurance		5,347
Miscellaneous		10,397
Total expenses		7,274,819
Less management fee waiver		(403,852	)
Net expenses		6,870,967
Net Investment Income		45,585,771
Net Realized and Unrealized Gain (Loss)
Net realized gain (loss) on:
Investments		(2,889,207	)
Futures contracts		(1,472,233	)
Written options		9,038,335
Foreign currency transactions		(1,266,719	)
Net realized gain		3,410,176
Net change in unrealized appreciation (depreciation) on:
Investments		(42,809,975	)
Futures contracts		(364,369	)
Written options		2,359,367
Swap contracts		63,646
Foreign currency transactions		3,955,354
Net change in unrealized depreciation		(36,795,977	)
Net realized and unrealized loss		(33,385,801	)
Net Increase in Net Assets From Operations	$	12,199,970

See accompanying notes to financial statements.

MSF-23

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	45,585,771		$	36,210,811
Net realized gain		3,410,176			23,772,363
Net change in unrealized appreciation (depreciation)		(36,795,977	)		48,038,444
Increase in net assets from operations		12,199,970			108,021,618
From Distributions to Shareholders
Net investment income
Class A		(31,203,024	)		(22,840,121	)
Class B		(12,259,852	)		(9,409,912	)
Class E		(3,437,042	)		(2,674,216	)
Total distributions		(46,899,918	)		(34,924,249	)
Increase (decrease) in net assets from capital share transactions		(28,460,603	)		48,978,461
Total increase (decrease) in net assets		(63,160,551	)		122,075,830
Net Assets
Beginning of period		1,050,534,725			928,458,895
End of period	$	987,374,174		$	1,050,534,725
Undistributed Net Investment Income
End of period	$	48,570,607		$	46,724,426

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		7,876,373		$	106,738,077			8,359,614		$	112,147,731
Reinvestments		2,282,591			31,203,024			1,759,639			22,840,121
Redemptions		(10,051,818	)		(142,052,123	)		(3,966,827	)		(53,182,535	)
Net increase		107,146		$	(4,111,022	)		6,152,426		$	81,805,317
Class B
Sales		1,436,217		$	19,527,805			1,263,282		$	16,916,948
Reinvestments		900,136			12,259,852			727,758			9,409,912
Redemptions		(3,780,484	)		(51,107,823	)		(3,868,210	)		(51,842,372	)
Net decrease		(1,444,131	)	$	(19,320,166	)		(1,877,170	)	$	(25,515,512	)
Class E
Sales		490,593		$	6,636,938			512,614		$	6,859,672
Reinvestments		252,167			3,437,042			206,503			2,674,216
Redemptions		(1,114,219	)		(15,103,395	)		(1,260,647	)		(16,845,232	)
Net decrease		(371,459	)	$	(5,029,415	)		(541,530	)	$	(7,311,344	)
Increase (decrease) derived from capital shares transactions				$	(28,460,603	)				$	48,978,461

See accompanying notes to financial statements.

MSF-24

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	13.98		$	13.01		$	12.90		$	12.19		$	10.30
Income (Loss) from Investment Operations
Net investment income (a)		0.63			0.50			0.53			0.63			0.75
Net realized and unrealized gain (loss) on investments		(0.47	)		0.96			0.24			0.87			2.28
Total from investment operations		0.16			1.46			0.77			1.50			3.03
Less Distributions
Distributions from net investment income		(0.69	)		(0.49	)		(0.66	)		(0.79	)		(0.79	)
Distributions from net realized capital gains		0.00			0.00			0.00			0.00			(0.35	)
Total distributions		(0.69	)		(0.49	)		(0.66	)		(0.79	)		(1.14	)
Net Asset Value, End of Period	$	13.45		$	13.98		$	13.01		$	12.90		$	12.19
Total Return (%) (b)		1.09			11.50			6.14			12.73			32.22
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.66			0.65			0.67			0.67			0.69
Net ratio of expenses to average net assets (%) (c)		0.62			0.61			0.63			0.63			0.67
Ratio of net investment income to average net assets (%)		4.65			3.70			4.13			5.00			6.87
Portfolio turnover rate (%)		132	(d)		228	(d)		473			295			228
Net assets, end of period (in millions)	$	682.7		$	708.5		$	578.9		$	343.2		$	418.6

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	13.90		$	12.93		$	12.83		$	12.13		$	10.26
Income (Loss) from Investment Operations
Net investment income (a)		0.59			0.46			0.49			0.59			0.70
Net realized and unrealized gain (loss) on investments		(0.46	)		0.97			0.24			0.87			2.28
Total from investment operations		0.13			1.43			0.73			1.46			2.98
Less Distributions
Distributions from net investment income		(0.66	)		(0.46	)		(0.63	)		(0.76	)		(0.76	)
Distributions from net realized capital gains		0.00			0.00			0.00			0.00			(0.35	)
Total distributions		(0.66	)		(0.46	)		(0.63	)		(0.76	)		(1.11	)
Net Asset Value, End of Period	$	13.37		$	13.90		$	12.93		$	12.83		$	12.13
Total Return (%) (b)		0.83			11.29			5.83			12.45			31.89
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.91			0.90			0.92			0.92			0.94
Net ratio of expenses to average net assets (%) (c)		0.87			0.86			0.88			0.88			0.92
Ratio of net investment income to average net assets (%)		4.39			3.45			3.83			4.70			6.48
Portfolio turnover rate (%)		132	(d)		228	(d)		473			295			228
Net assets, end of period (in millions)	$	238.4		$	268.0		$	273.6		$	227.6		$	208.6

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-25

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	13.93		$	12.96		$	12.85		$	12.15		$	10.27
Income (Loss) from Investment Operations
Net investment income (a)		0.61			0.48			0.50			0.60			0.72
Net realized and unrealized gain (loss) on investments		(0.48	)		0.96			0.25			0.88			2.29
Total from investment operations		0.13			1.44			0.75			1.48			3.01
Less Distributions
Distributions from net investment income		(0.67	)		(0.47	)		(0.64	)		(0.78	)		(0.78	)
Distributions from net realized capital gains		0.00			0.00			0.00			0.00			(0.35	)
Total distributions		(0.67	)		(0.47	)		(0.64	)		(0.78	)		(1.13	)
Net Asset Value, End of Period	$	13.39		$	13.93		$	12.96		$	12.85		$	12.15
Total Return (%) (b)		0.94			11.30			5.92			12.62			31.97
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.81			0.80			0.82			0.82			0.84
Net ratio of expenses to average net assets (%) (c)		0.77			0.76			0.78			0.78			0.82
Ratio of net investment income to average net assets (%)		4.49			3.55			3.90			4.81			6.59
Portfolio turnover rate (%)		132	(d)		228	(d)		473			295			228
Net assets, end of period (in millions)	$	66.2		$	74.0		$	75.9		$	89.9		$	91.3

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

(d) Includes mortgage dollar roll and TBA transactions; excluding these transactions the portfolio turnover rate would have been 62% and 84% for 2013 and 2012, respectively

See accompanying notes to financial statements.

MSF-26

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is Western Asset Management Strategic Bond Opportunities Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers three classes of shares: Class A, B, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-27

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Swap contracts (other than centrally cleared swaps) are marked-to-market daily based on quotations and prices supplied by market makers, broker-dealers and other pricing services. Such quotations and prices are derived utilizing significant observable data, including the underlying reference securities or indices. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Centrally cleared swaps listed or traded on a multilateral or trade facility platform, such as a registered exchange, are valued at the daily settlement price determined by the respective exchange or an independent pricing service when the exchange price is not available. For centrally cleared credit default swaps the clearing facility requires its members to provide actionable price levels across complete term structures. These levels along with external third party prices are used to produce daily settlement prices. These securities are categorized as Level 2 of the fair value hierarchy. Centrally cleared interest rate swaps are valued using a pricing model that references the underlying rates including the overnight index swap rate and London Interbank Offered Rate (“LIBOR”) forward rate to produce the daily settlement price. These securities are categorized as Level 2 of the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

MSF-28

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to premium amortization, paydown gain/loss reclasses, defaulted bond adjustments, and foreign currency transactions. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take

MSF-29

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

At December 31, 2013, the Portfolio had investments in repurchase agreements with a gross value of $69,993,000, which is included as part of investments at value on the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at December 31, 2013.

Mortgage Dollar Rolls - The Portfolio may enter into mortgage “dollar rolls” in which a Portfolio sells to-be-announced (“TBA”) mortgage-backed securities for delivery in the current month and simultaneously contracts to repurchase substantially similar (same type, coupon, and maturity) securities on a specified future date. For the duration of the transaction, or roll period, the Portfolio foregoes principal (including prepayments of principal) and interest paid on the securities sold. Dollar rolls are accounted for as purchase and sale transactions; gain or loss is recognized at the commencement of the term of the dollar roll and each time the mortgage-backed security is rolled.

Mortgage dollar roll transactions involve the risk that the market value of the securities that the Portfolio is required to reacquire may be less than the agreed-upon repurchase price of those securities and that the investment performance of securities purchased with proceeds from these transactions does not exceed the income, capital appreciation and gain or loss that would have been realized on the securities transferred or sold, as applicable, as part of the treasury or mortgage dollar roll.

Mortgage Related and Other Asset-Backed Securities - The Portfolio may invest in mortgage-related or other asset-backed securities. These securities may include mortgage pass-through securities, collateralized mortgage obligations (“CMOs”), commercial mortgage-backed securities, CMO residuals, stripped mortgage backed securities (“SMBS”), and other securities that directly or indirectly represent a participation in, or are secured by or payable from, mortgage loans on real property or other receivables. The value of some mortgage- or asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Early repayment of principal on some mortgage-related securities may expose the Portfolio to a lower rate of return upon reinvestment of principal. The value of these securities may fluctuate in response to the market’s perception of the creditworthiness of the issuers. Additionally, although mortgages and mortgage-related securities are generally supported by some form of government or private guarantee and/or insurance, there is no assurance that private guarantors or insurers will meet their obligations.

In one type of SMBS, one class receives all of the interest from the mortgage assets (the interest-only or “IO” class), while the other class will receive all of the principal (the principal-only or “PO” class). Because principal will not be received at the maturity of an IO, adjustments are made to the book value of the security until maturity. These adjustments are netted against payments received for the IOs and the net amount is included in interest income on the Statement of Operations of the Portfolio. Payments received for POs are treated as reductions to the cost and par value of the securities. Details of mortgage related and other asset-backed securities held by the Portfolio are included in the Portfolio’s Schedule of Investments.

The Portfolio may invest a significant portion of its assets in securities of issuers that hold mortgage and asset-backed securities and direct investments in securities backed by commercial and residential mortgage loans and other financial assets. The value and related income of these securities are sensitive to changes in economic conditions, including delinquencies and/or defaults, and may be negatively impacted by increased volatility of market prices and periods of illiquidity.

When-Issued and Delayed-Delivery Securities - The Portfolio may purchase securities on a when-issued or delayed-delivery basis. Settlement of such transactions normally occurs within a month or more after the purchase commitment is made. The Portfolio may purchase securities under such conditions only with the intention of actually acquiring them, but may enter into a separate agreement to sell the securities before the settlement date. Since the value of securities purchased may fluctuate prior to settlement, the Portfolio may be required to pay more at settlement than the security is worth. In addition, the purchaser is not entitled to any of the interest earned prior to settlement.

Upon making a commitment to purchase a security on a when-issued or delayed-delivery basis, the Portfolio will hold liquid assets in a segregated account with the Portfolio’s custodian, or set aside liquid assets in the Portfolio’s records, worth at least the equivalent of the amount due. The liquid assets will be monitored on a daily basis and adjusted as necessary to maintain the necessary value.

TBA Purchase & Forward Sale Commitments - The Portfolio may enter into TBA commitments to purchase or sell securities for a fixed price at a future date. TBA commitments are considered securities in themselves, and involve a risk of loss if the value of the security to be purchased or sold declines or increases prior to settlement date, which is in addition to the risk of decline in the value of the Portfolio’s other assets. TBA forward sales commitments are valued at the current market value of the underlying securities, according to the procedures described under “Investment Valuation and Fair Value Measurements”.

MSF-30

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

High Yield Debt Securities - The Portfolio may invest in high yield debt securities, or “junk bonds,” which are securities that are rated below “investment grade” or, if not rated, are of equivalent quality. A portfolio with high yield debt securities generally will be exposed to greater market risk and credit risk than a portfolio that invests only in investment grade debt securities because issuers of high yield debt securities are generally less secure financially, are more likely to default on their obligations, and their securities are more sensitive to interest rate changes and downturns in the economy. In addition, the secondary market for lower-rated debt securities may not be as liquid as that for more highly rated debt securities. As a result, the Portfolio’s Subadviser may find it more difficult to value lower-rated debt securities or sell them and may have to sell them at prices significantly lower than the values assigned to them by the Portfolio.

3. Investments in Derivative Instruments

Forward Foreign Currency Exchange Contracts - The Portfolio may enter into forward foreign currency exchange contracts to obtain investment exposure, enhance return or hedge or protect its portfolio holdings against the risk of future movements in certain foreign currency exchange rates. When entering into these contracts, the Portfolio agrees to receive or deliver a fixed quantity of foreign currency for an agreed-upon price on an agreed-upon future date. These contracts are valued daily and the Portfolio’s net equity therein, representing unrealized gain or loss on the contracts as measured by the difference between the forward foreign exchange rates at the dates of entry into the contracts and the forward foreign exchange rates at the valuation date, is included in the Statement of Assets and Liabilities. When a contract is closed, the Portfolio recognizes a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

Realized and unrealized gains and losses on forward foreign currency exchange contracts are included in the Statement of Operations. These contracts involve market and/or credit risk in excess of the amount recognized in the Statement of Assets and Liabilities. The use of forward foreign currency exchange contracts does not eliminate fluctuations in the underlying prices of the securities of the Portfolio, but it does establish a rate of exchange that can be achieved in the future. Although forward foreign currency exchange contracts may limit the risk of loss due to a decline in the value of the currency holdings, they also limit any potential gain that might result should the value of the currency increase. In addition, the Portfolio could be exposed to losses if the counterparties to the contracts are unable to meet the terms of the contracts. The Portfolio’s maximum potential loss from such contracts is the aggregate face value in U.S. dollars at the time the contract was opened.

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

Options Contracts - An option contract purchased by the Portfolio gives the Portfolio the right, but not the obligation, to buy (call) or sell (put) an underlying instrument at a fixed exercise price during a specified period. Call options written by the Portfolio give the holder the right to buy the underlying instrument from the Portfolio at a fixed exercise price; put options written by the Portfolio give the holder the right to sell the underlying instrument to the Portfolio at a fixed exercise price.

The Portfolio may use options to hedge against changes in values of securities the Portfolio owns or expects to purchase, to maintain exposure to the broad equity markets or to enhance return. Writing puts or buying calls tends to increase the Portfolio’s exposure to the underlying instrument and writing calls or buying puts tends to decrease the Portfolio’s exposure to the underlying instrument, and can be used to hedge other Portfolio investments. For options used to hedge the Portfolio’s investments, the potential risk to the Portfolio is that the change in value of options contracts may not correspond perfectly to the change in value of the hedged instruments. The Portfolio also bears the risk of an unfavorable change in the value of the underlying instrument or the risk that the Portfolio may not be able to enter into a closing transaction due to an illiquid market. The Portfolio’s maximum risk of loss from counterparty credit risk, as opposed to investment and other types of risk, in respect of purchased options is typically the premium initially paid for the option plus any unrealized gains.

MSF-31

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

The main risk associated with purchasing an option is that the option expires without being exercised. In this case, the option is worthless when it expires and the premium paid for the option is considered a realized loss. The risk associated with writing a call option is that the Portfolio may forgo the opportunity for a profit if the market value of the underlying instrument increases and the option is exercised, requiring the Portfolio to sell the underlying instrument at a price below its market value. When the Portfolio writes a call option on a security it does not own, its exposure on such an option is theoretically unlimited. The risk in writing a put option is that the Portfolio may incur a loss if the market value of the underlying instrument decreases and the option is exercised, requiring the Portfolio to purchase the underlying instrument at a price above its market value. In addition, the Portfolio risks not being able to enter into a closing transaction for the written option as the result of an illiquid market for the option.

Purchases of put and call options are recorded as investments, the value of which are marked-to-market daily. When a purchased option expires without being exercised, the Portfolio will realize a loss equal to the premium paid. When the Portfolio enters into a closing sale transaction, the Portfolio will realize a gain or loss depending on whether the sales proceeds from the closing sale transaction are greater or less than the premium initially paid for the option. When the Portfolio exercises a put option, it will realize a gain or loss from the sale of the underlying instrument and the proceeds from such sale will be decreased by the premium originally paid for the put option. When the Portfolio exercises a call option, the cost of the security which the Portfolio purchases upon exercise will be increased by the premium originally paid for the call option.

The premium received for a written option is recorded as an asset and an equivalent liability. The liability is subsequently marked to market to reflect the current value of the option written. When a written option expires without being exercised or the Portfolio enters into a closing purchase transaction, the Portfolio realizes a gain (or loss if the cost of the closing purchase transaction exceeds the premium received when the option was sold) without regard to any unrealized gain or loss on the underlying instrument and the liability related to such option is eliminated. When a written call option is exercised, the Portfolio realizes a gain or loss, as adjusted for the premium received, from the sale of the underlying instrument. When a written put option is exercised, the premium received is offset against the amount paid for the purchase of the underlying instrument.

The purpose of inflation-capped options is to protect the buyer from inflation, above a specified rate, eroding the value of investments in inflation-linked products with a given notional exposure. Inflation-capped options are used to give downside protection to investments in inflation-linked products by establishing a floor on the value of such products.

Swap Agreements - The Portfolio may enter into swap agreements in which the Portfolio and a counterparty agree to either make periodic net payments on a specified notional amount or net payment upon termination. Swap agreements are either privately negotiated in the over-the-counter market (“OTC swaps”) or executed in a multilateral or other trade facility platform, such as a registered commodities exchange (“centrally-cleared swaps”). The Portfolio may enter into swap agreements for the purposes of managing exposure to interest rate, credit or market risk, or for other purposes. In connection with these agreements, securities or cash may be paid or received, as applicable, by the Portfolio as collateral or margin in accordance with the terms of the respective swap agreements to provide assets of value and recourse in the event of default or bankruptcy/insolvency. Securities posted by the Portfolio as collateral for swap contracts are identified in the Schedule of Investments and restricted cash, if any, is reflected on the Statement of Assets and Liabilities.

Centrally-Cleared Swaps: Certain clearinghouses currently offer clearing for limited types of derivatives transactions, principally credit derivatives. In a cleared derivative transaction, a Portfolio typically enters into the transaction with a financial institution counterparty, and performance of the transaction is effectively guaranteed by a central clearinghouse, thereby reducing or eliminating the Portfolio’s exposure to the credit risk of the original counterparty. The Portfolio typically will be required to post specified levels of margin with the clearinghouse or at the instruction of the clearinghouse; the margin required by a clearinghouse may be greater than the margin the Portfolio would be required to post in an uncleared derivative transaction. Only a limited number of derivative transactions are currently eligible for clearing.

Swap agreements are marked-to-market daily. The fair value of an OTC swap is reflected on the Statement of Assets and Liabilities. The changes in value, if any, are reflected as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. Daily changes in valuation of centrally cleared swaps, if any, are recorded as a receivable or payable for variation margin on the Statement of Assets and Liabilities and as a component of unrealized appreciation/depreciation on the Statement of Operations. Upfront payments paid or received upon entering into the swap agreement compensate for differences between the stated terms of the swap agreement and prevailing market conditions (such as credit spreads, currency exchange rates, interest rates, and other relevant factors). Upon termination or maturity of the swap, upfront premiums are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap is recorded as realized gain or loss on the Statement of Operations. Net periodic payments received or paid by the Portfolio are included as part of realized gains or losses on the Statement of Operations.

Swap transactions involve, to varying degrees, elements of interest rate, credit, and market risk in excess of the amounts recognized in the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform, or that there may be unfavorable changes in market

MSF-32

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

conditions or interest rates. In addition, entering into swap agreements involves documentation risk resulting from the possibility that the parties to a swap agreement may disagree as to the meaning of contractual terms in the agreement. The Portfolio may enter into swap transactions with counterparties in accordance with guidelines established by the Board. These guidelines provide for a minimum credit rating for each counterparty and various credit enhancement techniques (for example, collateralization of amounts due from counterparties) to limit exposure to counterparties that have lower credit ratings. A Portfolio’s maximum risk of loss from counterparty credit risk is the discounted value of the net cash flows to be received from the counterparty over the contract’s remaining life, to the extent that amount is positive, or the fair value of the contract. The risk may be mitigated by having a master netting arrangement between the Portfolio and the counterparty and by the posting of collateral by the counterparty to cover the Portfolio’s exposure to the counterparty. Counterparty risk related to centrally-cleared swaps is mitigated due to the protection against defaults provided by the exchange on which these contracts trade.

At December 31, 2013, the Portfolio had the following derivatives, categorized by risk exposure:

	Asset Derivatives			Liability Derivatives
Risk Exposure	Statement of Assets & Liabilities Location	Fair Value		Statement of Assets & Liabilities Location	Fair Value
Interest Rate	Unrealized appreciation on centrally cleared swap contracts* (a)	$	63,646
	Unrealized appreciation on futures contracts** (a)		412,802	Unrealized depreciation on futures contracts** (a)	$	1,454,177
				Written options at value		1
Foreign Exchange	Unrealized appreciation on forward foreign currency exchange contracts		4,549,349	Unrealized depreciation on forward foreign currency exchange contracts		785,032
Total		$	5,025,797		$	2,239,210

* Represents the unrealized appreciation/depreciation of centrally cleared swaps as reported in the Schedule of Investments. Only the variation margin is reported within the Statement of Assets and Liabilities.

** Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only the current day’s variation margin is reported within the Statement of Assets and Liabilities.

(a) Financial instrument not subject to a master netting agreement.

The Portfolio is required to disclose the impact of offsetting assets and liabilities represented in the Statement of Assets and Liabilities to enable users of the financial statements to evaluate the effect or potential effect of netting arrangements on its financial position for recognized assets and liabilities.

The following table presents the Portfolio’s derivative assets by counterparty net of amounts available for offset under a master netting agreement (“MNA”), or similar agreement, and net of the related collateral received by the Portfolio as of December 31, 2013.

Counterparty	Derivative Assets subject to a MNA by Counterparty		Financial Instruments available for offset			Collateral Received†		Net Amount*
Bank of America N.A.	$	3,450,547	$	(652,405	)	$	—	$	2,798,142
Barclays Bank plc		192,160		—			—		192,160
Citibank N.A.		701,507		(117,542	)		—		583,965
Goldman Sachs International		174,309		(15,086	)		—		159,223
UBS AG		30,826		—			—		30,826
	$	4,549,349	$	(785,033	)	$	—	$	3,764,316

The following table presents the Portfolio’s derivative liabilities by counterparty net of amounts available for offset under a master netting agreement, or similar agreement, and net of the related collateral pledged by the Portfolio as of December 31, 2013.

Counterparty	Derivative Liabilities subject to a MNA by Counterparty		Financial Instruments available for offset			Collateral Pledged†		Net Amount**
Bank of America N.A.	$	652,405	$	(652,405	)	$	—	$	—
Citibank N.A.		117,542		(117,542	)		—		—
Goldman Sachs International		15,086		(15,086	)		—		—
	$	785,033	$	(785,033	)	$	—	$	—

* Net amount represents the net amount receivable from the counterparty in the event of default.

** Net amount represents the net amount payable due to the counterparty in the event of default.

† In some instances, the actual collateral received and/or pledged may be more than the amount shown here due to overcollateralization.

MSF-33

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Transactions in derivative instruments during the year ended December 31, 2013 were as follows:

Statement of Operations Location—Net Realized Gain (Loss)	Interest Rate			Credit			Foreign Exchange			Total
Investments (a)	$	(2,760,945	)	$	(4,974,708	)	$	(1,323,993	)	$	(9,059,646	)
Forward foreign currency transactions		—			—			(1,187,185	)		(1,187,185	)
Futures contracts		(1,472,233	)		—			—			(1,472,233	)
Written options		3,962,741			4,780,221			295,373			9,038,335
	$	(270,437	)	$	(194,487	)	$	(2,215,805	)	$	(2,680,729	)
Statement of Operations Location—Net Change in Unrealized Appreciation (Depreciation)	Interest Rate			Credit			Foreign Exchange			Total
Investments (a)	$	(1,713,369	)	$	(896,062	)	$	(59,079	)	$	(2,668,510	)
Forward foreign currency transactions		—			—			4,001,794			4,001,794
Futures contracts		(364,369	)		—			—			(364,369	)
Swap contracts		63,646			—			—			63,646
Written options		1,549,226			857,387			(47,246	)		2,359,367
	$	(464,866	)	$	(38,675	)	$	3,895,469		$	3,391,928

For the year ended December 31, 2013, the average amount or number per contract outstanding for each derivative type was as follows:

Derivative Description	Average Notional Par or Face Amount‡
Investments (a)	$	289,459,728
Forward Foreign currency transactions		145,413,816
Futures contracts long		126,266,667
Futures contracts short		(114,025,000	)
Swap contracts		158,000,000
Written options		(371,986,059	)

‡ Averages are based on activity levels during 2013.

(a) Includes purchased options which are part of net realized gain (loss) on investments and net change in unrealized appreciation (depreciation) on investments as shown in the Statement of Operations.

Written Options

The Portfolio transactions in written options during the year December 31, 2013:

Call Options	Notional Amount			Number of Contracts			Premium Received
Options outstanding December 31, 2012	$	—			—		$	—
Options written		281,113,600			7,555			2,992,897
Options bought back		(224,000,000	)		(913	)		(399,946	)
Options expired		(57,113,600	)		(6,642	)		(2,592,951	)
Options outstanding December 31, 2013	$	—			—		$	—
Put Options	Notional Amount			Number of Contracts			Premium Received
Options outstanding December 31, 2012	$	838,000,000			415		$	2,601,256
Options written		1,613,000,000			5,244			6,886,700
Options bought back		(47,500,000	)		(3,174	)		(1,867,741	)
Options expired		(2,245,500,000	)		(2,485	)		(5,929,680	)
Options outstanding December 31, 2013	$	158,000,000			—		$	1,690,535

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The

MSF-34

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Collateral requirements may differ by type of derivative or investment, as applicable. Collateral or margin requirements are set by the broker or exchange clearing house for exchange traded derivatives (e.g., futures contracts and exchange traded options) while collateral terms are contract specific for over-the-counter traded derivatives (e.g., forward foreign currency exchange contracts, swap agreements and over-the-counter options).

For derivatives traded under an International Swaps and Derivatives Association, Inc. Master Agreement (“ISDA Master Agreement”) or similar master agreement, the collateral requirements are netted across all transactions traded under such agreement and one amount is posted from one party to the other to collateralize such obligations. The ISDA Master Agreement gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a certain deterioration in the credit quality of the other party. The ISDA Master Agreement gives the Portfolio the right, upon an event of default by the applicable counterparty or a termination of the agreement, to close out all transactions traded under such agreement and to net amounts owed under each transaction to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could result in a reduction of the Portfolio’s credit risk to such counterparty equal to any amounts payable by the Portfolio under the applicable transactions, if any. However, absent an event of default by the counterparty or a termination of the agreement, the ISDA Master Agreement does not result in an offset of reported amounts of assets and liabilities in the Statement of Assets and Liabilities across transactions between the Portfolio and the applicable counterparty. The enforceability of the right to offset may vary by jurisdiction. Cash collateral that has been pledged to cover obligations of the Portfolio under derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities. Securities pledged as collateral, if any, for the same purpose are noted in the Schedule of Investments.

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

Master Securities Forward Transaction Agreements (“Master Forward Agreements”) govern the considerations and factors surrounding the settlement of certain forward settling transactions, such as To-Be-Announced securities, delayed-delivery or secured borrowings transactions by and between the Portfolio and select counterparties. The Master Forward Agreements maintain provisions for, among other things, initiation and confirmation, payment and transfer, events of default, termination, and maintenance of collateral.

Customer Account Agreements and related addendums govern cleared derivatives transactions such as futures, options on futures, and cleared OTC derivatives. Cleared derivative transactions require posting of initial margin as determined by each relevant clearing agency which is segregated at a broker account registered with the Commodities Futures Trading Commission (CFTC), or the applicable regulator. In the U.S., counterparty risk is significantly reduced as creditors of the futures broker do not have claim to Portfolio assets in the segregated account. Additionally, portability of exposure in the event of default further reduces risk to the Portfolio. Variation margin, or changes in market value, are exchanged daily, but may not be netted between futures and cleared OTC derivatives.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

MSF-35

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, including mortgage dollar roll and TBA transactions but excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$800,397,487	$	489,242,233	$	883,222,462	$	443,299,148

Purchases and sales of mortgage dollar rolls and TBA transactions for the year ended December 31, 2013 were $723,984,254 and $731,602,982, respectively.

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the following annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$5,979,637		0.650	%	Of the first $500 Million
		0.550	%	On amounts in excess of $500 Million

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. Western Asset Management Company is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average Daily Net Assets
0.055%	On the first $500 Million
0.025%	On the next $500 Million
0.050%	On amounts in excess of $1 Billion

An identical expense agreement was in place for the period January 1, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 are shown as management fee waivers in the Statement of Operations.

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B and E Shares. Under the Distribution and Service Plan, the Class B and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee.

MSF-36

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

8. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$46,899,918	$	34,924,249	$	—	$	—	$	46,899,918	$	34,924,249

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Depreciation			Loss Carryforwards			Other Accumulated Capital Losses			Total
$53,169,475	$	—	$	(24,823,433	)	$	(16,715,740	)	$	(620,227	)	$	11,010,075

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, there were post-enactment short-term accumulated capital losses of $620,227. The pre-enactment accumulated capital loss carryforwards and expiration dates were as follows:

Expiring 12/31/2018	Expiring 12/31/2017		Total
$2,454,113	$	14,261,627	$	16,715,740

MSF-37

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of Western Asset Management Strategic Bond Opportunities Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Western Asset Management Strategic Bond Opportunities Portfolio, one of the portfolios constituting Metropolitan Series Fund (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Western Asset Management Strategic Bond Opportunities Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 27, 2014

MSF-38

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

MSF-39

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-40

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the Western Asset Management Strategic Bond Opportunities Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-41

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the Western Asset Management Strategic Bond Opportunities Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio outperformed its benchmark, the Barclays Capital Aggregate Bond Index, for the one-, three- and five-year periods ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a

MSF-42

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the Western Asset Management Strategic Bond Opportunities Portfolio, the Board considered that the Portfolio’s actual management fees were slightly above the Expense Group median, the Expense Universe median and the Sub-advised Expense Universe median. The Board also considered that the Portfolio’s total expenses (exclusive of 12b-l fees) were below the Expense Group median, the Expense Universe median and the Sub-advised Expense Universe median. The Board further noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also noted that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group and the Sub-advised Expense Universe at the Portfolio’s current size. The Board further noted that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the Western Asset Management Strategic Bond Opportunities Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

MSF-43

Metropolitan Series Fund

Western Asset Management Strategic Bond Opportunities Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-44

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Managed by Western Asset Management Company

Portfolio Manager Commentary*

PERFORMANCE

For the one year period ended December 31, 2013, the Class A, B, and E shares of the Western Asset Management U.S. Government Portfolio returned -0.74%, -0.91%, and -0.75%, respectively. The Portfolio’s benchmark, the Barclays U.S. Intermediate Government Bond Index¹, returned -1.25%.

MARKET ENVIRONMENT / CONDITIONS

The year began as Congress worked through the final moments of 2012 putting together an agreement to prevent a collection of tax increases and spending cuts known as the fiscal cliff. While a lackluster compromise was reached, some taxes were increased, notably payroll taxes, and the federal spending cuts proved unavoidable. Given this new set of headwinds, economic performance over the year was perhaps better than expected. Corporations continued to generate robust profits and equity markets climbed to new highs, with the S&P 500 Index gaining 32.4% on the year. Certainly the continued support of the Federal Reserve (the “Fed”) was a large help to risk markets, through its non-traditional methods of monetary accommodation. The European debt crisis also continued to ease on the back of aggressive action from the European Central Bank (the “ECB”). As a result, uncertainty among investors diminished, and as the Fed encouraged them to take risk, they did so.

The U.S. economic recovery picked up moderately over the year. The final estimate for the annualized Gross Domestic Product (“GDP”) growth rate over the third quarter (the last GDP data point released in 2013) came in at 4.1%. This compared favorably to the 0.1% growth rate from the fourth quarter of 2012, as well as to the 1.1% and 2.5% growth rates experienced in first and second quarters of 2013. At the same time, the unemployment rate notched down from 7.9% a year ago to the most recent rate of 6.7%.

The details behind the headlines are not quite as rosy, however. The drop in the unemployment rate, instead of being due to a robust and growing economy, was mostly driven by a decline in the labor force participation rate. Many discouraged workers simply gave up looking for work. This signals that the economy still has plenty of slack despite the recovery. Aggregate demand remains relatively weak. In spite of this, markets in 2013 were mostly risk-on environments. Risk sector spreads generally ended tighter. Improvement in the housing market remained a bright spot as the Case-Shiller Home Price Index (20 city composite, seasonally adjusted) improved to a year-over-year gain of 13.6%, up from a 4.3% gain a year ago. This is the index’s strongest yearly performance since February 2006.

The Fed remained extraordinarily accommodative during 2013, holding interest rates steady in a range of 0% to 0.25%. The Fed hinted several times over the year that it was considering reducing its $85 billion per month purchases of U.S. Treasuries and of agency mortgage-backed securities (“MBS”). The Fed finally announced the initial reduction at its December 2013 meeting, that asset purchases would decrease by $10 billion to a rate of $75 billion per month. Fed Chairman Ben Bernanke emphasized that this move should not be considered monetary tightening. He cited several continuing accommodations: the Fed’s continued promise of extraordinary low rates, guidance that short term rates would likely remain low even when the unemployment rate dips below 6.5%, and the fact that the Fed is still continuing to expand its balance sheet, albeit slightly less aggressively. Previous Fed guidance indicated that rates would be kept low as long as the unemployment rate remains above 6.5% and expected inflation one to two years out is below 2.5% with longer-term inflation expectations well anchored.

While interest rates rose significantly over the year, they generally drifted higher on expectations of reduced Fed purchases. Rates only moved modestly higher on the actual news of tapering. Ben Bernanke also experienced his final full year as Fed Chairman in 2013. His term was marked by aggressive Fed experimentation as the central bank attempted to add further accommodation despite a near-zero fed funds rate.

PORTFOLIO REVIEW / PERIOD END POSITIONING

The Western Asset Management U.S. Government Portfolio outperformed its benchmark during the period. The main contributor to performance was the Portfolio’s exposure to non-agency mortgages. The sector outperformed the benchmark as U.S. housing is recovering from its lows. Excess housing inventory has declined, new mortgage delinquencies have slowed, and short sales and liquidations have increased. These developments helped to improve pricing in the sector, bolstering performance along with continuing coupon payments and principal paydowns.

Agency MBS outperformed Treasuries of similar interest rate risk during the year, and allocations to this sector contributed to the Portfolio’s outperformance. The Portfolio’s overweight allocation to Agency debt contributed to performance as the sector slightly outperformed U.S. Treasuries of similar interest rate risk. For the majority of the year, the Portfolio held less exposure to interest rates than the benchmark, which helped performance as rates generally rose. Excess exposure to longer term interest rates, relative to the benchmark, hurt performance as longer rates rose the most over the year.

MSF-1

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Managed by Western Asset Management Company

Portfolio Manager Commentary*—(Continued)

Over the reporting period, we reduced exposure to U.S. Treasuries and added exposure to Agency bonds. Within the agency MBS sector, we reduced exposure to 30-year agency mortgages and added to lower coupon 15-year agency mortgages. We also shifted our exposure in Federal National Mortgage Association MBS from lower coupon securities to 4% and 5% coupon issues.

Stephen A. Walsh

Mark S. Lindbloom

Fredrick Marki

Portfolio Managers

Western Asset Management Company

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

A $10,000 INVESTMENT COMPARED TO THE BARCLAYS U.S. INTERMEDIATE GOVERNMENT BOND INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year
Western Asset Management U.S. Government Portfolio
Class A		-0.74		3.63		3.09
Class B		-0.91		3.37		2.83
Class E		-0.75		3.48		2.94
Barclays U.S. Intermediate Government Bond Index		-1.25		2.20		3.74

¹ The Barclays U.S. Intermediate Government Bond Index includes most obligations of the U.S. Treasury, agencies and quasi-federal corporations having maturities between one to ten years.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Sectors

	% of Market Value of Total Long-Term Investments
U.S. Treasury & Government Agencies		82.4
Corporate Bonds & Notes		9.0
Mortgage-Backed Securities		4.0
Foreign Government		3.8
Asset-Backed Securities		0.8

MSF-3

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

Western Asset Management U.S. Government Portfolio		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.48	%	$	1,000.00	$	1,004.20	$	2.42
	Hypothetical*		0.48	%	$	1,000.00	$	1,022.79	$	2.45
Class B(a)	Actual		0.73	%	$	1,000.00	$	1,002.50	$	3.68
	Hypothetical*		0.73	%	$	1,000.00	$	1,021.53	$	3.72
Class E(a)	Actual		0.63	%	$	1,000.00	$	1,003.40	$	3.18
	Hypothetical*		0.63	%	$	1,000.00	$	1,022.03	$	3.21

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 6 of the Notes to Financial Statements.

MSF-4

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—94.3% of Net Assets

Security Description	Principal Amount*		Value
Agency Sponsored Mortgage-Backed—28.4%
Fannie Mae 15 Yr. Pool
3.000%, TBA (a)		46,100,000	$	47,045,410
3.500%, TBA (a)		17,400,000		18,195,914
4.500%, 03/01/20		133,936		145,611
5.000%, 03/01/18		222,338		236,914
6.500%, 06/01/17		67,363		70,791
7.000%, 12/01/14		1,295		1,316
7.000%, 07/01/15		476		477
7.500%, 02/01/16		19,083		19,282
Fannie Mae 20 Yr. Pool
4.500%, 11/01/31		1,802,449		1,930,618
4.500%, 12/01/31		2,313,220		2,476,771
Fannie Mae 30 Yr. Pool
3.000%, 09/01/42		14,061,150		13,369,038
3.500%, TBA (a)		90,100,000		89,501,682
4.000%, 07/01/42		5,983,224		6,167,729
4.000%, TBA (a)		57,500,000		59,189,063
4.500%, 04/01/41		19,784,546		21,022,833
4.500%, 06/01/41		1,745,805		1,850,151
4.500%, 09/01/41		3,156,571		3,353,308
4.500%, 10/01/41		15,500,785		16,428,575
4.500%, TBA (a)		126,600,000		134,141,600
5.000%, 07/01/33		655,367		713,781
5.000%, 09/01/33		787,893		858,461
5.000%, 10/01/35		2,202,265		2,398,639
5.000%, 01/01/39		29,427		32,122
5.000%, 08/01/39		73,958		80,328
5.000%, 12/01/39		49,298		53,885
5.000%, 05/01/40		111,024		121,374
5.000%, 07/01/40		95,307		104,251
5.000%, 11/01/40		2,387,541		2,613,009
5.000%, 01/01/41		77,758		84,998
5.000%, 02/01/41		127,368		139,248
5.000%, 04/01/41		257,133		281,255
5.000%, 05/01/41		5,143,092		5,627,410
5.000%, 06/01/41		412,389		451,125
5.000%, 05/01/42		624,130		681,113
5.000%, TBA (a)		22,800,000		24,761,156
6.000%, 04/01/33		171,749		192,755
6.000%, 02/01/34		37,645		42,240
6.000%, 11/01/35		388,073		435,616
6.000%, 08/01/37		838,001		940,545
6.500%, 03/01/26		1,819		2,024
6.500%, 04/01/29		100,187		111,464
7.000%, 11/01/28		2,832		3,166
7.000%, 02/01/29		3,844		4,237
7.000%, 01/01/30		2,495		2,595
7.000%, 10/01/37		64,958		68,488
7.000%, 11/01/37		60,526		69,399
7.000%, 12/01/37		53,831		58,473
7.000%, 02/01/38		73,043		84,482
7.000%, 08/01/38		80,139		92,728
7.000%, 09/01/38		7,214		7,864
7.000%, 11/01/38		414,120		448,846
7.000%, 02/01/39		3,823,646		4,292,264
7.500%, 04/01/32		14,982		15,498
Agency Sponsored Mortgage-Backed—(Continued)
Fannie Mae 30 Yr. Pool
8.000%, 05/01/28		4,870		5,599
8.000%, 07/01/32		1,251		1,448
11.500%, 09/01/19		27		27
12.000%, 10/01/15		1,163		1,170
Fannie Mae ARM Pool
1.836%, 07/01/37 (b)		73,027		77,581
Fannie Mae Interest Strip (CMO)
3.500%, 11/25/41 (c)		4,883,205		1,048,687
4.000%, 04/25/42 (c)		7,389,492		1,786,140
4.500%, 11/25/39 (c)		5,352,907		976,491
Fannie Mae Pool
3.500%, 10/01/42		12,062,257		11,837,464
3.500%, 12/01/42		1,913,043		1,884,545
3.500%, 05/01/43		489,845		482,543
4.000%, 10/01/42		3,345,829		3,413,580
4.000%, 07/01/43		98,625		100,611
4.000%, 08/01/43		2,183,808		2,227,842
5.000%, 05/01/40		48,916		53,499
6.500%, 12/01/27		5,450		5,551
6.500%, 04/01/29		1,411		1,571
6.500%, 05/01/32		63,043		68,611
12.000%, 01/15/16		179		181
12.500%, 09/20/15		39		39
12.500%, 01/15/16		587		590
Fannie Mae REMICS (CMO)
Zero Coupon, 03/25/42 (d)		1,210,010		1,082,733
3.000%, 12/25/27 (c)		13,838,495		1,874,415
5.500%, 07/25/41		6,996,952		7,612,348
5.500%, 04/25/42		5,627,005		6,133,318
5.935%, 07/25/40 (b) (c)		4,922,178		878,479
5.935%, 09/25/42 (b) (c)		2,363,607		499,417
5.985%, 03/25/42 (b) (c)		19,682,830		2,731,386
5.985%, 12/25/42 (b) (c)		1,723,109		385,593
6.000%, 05/25/42		4,468,552		4,886,120
6.335%, 02/25/42 (b) (c)		4,135,842		852,920
6.365%, 12/25/40 (b) (c)		3,041,481		341,102
6.365%, 01/25/41 (b) (c)		7,597,629		1,127,868
6.385%, 07/25/39 (b) (c)		2,776,606		501,820
6.385%, 10/25/41 (b) (c)		11,627,558		1,681,893
6.435%, 10/25/40 (b) (c)		7,982,061		1,496,338
6.435%, 04/25/42 (b) (c)		5,878,382		1,023,919
6.485%, 02/25/41 (b) (c)		1,726,440		362,453
6.485%, 03/25/42 (b) (c)		4,759,373		733,086
6.500%, 06/25/39		886,307		988,162
6.500%, 07/25/42		7,811,853		8,556,353
9.750%, 11/25/18		2,084,231		2,364,530
9.750%, 08/25/19		690,992		783,090
Fannie Mae Whole Loan
3.395%, 01/25/43 (b)		466,298		482,623
Freddie Mac 30 Yr. Gold Pool
5.000%, 08/01/33		50,515		54,700
6.000%, 10/01/36		2,348,606		2,627,906
6.500%, 09/01/39		858,822		955,767
8.000%, 12/01/19		3,296		3,324
8.000%, 09/01/30		7,296		8,586

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—(Continued)

Security Description	Principal Amount*		Value
Agency Sponsored Mortgage-Backed—(Continued)
Freddie Mac 30 Yr. Non-Gold Pool
8.000%, 07/01/20		5,959	$	6,357
Freddie Mac ARM Non-Gold Pool
1.945%, 02/01/37 (b)		20,099		21,100
2.171%, 05/01/37 (b)		52,458		55,693
2.495%, 05/01/37 (b)		62,072		65,390
2.697%, 01/01/35 (b)		29,018		31,124
Freddie Mac Gold Pool
3.500%, 04/01/43		587,388		579,058
4.000%, 04/01/43		2,360,822		2,406,405
4.000%, 08/01/43		1,389,486		1,416,142
Freddie Mac REMICS (CMO)
4.500%, 04/15/32		304,579		324,726
5.983%, 10/15/42 (b) (c)		3,086,881		673,871
6.000%, 05/15/36		1,715,031		1,897,313
6.433%, 11/15/41 (b) (c)		5,655,110		1,072,184
8.500%, 06/15/21		26,264		29,425
Ginnie Mae I 30 Yr. Pool
3.500%, TBA (a)		4,000,000		4,031,406
5.500%, 06/15/36		1,130,492		1,254,975
6.000%, 03/15/33		1,663,381		1,878,026
6.500%, 06/15/31		7,928		8,845
6.500%, 08/15/34		320,661		357,875
7.500%, 01/15/29		11,983		13,118
7.500%, 09/15/29		3,105		3,534
7.500%, 02/15/30		3,830		4,358
8.500%, 05/15/18		9,713		9,756
8.500%, 06/15/25		50,569		55,384
9.000%, 12/15/16		2,317		2,328
Ginnie Mae II 30 Yr. Pool
3.500%, TBA (a)		1,800,000		1,815,820
4.000%, TBA (a)		26,400,000		27,448,782
4.500%, 01/20/40		1,976,219		2,119,574
4.500%, 05/20/40		2,801,615		3,003,532
4.500%, 07/20/40		4,653,460		4,990,019
4.500%, 09/20/40		54,220		58,336
4.500%, 11/20/40		533,363		572,806
4.500%, 12/20/40		1,314,999		1,411,716
4.500%, 01/20/41		406,366		436,248
4.500%, 07/20/41		2,894,844		3,098,318
5.000%, 07/20/40		2,119,907		2,321,755
6.000%, 11/20/34		3,308		3,750
6.000%, 06/20/35		5,533		6,184
6.000%, 07/20/36		393,051		442,605
6.000%, 09/20/36		18,832		21,212
6.000%, 07/20/38		1,138,970		1,282,325
6.000%, 09/20/38		3,195,196		3,597,759
6.000%, 06/20/39		9,755		10,992
6.000%, 05/20/40		256,794		289,138
6.000%, 06/20/40		674,079		759,067
6.000%, 08/20/40		328,460		370,126
6.000%, 09/20/40		857,852		955,540
6.000%, 10/20/40		527,397		587,859
6.000%, 11/20/40		651,260		727,768
6.000%, 01/20/41		778,867		870,587
6.000%, 03/20/41		2,807,893		3,130,214
Agency Sponsored Mortgage-Backed—(Continued)
Ginnie Mae II 30 Yr. Pool
6.000%, 07/20/41		618,024		688,708
6.000%, 12/20/41		463,770		521,127
6.500%, 10/20/37		850,117		964,086
Government National Mortgage Association
0.773%, 09/16/51 (b) (c)		24,723,667		1,692,904
0.856%, 02/16/53 (b) (c)		30,306,092		2,183,463
0.870%, 02/16/53 (b) (c)		66,503,325		4,541,579
0.950%, 06/16/55 (b) (c)		16,171,940		1,064,437
0.952%, 09/16/46 (b) (c)		88,026,654		4,713,387
2.000%, 12/16/49		4,320,000		4,257,331
2.250%, 03/16/35		6,652,262		6,656,925
2.900%, 02/16/44 (b)		10,221,012		10,452,460
2.900%, 06/16/44 (b)		3,385,090		3,462,791
Government National Mortgage Association (CMO)
0.549%, 12/20/60 (b)		22,924,341		22,695,189
0.569%, 12/20/60 (b)		8,420,917		8,334,644
0.649%, 03/20/61 (b)		6,572,148		6,537,894
0.669%, 12/20/60 (b)		61,268,858		61,003,112
5.933%, 08/16/42 (b) (c)		2,736,106		460,606
6.333%, 03/20/39 (b) (c)		1,220,463		197,376
6.483%, 01/20/40 (b) (c)		2,666,606		458,477
				753,442,862
Federal Agencies—29.7%
Federal Farm Credit Bank
0.250%, 07/28/14		20,000,000		20,011,440
0.250%, 01/07/15		20,000,000		20,010,960
0.390%, 05/09/16		20,000,000		19,917,820
0.540%, 06/06/16		20,000,000		19,976,160
0.820%, 02/21/17		20,000,000		19,926,520
1.500%, 11/16/15		20,000,000		20,426,900
1.950%, 11/15/17		19,980,000		20,394,845
2.625%, 04/17/14		25,000,000		25,181,800
Federal Home Loan Bank
2.125%, 06/09/23		17,700,000		15,813,835
2.750%, 06/08/18 (e)		15,000,000		15,647,130
5.250%, 12/11/20		12,000,000		13,899,168
Federal Home Loan Bank of Chicago
5.625%, 06/13/16		43,170,000		48,160,582
Federal Home Loan Mortgage Corp.
1.250%, 10/02/19 (e)		6,500,000		6,157,690
2.375%, 01/13/22 (e)		73,000,000		69,785,445
5.000%, 12/14/18 (e)		13,241,000		15,012,010
6.750%, 03/15/31		1,000,000		1,323,086
Federal National Mortgage Association
Zero Coupon, 10/09/19		50,000,000		42,514,550
0.500%, 10/22/15		30,000,000		30,046,530
0.550%, 09/06/16		22,600,000		22,500,718
0.625%, 08/26/16 (e)		20,000,000		19,966,880
0.700%, 05/22/17		8,375,000		8,217,123
2.250%, 10/17/22		14,000,000		12,722,766
5.125%, 01/02/14		37,250,000		37,254,693
6.625%, 11/15/30		3,000,000		3,902,334

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—(Continued)

Security Description	Principal Amount*		Value
Federal Agencies—(Continued)
Financing Corp. Fico
Zero Coupon, 10/06/17		20,433,000	$	19,252,075
Zero Coupon, 12/27/18		16,254,000		14,644,334
Zero Coupon, 06/06/19		27,884,000		24,777,555
Zero Coupon, 09/26/19		14,535,000		12,549,970
Government Trust Certificates
Zero Coupon, 10/01/16		8,567,000		8,242,559
National Archives Facility Trust
8.500%, 09/01/19		3,108,989		3,727,093
New Valley Generation II
5.572%, 05/01/20		9,970,336		11,266,480
Overseas Private Investment Corp.
Zero Coupon, 11/18/15		8,000,000		7,979,376
Zero Coupon, 03/15/18		5,000,000		5,225,930
2.310%, 11/15/30		9,673,002		8,605,953
3.490%, 12/20/29 (f)		10,000,000		10,000,000
Residual Funding Corp. Principal Strip
Zero Coupon, 10/15/20		38,159,000		31,411,764
Tennessee Valley Authority
1.750%, 10/15/18 (e)		20,000,000		19,875,740
3.875%, 02/15/21		35,000,000		36,957,585
4.500%, 04/01/18		20,000,000		22,191,340
5.500%, 07/18/17		21,306,000		24,397,863
				789,876,602
U.S. Treasury—36.2%
U.S. Treasury Bonds
8.000%, 11/15/21		12,800,000		17,779,994
U.S. Treasury Inflation Indexed Bonds
0.625%, 02/15/43		16,254,400		12,498,106
0.750%, 02/15/42 (e)		3,514,444		2,825,283
U.S. Treasury Inflation Indexed Notes
0.125%, 01/15/23		8,095,120		7,645,460
0.375%, 07/15/23		16,058,240		15,487,418
U.S. Treasury Notes
0.125%, 07/31/14 (e)		31,000,000		31,003,627
0.250%, 05/31/14 (e)		13,000,000		13,007,618
0.250%, 06/30/14 (e)		94,000,000		94,073,414
0.250%, 09/30/14 (e)		20,000,000		20,016,400
0.250%, 10/31/14		30,000,000		30,025,770
0.250%, 10/15/15 (e)		59,000,000		58,923,949
0.250%, 11/30/15 (e)		343,000,000		342,316,744
0.750%, 06/30/17		59,000,000		58,377,727
1.500%, 07/31/16 (e)		92,000,000		94,098,704
2.750%, 11/15/23 (e)		38,600,000		37,761,646
3.125%, 01/31/17 (e)		118,000,000		126,149,316
				961,991,176
Total U.S. Treasury & Government Agencies (Cost $2,526,349,756)				2,505,310,640
Corporate Bonds & Notes—10.3%
Security Description	Principal Amount*		Value
Banks—2.1%
National Australia Bank, Ltd.
1.250%, 03/08/18 (144A) (e)		13,000,000		12,654,395
National Bank of Canada
2.200%, 10/19/16 (144A) (e)		13,000,000		13,417,313
Royal Bank of Canada
2.000%, 10/01/19 (e)		10,000,000		9,948,100
Stadshypotek AB
1.875%, 10/02/19 (144A) (e)		5,000,000		4,819,000
UBS AG
0.750%, 03/24/17 (144A) (e)		16,000,000		16,089,232
				56,928,040
Diversified Financial Services—7.9%
COP I LLC
3.650%, 12/05/21		10,316,719		10,950,991
MSN 41079 & 41084, Ltd.
1.717%, 07/13/24		9,058,619		8,642,801
National Credit Union Administration Guaranteed Notes
3.450%, 06/12/21		45,000,000		46,903,500
NCUA Guaranteed Notes
3.000%, 06/12/19		16,250,000		16,997,500
Postal Square, L.P.
6.500%, 06/15/22		9,416,340		11,060,951
Private Export Funding Corp.
1.375%, 02/15/17		25,000,000		25,234,275
2.250%, 12/15/17		40,000,000		41,194,760
3.050%, 10/15/14		20,000,000		20,438,720
4.950%, 11/15/15 (e)		25,000,000		27,111,700
				208,535,198
Oil & Gas—0.3%
Petroleos Mexicanos
1.700%, 12/20/22		9,000,000		8,746,317
Total Corporate Bonds & Notes (Cost $259,767,688)				274,209,555
Mortgage-Backed Securities—4.6%
Collateralized Mortgage Obligations—2.8%
American Home Mortgage Assets LLC
0.355%, 09/25/46 (b)		1,076,613		757,241
0.355%, 12/25/46 (b)		3,144,215		2,062,702
Banc of America Funding Corp.
2.393%, 06/20/35 (b)		463,999		291,266
Banc of America Mortgage 2005-F Trust
2.739%, 07/25/35 (b)		189,819		180,150
Citigroup Mortgage Loan Trust, Inc.
2.510%, 10/25/35 (b)		351,874		343,405
Countrywide Alternative Loan Trust
0.367%, 07/20/46 (b)		3,954,067		2,353,077
0.397%, 07/20/35 (b)		1,506,417		1,297,281
0.455%, 05/25/34 (b)		3,628,158		3,518,805

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Schedule of Investments as of December 31, 2013

Mortgage-Backed Securities—(Continued)

Security Description	Principal Amount*		Value
Collateralized Mortgage Obligations—(Continued)
Countrywide Home Loan Mortgage Pass-Through Trust
0.525%, 03/25/35 (144A) (b)		154,656	$	134,757
0.585%, 07/25/36 (144A) (b)		1,307,452		1,135,855
Deutsche Mortgage Securities, Inc.
5.230%, 06/26/35 (144A) (b)		3,247,305		3,265,392
FDIC Structured Sale Guaranteed Notes
0.719%, 02/25/48 (144A) (b)		2,110,682		2,115,614
First Horizon Alternative Mortgage Securities
0.535%, 02/25/37 (b)		355,536		237,872
GMAC Mortgage Corp. Loan Trust
2.691%, 11/19/35 (b)		997,581		924,794
Greenpoint Mortgage Funding Trust
0.245%, 02/25/47 (b)		216,679		183,141
GSMPS Mortgage Loan Trust
0.515%, 01/25/35 (144A) (b)		518,374		434,551
0.565%, 06/25/34 (144A) (b)		899,051		785,384
3.271%, 06/25/34 (144A) (b)		5,304,227		4,776,690
GSR Mortgage Loan Trust
2.598%, 04/25/35 (b)		1,110,998		1,060,292
HarborView Mortgage Loan Trust
0.346%, 11/19/46 (b)		180,365		123,400
0.366%, 09/19/46 (b)		436,902		333,711
Impac Secured Assets CMN Owner Trust
0.485%, 03/25/36 (b)		5,590,030		3,792,612
JPMorgan Mortgage Trust
2.107%, 06/25/34 (b)		333,192		328,027
Luminent Mortgage Trust
0.355%, 05/25/46 (b)		3,493,582		2,485,030
MASTR Adjustable Rate Mortgages Trust
0.365%, 05/25/47 (b)		7,017,928		4,906,879
0.939%, 12/25/46 (b)		6,494,257		3,562,256
2.236%, 02/25/34 (b)		288,194		285,769
3.179%, 12/25/34 (b)		25,038		24,685
MASTR Reperforming Loan Trust
0.515%, 05/25/35 (144A) (b)		431,083		363,028
3.336%, 05/25/35 (144A) (b)		5,315,547		4,278,181
4.875%, 05/25/36 (144A) (b)		4,258,660		4,056,945
6.000%, 08/25/34 (144A)		108,971		111,866
7.000%, 08/25/34 (144A)		521,919		539,227
MASTR Seasoned Securities Trust
3.391%, 10/25/32 (b)		29,169		29,255
Merrill Lynch Mortgage Investors Trust
0.435%, 04/25/35 (b)		69,230		66,780
Morgan Stanley Mortgage Loan Trust
0.235%, 06/25/36 (b)		807,598		373,319
2.462%, 10/25/34 (b)		229,930		230,795
2.463%, 07/25/35 (b)		462,623		393,316
NovaStar Mortgage-Backed Notes
0.355%, 09/25/46 (b)		2,966,928		2,481,189
Provident Funding Mortgage Loan Trust
2.638%, 10/25/35 (b)		174,971		172,359
2.720%, 05/25/35 (b)		1,169,416		1,148,995
RALI Trust
0.325%, 01/25/37 (b)		574,499		411,362
Collateralized Mortgage Obligations—(Continued)
RALI Trust
0.565%, 10/25/45 (b)		541,655		404,928
3.590%, 12/25/35 (b)		2,920,498		2,307,760
RFMSI Trust
4.750%, 12/25/18		481,042		490,319
SACO I, Inc.
9.056%, 06/25/21 (144A) (b)		2,111,723		2,158,012
Structured Adjustable Rate Mortgage Loan Trust
2.540%, 05/25/35 (b)		5,670,626		5,207,942
Structured Asset Mortgage Investments II Trust
0.345%, 07/25/46 (b)		316,848		242,941
Structured Asset Securities Corp.
0.515%, 04/25/35 (144A) (b)		3,811,123		3,229,866
3.438%, 06/25/35 (144A) (b)		218,612		194,584
Structured Asset Securities Corp. Mortgage Loan Trust
0.965%, 09/25/33 (144A) (b)		41,824		38,757
Thornburg Mortgage Securities Trust
6.086%, 09/25/37 (b)		110,246		108,294
6.102%, 09/25/37 (b)		105,961		109,990
WaMu Mortgage Pass-Through Certificates
0.425%, 11/25/45 (b)		102,628		93,319
0.435%, 12/25/45 (b)		2,606,458		2,368,872
0.455%, 12/25/45 (b)		215,626		197,283
0.485%, 08/25/45 (b)		245,622		236,867
0.565%, 08/25/45 (b)		504,702		458,284
0.878%, 06/25/47 (b)		281,904		243,890
2.425%, 04/25/35 (b)		100,000		93,138
				74,542,301
Commercial Mortgage-Backed Securities—1.8%
FDIC Structured Sale Guaranteed Notes
2.980%, 12/06/20 (144A)		15,815,563		16,302,366
NCUA Guaranteed Notes Trust
2.900%, 10/29/20		30,000,000		30,988,770
				47,291,136
Total Mortgage-Backed Securities (Cost $126,245,295)				121,833,437
Foreign Government—4.4%
Sovereign—4.4%
Egypt Government AID Bonds
4.450%, 09/15/15		20,000,000		21,350,740
Indonesia Government International Bond
3.750%, 04/25/22 (144A)		410,000		369,513
3.750%, 04/25/22		1,900,000		1,712,375
4.875%, 05/05/21 (e)		2,957,000		2,927,430
5.875%, 03/13/20		310,000		327,670
Israel Government AID Bonds
Zero Coupon, 08/15/16		28,251,000		27,559,359
Zero Coupon, 09/15/16		10,000,000		9,736,890

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Schedule of Investments as of December 31, 2013

Foreign Government—(Continued)

Security Description	Principal Amount*		Value
Sovereign—(Continued)
Israel Government AID Bonds
Zero Coupon, 11/15/18		20,869,000	$	18,868,059
Province of British Columbia
2.650%, 09/22/21 (e)		4,000,000		3,905,080
Russian Foreign Bond - Eurobond
7.500%, 03/31/30		11,179,740		13,026,633
South Africa Government International Bond
5.875%, 09/16/25 (e)		10,010,000		10,410,400
Turkey Government International Bonds
5.625%, 03/30/21		1,078,000		1,082,312
6.250%, 09/26/22		2,205,000		2,289,893
7.000%, 03/11/19		1,660,000		1,817,700
7.500%, 11/07/19		540,000		603,990
Total Foreign Government (Cost $117,233,639)				115,988,044
Asset-Backed Securities—0.9%
Asset-Backed - Credit Card—0.0%
Compucredit Acquired Portfolio Voltage Master Trust
0.337%, 09/17/18 (144A) (b)		213,436		213,436
Asset-Backed - Home Equity—0.1%
Bayview Financial Acquisition Trust
0.752%, 08/28/44 (b)		3,501		3,487
Bayview Financial Asset Trust
0.765%, 12/25/39 (144A) (b)		319,282		301,283
EMC Mortgage Loan Trust
0.615%, 12/25/42 (144A) (b)		88,058		81,510
Home Equity Mortgage Loan Asset-Backed Trust
0.425%, 06/25/36 (b)		4,550,576		1,127,178
Morgan Stanley Mortgage Loan Trust
0.255%, 12/25/36 (b)		284,417		148,614
0.465%, 03/25/36 (b)		1,989,611		829,220
Option One Mortgage Loan Trust
0.745%, 06/25/33 (b)		134,878		126,351
Structured Asset Securities Corp. Mortgage Loan Trust
0.385%, 02/25/36 (144A) (b)		4,930,525		343,771
				2,961,414
Asset-Backed - Other—0.4%
ACE Securities Corp.
0.425%, 02/25/31 (b)		582,043		538,918
Amortizing Residential Collateral Trust
0.846%, 01/01/32 (b)		69,696		62,554
Asset-Backed - Other—(Continued)
Countrywide Home Equity Loan Trust
0.307%, 07/15/36 (b)		1,526,501	$	1,180,568
0.317%, 11/15/36 (b)		66,930		56,126
0.447%, 02/15/34 (b)		363,377		308,314
0.457%, 02/15/34 (b)		210,015		183,238
Fremont Home Loan Trust
0.265%, 08/25/36 (b)		185,950		72,249
GMAC Mortgage Corp. Loan Trust
0.345%, 12/25/36 (b)		721,421		609,147
0.375%, 11/25/36 (b)		3,918,976		3,173,215
GSAMP Trust
0.255%, 05/25/36 (b)		1,280,539		253,640
GSR Mortgage Loan Trust
0.705%, 11/25/30 (b)		7,583		1,598
Ownit Mortgage Loan Trust
3.577%, 12/25/36		1,359,854		603,331
RAAC Series
0.435%, 05/25/36 (144A) (b)		2,044,964		1,770,369
SACO I, Inc.
0.425%, 06/25/36 (b)		1,059,129		1,335,922
0.465%, 04/25/36 (b)		422,880		505,468
0.685%, 06/25/36 (b)		17,464		19,072
Soundview Home Loan Trust
5.588%, 10/25/36		375,913		306,623
WMC Mortgage Loan Trust
0.797%, 07/20/29 (b)		29,530		27,731
				11,008,083
Asset-Backed - Student Loan—0.4%
NCUA Guaranteed Notes Trust 2010-A1
0.521%, 12/07/20 (b)		10,017,195		10,027,813
Total Asset-Backed Securities (Cost $32,066,571)				24,210,746
Short-Term Investments—21.1%
Mutual Fund—20.8%
State Street Navigator Securities Lending MET Portfolio (g)		553,809,056		553,809,056
Repurchase Agreements—0.3%
Barclays Capital, Inc. Repurchase Agreement dated 12/31/2013 at 0.01% to be repurchased at $5,000,003 on 01/02/14 collateralized by $4,916,000 U.S. Treasury Note at 2.000% due 04/30/16 with a value $5,100,217.		5,000,000		5,000,000

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Schedule of Investments as of December 31, 2013

Short-Term Investments—(Continued)

Security Description	Principal Amount*		Value
Repurchase Agreements—(Continued)
Fixed Income Clearing Corp. Repurchase Agreement dated 12/31/13 at 0.000% to be repurchased at $4,515,000 on 01/02/14, collateralized by $4,180,000 U.S. Treasury Note at 3.625% due 02/15/20 with a value of $4,608,450.		4,515,000	$	4,515,000
				9,515,000
Total Short-Term Investments (Cost $563,324,056)				563,324,056
Total Investments—135.6% (Cost $3,624,987,005) (h)				3,604,876,478
Other assets and liabilities (net)—(35.6)%				(947,287,780	)
Net Assets—100.0%			$	2,657,588,698

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) TBA (To Be Announced) Securities are purchased on a forward commitment basis with an approximate principal amount and no defined maturity date. The actual principal and maturity date will be determined upon settlement date.

(b) Variable or floating rate security. The stated rate represents the rate at December 31, 2013. Maturity date shown for callable securities reflects the earliest possible call date.

(c) Interest only security.

(d) Principal only security.

(e) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $740,156,798 and the collateral received consisted of cash in the amount of $553,809,056 and non-cash collateral with a value of $203,531,428. The cash collateral is invested in a money market fund managed by an affiliate of the custodian. The non-cash collateral received consists primarily of government securities and bank letters of credit, and is held for the benefit of the Portfolio at the Portfolio’s custodian. The Portfolio cannot repledge or resell this collateral. As such, this collateral is excluded from the Statement of Assets and Liabilities.

(f) Security was valued in good faith under procedures approved by the Board of Trustees. As of December 31, 2013, these securities represent 0.4% of net assets.

(g) Represents investment of cash collateral received from securities lending transactions.

(h) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $3,642,839,539. The aggregate unrealized appreciation and depreciation of investments were $21,278,364 and $(59,241,425), respectively, resulting in net unrealized depreciation of $(37,963,061) for federal income tax purposes.

(144A)— Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. As of December 31, 2013, the market value of 144A securities was $93,980,897, which is 3.5% of net assets.

(ARM)— Adjustable-Rate Mortgage

(CMO)— Collateralized Mortgage Obligation

(REMIC)— Real Estate Mortgage Investment Conduit

Futures Contracts

Futures Contracts—Long	Expiration Date		Number of Contracts			Notional Amount				Unrealized Appreciation/ (Depreciation)
U.S. Treasury Note 5 Year Futures		03/31/14		753			USD	90,624,901		$	(782,588	)
Futures Contracts—Short
U.S. Treasury Long Bond Futures		03/20/14		(247	)		USD	(32,388,307	)		695,119
U.S. Treasury Note 10 Year Futures		03/20/14		(2,029	)		USD	(253,953,820	)		4,291,711
U.S. Treasury Ultra Long Bond Futures		03/20/14		(36	)		USD	(4,970,133	)		65,133
Net Unrealized Appreciation										$	4,269,375

(USD)— United States Dollar

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1			Level 2			Level 3		Total
U.S. Treasury & Government Agencies
Agency Sponsored Mortgage-Backed	$	—		$	753,442,862		$	—	$	753,442,862
Federal Agencies		—			779,876,602			10,000,000		789,876,602
U.S. Treasury		—			961,991,176			—		961,991,176
Total U.S. Treasury & Government Agencies		—			2,495,310,640			10,000,000		2,505,310,640
Total Corporate Bonds & Notes*		—			274,209,555			—		274,209,555
Total Mortgage-Backed Securities*		—			121,833,437			—		121,833,437
Total Foreign Government*		—			115,988,044			—		115,988,044
Total Asset-Backed Securities*		—			24,210,746			—		24,210,746
Short-Term Investments
Mutual Fund		553,809,056			—			—		553,809,056
Repurchase Agreements		—			9,515,000			—		9,515,000
Total Short-Term Investments		553,809,056			9,515,000			—		563,324,056
Total Investments	$	553,809,056		$	3,041,067,422		$	10,000,000	$	3,604,876,478
Collateral for securities loaned (Liability)	$	—		$	(553,809,056	)	$	—	$	(553,809,056	)
Futures Contracts
Futures Contracts (Unrealized Appreciation)	$	5,051,963		$	—		$	—	$	5,051,963
Futures Contracts (Unrealized Depreciation)		(782,588	)		—			—		(782,588	)
Total Futures Contracts	$	4,269,375		$	—		$	—	$	4,269,375

* See Schedule of Investments for additional detailed categorizations.

Following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:

Investments in Securities	Balance as of December 31, 2012		Purchases		Balance as of December 31, 2013		Change in Unrealized Appreciation/ (Depreciation) from investments still held at December 31,  2013
U.S Treasury & Government Agencies
Federal Agencies	$	—	$	10,000,000	$	10,000,000	$	—

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	3,604,876,478
Cash		945
Cash collateral for futures contracts		4,062,900
Receivable for:
TBA securities sold		154,326,602
Fund shares sold		1,721,894
Interest		9,842,561
Variation margin on futures contracts		423,172
Prepaid expenses		7,134
Other assets		189,700
Total Assets		3,775,451,386
Liabilities
Collateral for securities loaned		553,809,056
Payables for:
TBA securities purchased		562,276,676
Fund shares redeemed		462,404
Accrued expenses:
Management fees		1,025,482
Distribution and service fees		116,617
Deferred trustees’ fees		50,424
Other expenses		122,029
Total Liabilities		1,117,862,688
Net Assets	$	2,657,588,698
Net assets consist of:
Paid in surplus	$	2,668,031,779
Undistributed net investment income		49,720,491
Accumulated net realized loss		(44,512,120	)
Unrealized depreciation on investments and futures contracts		(15,651,452	)
Net Assets	$	2,657,588,698
Net Assets
Class A	$	2,094,855,302
Class B		524,871,261
Class E		37,862,135
Capital Shares Outstanding*
Class A		174,371,055
Class B		43,921,722
Class E		3,164,043
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	12.01
Class B		11.95
Class E		11.97

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $3,624,987,005.

(b) Includes securities loaned at value of $740,156,798.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Interest	$	39,398,158
Securities lending income		900,321
Total investment income		40,298,479
Expenses
Management fees		12,367,012
Administration fees		47,251
Custodian and accounting fees		237,910
Distribution and service fees—Class B		1,367,087
Distribution and service fees—Class E		60,176
Audit and tax services		62,150
Legal		27,754
Trustees’ fees and expenses		35,358
Shareholder reporting		112,117
Insurance		12,951
Miscellaneous		19,495
Total expenses		14,349,261
Less management fee waiver		(377,422	)
Net expenses		13,971,839
Net Investment Income		26,326,640
Net Realized and Unrealized Loss
Net realized gain (loss) on:
Investments		(10,451,629	)
Futures contracts		7,622,512
Net realized loss		(2,829,117	)
Net change in unrealized appreciation (depreciation) on:
Investments		(45,536,589	)
Futures contracts		2,733,668
Net change in unrealized depreciation		(42,802,921	)
Net realized and unrealized loss		(45,632,038	)
Net Decrease in Net Assets From Operations	$	(19,305,398	)

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	26,326,640		$	25,035,636
Net realized gain (loss)		(2,829,117	)		30,322,134
Net change in unrealized appreciation (depreciation)		(42,802,921	)		27,380,882
Increase (decrease) in net assets from operations		(19,305,398	)		82,738,652
From Distributions to Shareholders
Net investment income
Class A		(43,315,200	)		(40,807,280	)
Class B		(10,582,515	)		(10,274,093	)
Class E		(813,173	)		(927,136	)
Total distributions		(54,710,888	)		(52,008,509	)
Increase in net assets from capital share transactions		104,703,093			104,753,535
Total increase in net assets		30,686,807			135,483,678
Net Assets
Beginning of period		2,626,901,891			2,491,418,213
End of period	$	2,657,588,698		$	2,626,901,891
Undistributed net investment income
End of period	$	49,720,491		$	54,452,337

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		17,350,300		$	209,912,604			13,517,982		$	165,830,507
Reinvestments		3,562,105			43,315,200			3,372,502			40,807,280
Redemptions		(9,856,222	)		(119,217,102	)		(9,553,676	)		(116,963,586	)
Net increase		11,056,183		$	134,010,702			7,336,808		$	89,674,201
Class B
Sales		5,800,933		$	70,153,449			8,844,216		$	108,006,785
Reinvestments		873,145			10,582,515			851,915			10,274,093
Redemptions		(8,730,200	)		(105,248,059	)		(8,014,495	)		(97,750,360	)
Net increase (decrease)		(2,056,122	)	$	(24,512,095	)		1,681,636		$	20,530,518
Class E
Sales		302,766		$	3,653,423			338,417		$	4,138,565
Reinvestments		67,038			813,173			76,877			927,136
Redemptions		(765,493	)		(9,262,110	)		(861,429	)		(10,516,885	)
Net decrease		(395,689	)	$	(4,795,514	)		(446,135	)	$	(5,451,184	)
Increase derived from capital shares transactions				$	104,703,093					$	104,753,535

See accompanying notes to financial statements.

MSF-13

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	12.36		$	12.21		$	12.17		$	11.86		$	11.92
Income (Loss) From Investment Operations
Net investment income (a)		0.13			0.13			0.18			0.17			0.36
Net realized and unrealized gain (loss) on investments		(0.22	)		0.28			0.46			0.51			0.13
Total from investment operations		(0.09	)		0.41			0.64			0.68			0.49
Less Distributions
Distributions from net investment income		(0.26	)		(0.26	)		(0.18	)		(0.33	)		(0.55	)
Distributions from net realized capital gains		0.00			0.00			(0.42	)		(0.04	)		0.00
Total distributions		(0.26	)		(0.26	)		(0.60	)		(0.37	)		(0.55	)
Net Asset Value, End of Period	$	12.01		$	12.36		$	12.21		$	12.17		$	11.86
Total Return (%) (b)		(0.74	)		3.37			5.51			5.81			4.33
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.49			0.50			0.49			0.50			0.52
Net ratio of expenses to average net assets (%) (c)		0.48			0.48			0.49			0.49			0.52
Ratio of net investment income to average net assets (%)		1.05			1.03			1.51			1.36			3.04
Portfolio turnover rate (%)		317	(d)		340	(d)		549			551			262
Net assets, end of period (in millions)	$	2,094.9		$	2,017.9		$	1,904.6		$	1,830.2		$	1,259.0
	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	12.29		$	12.15		$	12.11		$	11.81		$	11.87
Income (Loss) From Investment Operations
Net investment income (a)		0.10			0.10			0.15			0.13			0.32
Net realized and unrealized gain (loss) on investments		(0.21	)		0.27			0.46			0.51			0.14
Total from investment operations		(0.11	)		0.37			0.61			0.64			0.46
Less Distributions
Distributions from net investment income		(0.23	)		(0.23	)		(0.15	)		(0.30	)		(0.52	)
Distributions from net realized capital gains		0.00			0.00			(0.42	)		(0.04	)		0.00
Total distributions		(0.23	)		(0.23	)		(0.57	)		(0.34	)		(0.52	)
Net Asset Value, End of Period	$	11.95		$	12.29		$	12.15		$	12.11		$	11.81
Total Return (%) (b)		(0.91	)		3.05			5.27			5.49			4.08
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.74			0.75			0.74			0.75			0.77
Net ratio of expenses to average net assets (%) (c)		0.73			0.73			0.74			0.74			0.77
Ratio of net investment income to average net assets (%)		0.80			0.78			1.26			1.12			2.79
Portfolio turnover rate (%)		317	(d)		340	(d)		549			551			262
Net assets, end of period (in millions)	$	524.9		$	565.2		$	538.2		$	466.5		$	356.3

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-14

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Financial Highlights

Selected per share data
		Class E
		Year Ended December 31,
		2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period		$	12.31		$	12.16		$	12.13		$	11.82		$	11.88
Income (Loss) From Investment Operations
Net investment income (a)			0.11			0.11			0.16			0.15			0.34
Net realized and unrealized gain (loss) on investments			(0.21	)		0.28			0.46			0.51			0.14
Total from investment operations			(0.10	)		0.39			0.62			0.66			0.48
Less Distributions
Distributions from net investment income			(0.24	)		(0.24	)		(0.17	)		(0.31	)		(0.54	)
Distributions from net realized capital gains			0.00			0.00			(0.42	)		(0.04	)		0.00
	��
Total distributions			(0.24	)		(0.24	)		(0.59	)		(0.35	)		(0.54	)
Net Asset Value, End of Period		$	11.97		$	12.31		$	12.16		$	12.13		$	11.82
Total Return (%) (b)			(0.75	)		3.15			5.28			5.67			4.19
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)			0.64			0.65			0.64			0.65			0.67
Net ratio of expenses to average net assets (%) (c)			0.63			0.63			0.64			0.64			0.67
Ratio of net investment income to average net assets (%)			0.90			0.88			1.35			1.20			2.94
Portfolio turnover rate (%)			317	(d)		340	(d)		549			551			262
Net assets, end of period (in millions)		$	37.9		$	43.8		$	48.7		$	57.6		$	64.6

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 6 of the Notes to Financial Statements.

(d) Includes mortgage dollar roll and TBA transactions; excluding these transactions the portfolio turnover rate would have been 137% and 164% for 2013 and 2012, respectively.

See accompanying notes to financial statements.

MSF-15

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is Western Asset Management U.S. Government Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers three classes of shares: Class A, B, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-16

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus.

MSF-17

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

Book-tax differences are primarily due to premium amortization, paydown gain/loss reclasses, and Treasury Inflation Protected Security (TIPS) deflation adjustments. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian, receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

At December 31, 2013, the Portfolio had investments in repurchase agreements with a gross value of $9,515,000, which is included as part of investments at value on the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at December 31, 2013.

Mortgage Dollar Rolls - The Portfolio may enter into mortgage “dollar rolls” in which a Portfolio sells to-be-announced (“TBA”) mortgage-backed securities for delivery in the current month and simultaneously contracts to repurchase substantially similar (same

MSF-18

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

type, coupon, and maturity) securities on a specified future date. For the duration of the transaction, or roll period, the Portfolio foregoes principal (including prepayments of principal) and interest paid on the securities sold. Dollar rolls are accounted for as purchase and sale transactions; gain or loss is recognized at the commencement of the term of the dollar roll and each time the mortgage-backed security is rolled.

Mortgage dollar roll transactions involve the risk that the market value of the securities that the Portfolio is required to reacquire may be less than the agreed-upon repurchase price of those securities and that the investment performance of securities purchased with proceeds from these transactions does not exceed the income, capital appreciation and gain or loss that would have been realized on the securities transferred or sold, as applicable, as part of the treasury or mortgage dollar roll.

Mortgage Related and Other Asset-Backed Securities - The Portfolio may invest in mortgage-related or other asset-backed securities. These securities may include mortgage pass-through securities, collateralized mortgage obligations (“CMOs”), commercial mortgage-backed securities, CMO residuals, stripped mortgage backed securities (“SMBS”), and other securities that directly or indirectly represent a participation in, or are secured by or payable from, mortgage loans on real property or other receivables. The value of some mortgage- or asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Early repayment of principal on some mortgage-related securities may expose the Portfolio to a lower rate of return upon reinvestment of principal. The value of these securities may fluctuate in response to the market’s perception of the creditworthiness of the issuers. Additionally, although mortgages and mortgage-related securities are generally supported by some form of government or private guarantee and/or insurance, there is no assurance that private guarantors or insurers will meet their obligations.

In one type of SMBS, one class receives all of the interest from the mortgage assets (the interest-only or “IO” class), while the other class will receive all of the principal (the principal-only or “PO” class). Because principal will not be received at the maturity of an IO, adjustments are made to the book value of the security until maturity. These adjustments are netted against payments received for the IOs and the net amount is included in interest income on the Statement of Operations of the Portfolio. Payments received for POs are treated as reductions to the cost and par value of the securities. Details of mortgage related and other asset-backed securities held by the Portfolio are included in the Portfolio’s Schedule of Investments.

The Portfolio may invest a significant portion of its assets in securities of issuers that hold mortgage and asset-backed securities and direct investments in securities backed by commercial and residential mortgage loans and other financial assets. The value and related income of these securities are sensitive to changes in economic conditions, including delinquencies and/or defaults, and may be negatively impacted by increased volatility of market prices and periods of illiquidity.

TBA Purchase & Forward Sale Commitments - The Portfolio may enter into TBA commitments to purchase or sell securities for a fixed price at a future date. TBA commitments are considered securities in themselves, and involve a risk of loss if the value of the security to be purchased or sold declines or increases prior to settlement date, which is in addition to the risk of decline in the value of the Portfolio’s other assets. TBA forward sales commitments are valued at the current market value of the underlying securities, according to the procedures described under “Investment Valuation and Fair Value Measurements”.

When-Issued and Delayed-Delivery Securities - The Portfolio may purchase securities on a when-issued or delayed-delivery basis. Settlement of such transactions normally occurs within a month or more after the purchase commitment is made. The Portfolio may purchase securities under such conditions only with the intention of actually acquiring them, but may enter into a separate agreement to sell the securities before the settlement date. Since the value of securities purchased may fluctuate prior to settlement, the Portfolio may be required to pay more at settlement than the security is worth. In addition, the purchaser is not entitled to any of the interest earned prior to settlement.

Upon making a commitment to purchase a security on a when-issued or delayed-delivery basis, the Portfolio will hold liquid assets in a segregated account with the Portfolio’s custodian, or set aside liquid assets in the Portfolio’s records, worth at least the equivalent of the amount due. The liquid assets will be monitored on a daily basis and adjusted as necessary to maintain the necessary value.

3. Investments in Derivative Instruments

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the

MSF-19

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

At December 31, 2013, the Portfolio had the following derivatives, categorized by risk exposure:

	Asset Derivatives			Liability Derivatives
Risk Exposure	Statement of Assets & Liabilities Location	Fair Value		Statement of Assets & Liabilities Location	Fair Value
Interest Rate	Unrealized appreciation on futures contracts*	$	5,051,963	Unrealized depreciation on futures contracts*	$	782,588

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only the current day’s variation margin is reported within the Statement of Assets and Liabilities.

Transactions in derivative instruments during the year ended December 31, 2013 were as follows:

Statement of Operations Location—Net Realized Gain (Loss)	Interest Rate
Futures contracts	$	7,622,512
Statement of Operations Location—Net Change in Unrealized Appreciation (Depreciation)	Interest Rate
Futures contracts	$	2,733,668

For the year ended December 31, 2013, the average amount or number per contract outstanding for each derivative type was as follows:

Derivative Description	Average Notional Par or Face Amount‡
Futures contracts long	$	57,809,091
Futures contracts short		(188,133,333	)

‡ Averages are based on activity levels during 2013.

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Collateral requirements may differ by type of derivative or investment, as applicable. Collateral or margin requirements are set by the broker or exchange clearing

MSF-20

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

house for exchange traded derivatives (e.g., futures contracts and exchange traded options) while collateral terms are contract specific for over-the-counter traded derivatives (e.g., forward foreign currency exchange contracts, swap agreements and over-the-counter options).

For derivatives traded under an International Swaps and Derivatives Association, Inc. Master Agreement (“ISDA Master Agreement”) or similar master agreement, the collateral requirements are netted across all transactions traded under such agreement and one amount is posted from one party to the other to collateralize such obligations. The ISDA Master Agreement gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a certain deterioration in the credit quality of the other party. The ISDA Master Agreement gives the Portfolio the right, upon an event of default by the applicable counterparty or a termination of the agreement, to close out all transactions traded under such agreement and to net amounts owed under each transaction to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could result in a reduction of the Portfolio’s credit risk to such counterparty equal to any amounts payable by the Portfolio under the applicable transactions, if any. However, absent an event of default by the counterparty or a termination of the agreement, the ISDA Master Agreement does not result in an offset of reported amounts of assets and liabilities in the Statement of Assets and Liabilities across transactions between the Portfolio and the applicable counterparty. The enforceability of the right to offset may vary by jurisdiction. Cash collateral that has been pledged to cover obligations of the Portfolio under derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities. Securities pledged as collateral, if any, for the same purpose are noted in the Schedule of Investments.

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

Master Securities Forward Transaction Agreements (���Master Forward Agreements”) govern the considerations and factors surrounding the settlement of certain forward settling transactions, such as To-Be-Announced securities, delayed-delivery or secured borrowings transactions by and between the Portfolio and select counterparties. The Master Forward Agreements maintain provisions for, among other things, initiation and confirmation, payment and transfer, events of default, termination, and maintenance of collateral.

Customer Account Agreements and related addendums govern cleared derivatives transactions such as futures, options on futures, and cleared OTC derivatives. Cleared derivative transactions require posting of initial margin as determined by each relevant clearing agency which is segregated at a broker account registered with the Commodities Futures Trading Commission (CFTC), or the applicable regulator. In the U.S., counterparty risk is significantly reduced as creditors of the futures broker do not have claim to Portfolio assets in the segregated account. Additionally, portability of exposure in the event of default further reduces risk to the Portfolio. Variation margin, or changes in market value, are exchanged daily, but may not be netted between futures and cleared OTC derivatives.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, including mortgage dollar roll and TBA transactions but excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$8,852,240,049	$	107,235,407	$	8,769,987,350	$	79,618,906

Purchases and sales of mortgage dollar rolls and TBA transactions for the year ended December 31, 2013 were $5,487,163,080 and $5,380,296,778, respectively.

MSF-21

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the following annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$12,367,012		0.550	%	Of the first $500 million
		0.450	%	On amounts in excess of $500 million

MetLife Advisers has entered into an investment subadvisory agreement with respect to the Portfolio. Western Asset Management Company is compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average Daily Net Assets
0.050%	On amounts over $200 million and under $500 million
0.010%	On amounts over $1 billion and under $2 billion
0.020%	On amounts in excess of $2 billion

An identical expense agreement was in place for the period January 1, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 are shown as management fee waivers in the Statement of Operations.

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B and E Shares. Under the Distribution and Service Plan, the Class B and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

MSF-22

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Notes to Financial Statements—December 31, 2013—(Continued)

8. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$54,710,888	$	52,008,509	$	—	$	—	$	54,710,888	$	52,008,509

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Depreciation			Loss Carryforwards		Other Accumulated Capital Losses			Total
$49,815,865	$	—	$	(37,773,361	)	$	—	$	(22,435,160	)	$	(10,392,656	)

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, the Portfolio had post-enactment short-term accumulated capital losses in the amount of $13,099,133 and post-enactment long-term accumulated capital losses in the amount of $9,336,027.

MSF-23

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Report of Independent Registered Public Accounting Firm

To the Shareholders of Western Asset Management U.S. Government Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Western Asset Management U.S. Government Portfolio, one of the portfolios constituting Metropolitan Series Fund (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Western Asset Management U.S. Government Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 27, 2014

MSF-24

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

MSF-25

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-26

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the Western Asset Management U.S. Government Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-27

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the Western Asset Management U.S. Government Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the one-year period ended June 30, 2013 and underperformed the median of its Performance Universe and Lipper Index for the five-year period ended June 30, 2013. The Board also considered that the Portfolio outperformed the median of its Performance Universe for the three-year period ended June 30, 2013 but underperformed its Lipper Index for that same period. The Board further considered that the Portfolio outperformed its benchmark, the Barclays Intermediate U.S. Government Bond Index, for the one-, three- and five-year periods ended October 31, 2013.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper.

MSF-28

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

With respect to the Western Asset Management U.S. Government Portfolio, the Board considered that the Portfolio’s actual management fees and that total expenses (exclusive of 12b-1 fees) were below the Expense Group median, the Expense Universe median and the Sub-advised Expense Universe median. The Board further noted that the Portfolio’s contractual management fees were above the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also noted that the Portfolio’s contractual sub-advisory fees were below the average of the Sub-advised Expense Group and the Sub-advised Expense Universe at the Portfolio’s current size. The Board further noted that the Adviser had waived fees and/or reimbursed expenses during the past year.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

With respect to the Western Asset U.S. Government Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

MSF-29

Metropolitan Series Fund

Western Asset Management U.S. Government Portfolio

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-30

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Managed by BlackRock Advisors, LLC

Portfolio Manager Commentary*

PERFORMANCE

BlackRock Advisors, LLC (“BlackRock”), the Portfolio’s subadviser prior to February 3, 2014, prepared this commentary, which addresses the Portfolio’s performance for the one year period ended December 31, 2013. On February 3, 2014, Wellington Management Company, LLP (“Wellington”) succeeded BlackRock as the subadviser to the Portfolio and the name of the Portfolio was changed from the BlackRock Diversified Portfolio to the WMC Balanced Portfolio. This commentary and performance does not reflect the management of Wellington.

For the one year period ended December 31, 2013, the Class A, B, and E shares of the BlackRock Diversified Portfolio returned 20.59%, 20.28%, and 20.39%, respectively. The Portfolio’s benchmarks, the Russell 1000 Index¹ and the Barclays U.S. Aggregate Bond Index², returned 33.11% and -2.02%, respectively. A blend of the Russell 1000 Index (60%) and the Barclays U.S. Aggregate Bond Index (40%) returned 17.95%.

MARKET ENVIRONMENT / CONDITIONS

Most broad-based indices were up more than 30% in 2013 and for the most part unscathed by ongoing political and economic uncertainty. Furthermore, accommodative monetary policy and the avoidance of major risks made 2013 a strong year for U.S. stocks. The Russell 1000 Index ended the year up by more than 30%.

U.S. stocks had an impressive start to the year, strongly outpacing most other developed markets and emerging market equities. The U.S. stock rally continued to gather momentum as investors latched onto the latest favorable data on the economy and corporate earnings.

While monetary policy was the main driving force behind the rally in risk assets, it was also the main culprit for the bouts of volatility during the year. The first quarter of 2013 was characterized by Japan’s flooding of the global financial markets with liquidity, which served to buoy all assets, including the very expensive risk-free rates in the beginning of the year. In May, comments from the Federal Reserve (the “Fed”) suggesting a possible reduction of its bond-buying program before the end of 2013 roiled markets around the world. Equities plummeted and a dramatic increase in U.S. Treasury yields resulted in tumbling bond prices. Risk assets rebounded in late June, however, when the Fed’s tone turned more dovish, and improving economic indicators and better corporate earnings helped extend gains through most of the summer.

The Fed defied market expectations with its decision to delay tapering in the fall. Easing of earlier political tensions boosted investor sentiment, but higher volatility returned in late September when the U.S. Treasury Department warned that the national debt would soon breach its statutory maximum. The ensuing political brinksmanship led to a partial government shut-down, roiling global financial markets through the first half of October. The rally quickly resumed when politicians engineered a compromise to reopen the government and extend the debt ceiling, at least temporarily. During the last quarter of the year, U.S. Treasury rates generally rose across the yield curve. In December, the 5- to 10- year part of the yield curve significantly underperformed 30-year rates. About half of the rise in rates occurred in the first half of the month, consistent with stronger economic data releases in the U.S., and anticipation that the Fed may start to taper its bond-buying program sooner rather than later.

PORTFOLIO REVIEW / CURRENT POSITIONING

The equity sleeve within the Portfolio outperformed the Russell 1000 Index during the 12-month period ended December 31, 2013. An intentional underweight in expensive, defensive segments contributed meaningfully to performance relative to the benchmark index. An analysis of real estate investment trusts (“REITs”) and the Consumer Staples, Utilities, and Telecommunication Services sectors in early 2013 suggested that relative valuations in these sectors represented a premium to the rest of the market that was nearly as high as any seen in the last 35 years. This confirmed our view and during the year, we widened already existing underweights and remained mostly underweight throughout the year.

Elsewhere in the strategy, stock selection proved beneficial in the Industrials, Information Technology (“IT”), Materials, and Consumer Discretionary sectors. Within Industrials, United Continental (“UAL”) performed well as industry pricing data points remained positive and the Department of Justice approved the merger of American Airlines and U.S. Airways, which will likely lead to further consolidation of the U.S. airline industry. UAL also held an “investor day” during which it outlined aggressive cost-saving initiatives and a strong outlook for earnings growth. Within Materials, positions in the Containers & Packaging industry and an underweight in the Metals & Mining industry drove returns.

In the IT sector, positions in MasterCard, Inc., and Google, Inc. were strong performers. Shares of MasterCard gained 70% as the company continued to enjoy strong growth amid the secular shift from cash to credit card/debit card payments, both domestically and in emerging markets. A favorable court ruling on debit card processing fees also provided a boost for MasterCard shares, as it is likely to lead to market share gains in debit transactions. Google’s stock rose more than 17% after the company handily beat top- and bottom-line expectations, and it ended the year up 58%.

Within Consumer Discretionary, Twenty-First Century Fox was a significant contributor as shares soared following the completed spin-off transaction of the News Corp. publishing division, a catalyst we had anticipated would highlight the strong growth and capital allocation characteristics of the company.

Conversely, negative performance in the Health Care, Consumer Discretionary, and IT sectors detracted from relative performance. In Health Care, a lack of exposure to Biotechnology—the

MSF-1

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Managed by BlackRock Advisors, LLC

Portfolio Manager Commentary*—(Continued)

top-performing industry in the sector—had a negative impact on relative returns. Although the strategy added exposure to Biotechnology later in the reporting period, the move proved untimely in the short run, as a couple of these stocks subsequently declined. Positioning in the Pharmaceuticals industry was an additional source of weakness.

Within Consumer Discretionary, stock selection was the greatest detractor, most notably the strategy’s lack of exposure to the Internet & Catalog Retail industry. Furthermore, an overweight in Time Warner Cable hindered relative returns as shares underperformed following the issuance of disappointing 2013 guidance, in which the company forecast an unexpectedly high increase in programming expenses.

Within the Energy sector, volatility in crude oil prices and the narrowing of crack spreads (i.e., the difference between the price of crude oil and prices of the petroleum products derived from it) raised concerns about the sustainability of profit margins for Oil Refiners held by the strategy, including PBF Energy, Inc. and shares of Canadian Oil & Gas Refiner Suncor Energy, Inc., also detracted.

In the IT sector, overweights in Teradata Corp. and EMC Corp. detracted from relative results, as did strategy holdings in the computers & peripherals industry. Shares of data analytics firms Teradata Corp. and EMC Corp. lagged amid ongoing softness in enterprise IT spending. Within Computers & Peripherals, positioning in Apple, Inc. detracted as the stock tumbled amid investors’ increasing concerns about weakening profit margins and the company’s ability to continue to innovate and drive demand for its products.

While valuations in certain segments of the market have become rich, there remain many good companies that are fairly priced with the potential to perform well over the long term. We believe that broad-based multiple expansion is likely behind us, making stock-specific factors a more relevant determinant of price movements going forward.

In our opinion, underlying corporate fundamentals remain constructive looking out over the medium term. This, coupled with an improving economic outlook in Europe and increasing momentum for the U.S. economy, should allow for further equity market appreciation. Against this backdrop at period end, we maintain a bias toward cyclical stocks, while increasing holdings in companies with European exposure. In particular, we expect a resurgence of investment (specifically in durables ranging from housing to enterprise IT infrastructure) to contribute the next leg of economic growth and, thus, favor names poised to benefit from a rebound in U.S. capital expenditures. We also have a strong preference for Financials (ex-REITs), which benefit from capital expenditures through loan growth, housing via falling legacy mortgage expense and rising consumer spending, and improved economic conditions through rising interest rates. The Financials sector remains our largest risk exposure in the Portfolio. For ballast, we continue to like Health Care, which is cheaper than other defensive segments of the market and has superior growth prospects, in our view.

At year-end, the equity sleeve’s largest sector overweights relative to the Russell 1000 Index were in Health Care, Financials, and Information Technology, while Consumer Staples and Utilities were notable underweights.

The fixed income sleeve within the Portfolio maintained a neutral duration bias relative to its benchmark index for most of the period.

Throughout the 12-month period, the fixed income sleeve of the Portfolio was overweight relative to its benchmark index in non-government spread sectors and underweight in government owned/government-related sectors which contributed to performance.

Corporate credit (mainly in the Industrials sector and high yield market) contributed significantly toward performance. Security selection and sector allocation within structured products (commercial mortgage-backed securities [“CMBS”], asset-backed securities [“ABS”], agency and non-agency residential Mortgage-backed securities [“MBS”]) also added to performance. Rounding out the contributors to performance was the strategy’s allocation to non-U.S. securities and currencies, particularly the euro and the Australian dollar.

On the negative side, detractors from the fixed income strategy’s performance included an allocation to Treasury Inflation-Protected Securities (“TIPS”). Security selection in U.S. Treasuries, and an allocation to agency MBS, particularly 30-year pass-through securities, also detracted from performance.

At the end of the period, the Portfolio was overweight relative to the benchmark index in CMBS and ABS, with non-benchmark allocations to high yield bonds, non-agency residential MBS and TIPS. The strategy was underweight in investment grade credit, agency MBS, agency debentures and U.S. Treasuries. The strategy ended the period with a neutral duration versus the benchmark.

MSF-2

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Managed By BlackRock Advisors, LLC

Portfolio Manager Commentary*—(Continued)

The Portfolio held derivatives during the period as a part of its investment strategy. Derivatives are used by the portfolio management team as a means to hedge and/or take outright views on interest rates, credit risk and/or foreign exchange positions in the strategy. Specifically, the strategy used Treasury futures to express a neutral bias for most of the period. In addition, the strategy held a yield-curve-flattening bias in the short end and a steepening bias in the long end of the curve, expressed by a combination of long-dated Treasury securities and short-to-intermediate Treasury futures. The overall impact of duration and yield curve positioning on performance was neutral over the period.

As of December 31, 2013, the Portfolio invested 67.8% of its net assets in equities and 32.2% in bonds.

Peter Stournaras

Rick Rieder

Bob Miller

Philip Green

Portfolio Manager

BlackRock Advisors, LLC

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-3

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

A $10,000 INVESTMENT COMPARED TO THE RUSSELL 1000 INDEX & THE BARCLAYS U.S. AGGREGATE BOND INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year		Since Inception3
WMC Balanced Portfolio
Class A		20.59		12.59		5.94		—
Class B		20.28		12.30		—		5.75
Class E		20.39		12.41		5.78		—
Russell 1000 Index		33.11		18.59		7.78		—
Barclays U.S. Aggregate Bond Index		-2.02		4.44		4.55		—

¹ The Russell 1000 Index is an unmanaged measure of the 1,000 largest companies in the Russell 3000 Index, which represents approximately 90% of the investable U.S. equity market.

² Barclays U.S. Aggregate Bond Index is a broad based benchmark that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, mortgage-backed securities, asset-backed securities, and commercial mortgage-backed securities.

³ Inception dates of the Class A, Class B, and Class E shares are 7/25/86, 4/26/04, and 5/1/01, respectively.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Equity Holdings

	% of Net Assets
Google, Inc.		2.5
JPMorgan Chase & Co.		2.1
3M Co.		2.1
CVS Caremark Corp.		1.9
Comcast Corp.		1.9

Top Fixed Income Issuers

	% of Net Assets
U.S. Treasury Notes		4.6
Fannie Mae 30 Yr. Pool		4.2
Freddie Mac 30 Yr. Gold Pool		2.2
Ginnie Mae II 30 Yr. Pool		2.0
U.S. Treasury Bonds		1.9

Top Equity Sectors

	% of Market Value of Total Investments
Financials		13.1
Information Technology		13.0
Health Care		11.4
Consumer Discretionary		7.4
Industrials		7.4

Top Fixed Income Sectors

	% of Market Value of Total Investments
U.S. Treasury & Government Agencies		18.1
Corporate Bonds & Notes		7.8
Asset-Backed Securities		6.3
Mortgage-Backed Securities		4.4
Foreign Government		0.4

MSF-4

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A	Actual		0.51	%	$	1,000.00	$	1,128.20	$	2.74
	Hypothetical*		0.51	%	$	1,000.00	$	1,022.64	$	2.60
Class B	Actual		0.76	%	$	1,000.00	$	1,126.50	$	4.07
	Hypothetical*		0.76	%	$	1,000.00	$	1,021.37	$	3.87
Class E	Actual		0.66	%	$	1,000.00	$	1,126.70	$	3.54
	Hypothetical*		0.66	%	$	1,000.00	$	1,021.88	$	3.36

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

MSF-5

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

Common Stocks—67.0% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—1.5%
Boeing Co. (The)		83,500	$	11,396,915
Raytheon Co.		72,875		6,609,762
Rockwell Collins, Inc. (a)		35,900		2,653,728
				20,660,405
Airlines—1.3%
United Continental Holdings, Inc. (a) (b)		465,675		17,616,485
Auto Components—1.4%
BorgWarner, Inc.		101,780		5,690,520
TRW Automotive Holdings Corp. (b)		185,774		13,819,728
				19,510,248
Biotechnology—1.8%
Amgen, Inc.		77,600		8,858,816
Biogen Idec, Inc. (b)		20,900		5,846,775
Celgene Corp. (b)		39,300		6,640,128
Gilead Sciences, Inc. (b)		38,400		2,885,760
				24,231,479
Capital Markets—1.0%
Goldman Sachs Group, Inc. (The)		75,352		13,356,896
Chemicals—0.7%
Cabot Corp. (a)		65,426		3,362,896
Dow Chemical Co. (The)		111,400		4,946,160
PPG Industries, Inc.		9,875		1,872,893
				10,181,949
Commercial Banks—2.5%
SunTrust Banks, Inc.		298,600		10,991,466
U.S. Bancorp		572,975		23,148,190
				34,139,656
Commercial Services & Supplies—0.4%
Tyco International, Ltd.		147,575		6,056,478
Communications Equipment—1.4%
Brocade Communications Systems, Inc. (b)		401,800		3,563,966
Cisco Systems, Inc.		681,800		15,306,410
				18,870,376
Computers & Peripherals—3.4%
Apple, Inc.		31,050		17,422,466
EMC Corp.		581,100		14,614,665
NetApp, Inc.		148,003		6,088,843
Western Digital Corp.		96,100		8,062,790
				46,188,764
Construction & Engineering—0.3%
KBR, Inc. (a)		146,670		4,677,306
Consumer Finance—1.6%
Discover Financial Services		388,075		21,712,796
Containers & Packaging—0.7%
Packaging Corp. of America		157,445		9,963,120
Diversified Financial Services—5.7%
Bank of America Corp.		1,555,549		24,219,898
Citigroup, Inc.		458,173		23,875,395
JPMorgan Chase & Co.		496,283		29,022,630
				77,117,923
Electronic Equipment, Instruments & Components—0.8%
Avnet, Inc.		132,500		5,844,575
TE Connectivity, Ltd.		94,300		5,196,873
				11,041,448
Energy Equipment & Services—2.4%
Halliburton Co.		182,000		9,236,500
Oceaneering International, Inc.		76,900		6,065,872
Schlumberger, Ltd.		186,600		16,814,526
				32,116,898
Food & Staples Retailing—2.1%
CVS Caremark Corp.		367,775		26,321,657
Wal-Mart Stores, Inc.		22,400		1,762,656
				28,084,313
Health Care Equipment & Supplies—1.4%
Abbott Laboratories		193,575		7,419,730
Medtronic, Inc.		207,900		11,931,381
				19,351,111
Health Care Providers & Services—3.3%
Aetna, Inc.		163,500		11,214,465
Envision Healthcare Holdings, Inc. (b)		19,700		699,744
McKesson Corp.		93,400		15,074,760
UnitedHealth Group, Inc.		113,000		8,508,900
Universal Health Services, Inc. - Class B		113,177		9,196,763
				44,694,632
Industrial Conglomerates—2.4%
3M Co.		202,200		28,358,550
General Electric Co.		153,250		4,295,597
				32,654,147
Insurance—3.2%
Allied World Assurance Co. Holdings AG (a)		9,500		1,071,695
American Financial Group, Inc.		44,775		2,584,413
American International Group, Inc.		442,200		22,574,310
Genworth Financial, Inc. - Class A (b)		261,500		4,061,095
Travelers Cos., Inc. (The)		145,050		13,132,827
				43,424,340
Internet Software & Services—3.2%
AOL, Inc. (a) (b)		102,800		4,792,536
Google, Inc. - Class A (b)		30,360		34,024,756

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Internet Software & Services—(Continued)
Yahoo!, Inc. (b)		107,300	$	4,339,212
				43,156,504
IT Services—2.2%
Alliance Data Systems Corp. (a) (b)		6,500		1,709,045
MasterCard, Inc. - Class A		28,150		23,518,199
Teradata Corp. (b)		111,200		5,058,488
				30,285,732
Life Sciences Tools & Services—0.9%
Agilent Technologies, Inc.		223,800		12,799,122
Machinery—1.7%
Cummins, Inc.		12,750		1,797,367
Ingersoll-Rand plc		153,400		9,449,440
Parker Hannifin Corp.		57,845		7,441,181
WABCO Holdings, Inc. (b)		55,000		5,137,550
				23,825,538
Media—2.8%
Comcast Corp. - Class A		493,400		25,639,531
Twenty-First Century Fox, Inc. - Class A		345,717		12,162,324
				37,801,855
Multiline Retail—0.8%
Dillard’s, Inc. - Class A		47,100		4,578,591
Macy’s, Inc.		103,400		5,521,560
Nordstrom, Inc. (a)		11,525		712,245
				10,812,396
Oil, Gas & Consumable Fuels—4.3%
Chevron Corp.		49,935		6,237,381
Exxon Mobil Corp.		88,775		8,984,030
Marathon Petroleum Corp.		174,420		15,999,547
PBF Energy, Inc. - Class A (a)		183,075		5,759,539
Suncor Energy, Inc.		466,040		16,334,702
Tesoro Corp.		85,290		4,989,465
				58,304,664
Paper & Forest Products—1.0%
Domtar Corp.		73,200		6,905,688
International Paper Co.		127,725		6,262,357
				13,168,045
Pharmaceuticals—4.7%
AbbVie, Inc.		189,075		9,985,051
Eli Lilly & Co.		132,675		6,766,425
Johnson & Johnson		33,750		3,091,162
Merck & Co., Inc.		415,175		20,779,509
Pfizer, Inc.		771,925		23,644,063
				64,266,210
Semiconductors & Semiconductor Equipment—0.8%
Applied Materials, Inc.		587,150		10,386,683
Software—2.2%
Activision Blizzard, Inc.		150,400		2,681,632
Microsoft Corp.		140,275		5,250,493
Oracle Corp.		451,500		17,274,390
Symantec Corp.		177,600		4,187,808
				29,394,323
Specialty Retail—2.9%
Lowe’s Cos., Inc.		462,200		22,902,010
Ross Stores, Inc.		225,900		16,926,687
				39,828,697
Trading Companies & Distributors—0.2%
MRC Global, Inc. (b)		70,400		2,271,104
Total Common Stocks (Cost $674,927,710)				911,951,643
U.S. Treasury & Government Agencies—19.3%
Agency Sponsored Mortgage-Backed—12.1%
Fannie Mae 15 Yr. Pool 2.500%, 09/01/27		6,470,940		6,411,666
3.000%, TBA (c)		3,500,000		3,571,777
3.500%, 07/01/28		527,304		552,854
3.500%, TBA (c)		2,000,000		2,091,484
4.000%, 02/01/25		1,232,948		1,307,391
4.000%, 09/01/25		220,152		233,353
4.000%, 10/01/25		637,468		675,905
4.000%, 01/01/26		181,839		192,806
4.000%, 04/01/26		104,713		111,614
4.000%, 07/01/26		513,012		543,919
4.000%, 08/01/26		245,808		260,633
4.500%, 02/01/25		239,778		255,234
4.500%, 04/01/25		31,895		33,954
4.500%, 07/01/25		170,606		181,638
4.500%, 06/01/26		3,530,613		3,757,575
4.500%, TBA (c)		1,900,000		2,021,644
Fannie Mae 30 Yr. Pool
3.000%, 02/01/43		1,254,089		1,192,257
3.000%, 03/01/43		3,557,917		3,381,998
3.000%, 04/01/43		2,793,886		2,656,120
3.000%, 05/01/43		3,503,419		3,330,774
3.000%, 06/01/43		470,569		447,475
3.000%, 08/01/43		1,395,000		1,323,242
3.500%, 06/01/42		86,865		86,460
3.500%, 03/01/43		99,218		98,694
3.500%, 04/01/43		1,151,030		1,143,978
3.500%, 05/01/43		195,663		194,632
3.500%, 06/01/43		697,831		694,558
3.500%, 07/01/43		1,103,520		1,098,075
3.500%, 08/01/43		4,740,566		4,717,486

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—(Continued)

Security Description	Principal Amount*		Value
Agency Sponsored Mortgage-Backed—(Continued)
Fannie Mae 30 Yr. Pool
4.000%, 05/01/42		93,417	$	96,602
4.000%, 02/01/43		369,346		381,383
4.000%, 08/01/43		558,135		575,805
4.000%, 09/01/43		146,355		150,976
4.000%, 10/01/43		1,330,137		1,370,241
4.000%, 11/01/43		1,107,000		1,140,313
4.000%, 12/01/43		2,310,350		2,382,058
4.000%, 01/01/44		2,600,000		2,682,211
4.000%, TBA (c)		4,000,000		4,117,500
4.500%, 09/01/41		173,079		183,468
4.500%, 06/01/42		1,664,461		1,768,075
4.500%, 08/01/42		254,020		269,500
4.500%, 08/01/43		99,651		105,692
4.500%, 09/01/43		4,210,266		4,466,980
4.500%, 10/01/43		589,673		625,717
4.500%, 12/01/43		500,000		530,461
5.000%, 04/01/33		12,045		13,130
5.000%, 07/01/33		33,395		36,350
5.000%, 09/01/33		520,844		567,428
5.000%, 11/01/33		125,276		136,475
5.000%, 12/01/33		51,467		56,063
5.000%, 02/01/34		22,450		24,451
5.000%, 03/01/34		10,790		11,736
5.000%, 04/01/34		10,798		11,748
5.000%, 06/01/34		9,585		10,430
5.000%, 07/01/34		1,107,719		1,203,604
5.000%, 10/01/34		418,624		456,088
5.000%, 12/01/34		19,090		20,774
5.000%, 07/01/35		1,248,096		1,359,008
5.000%, 10/01/35		739,281		805,202
5.000%, 12/01/35		234,167		254,413
5.000%, 08/01/36		226,176		245,664
5.000%, 07/01/37		108,535		118,215
5.000%, 11/01/40		1,810,786		1,971,070
5.000%, 07/01/41		162,863		177,717
5.000%, 08/01/41		117,680		128,473
5.500%, 08/01/28		33,567		36,873
5.500%, 04/01/33		132,655		146,093
5.500%, 08/01/37		846,590		931,759
5.500%, 04/01/41		80,566		89,170
5.500%, 06/01/41		770,573		839,828
6.000%, 03/01/28		12,510		13,985
6.000%, 05/01/28		16,944		18,779
6.000%, 06/01/28		2,619		2,904
6.000%, 02/01/34		527,026		591,355
6.000%, 08/01/34		292,538		328,362
6.000%, 04/01/35		2,383,713		2,674,773
6.000%, 02/01/38		219,638		243,753
6.000%, 03/01/38		87,943		97,839
6.000%, 05/01/38		257,975		286,556
6.000%, 10/01/38		77,316		85,531
6.000%, 12/01/38		99,290		110,378
6.500%, 05/01/40		2,104,967		2,338,544
Agency Sponsored Mortgage-Backed—(Continued)
Fannie Mae ARM Pool
3.011%, 03/01/41 (d)		220,979		233,199
3.131%, 03/01/41 (d)		277,962		291,789
3.222%, 12/01/40 (d)		456,571		478,163
3.355%, 06/01/41 (d)		561,309		588,117
3.496%, 09/01/41 (d)		412,293		433,178
Fannie Mae REMICS
4.000%, 08/25/19		697,168		731,770
Fannie Mae-ACES
2.396%, 01/25/22 (d) (e)		1,799,565		230,607
3.329%, 10/25/23 (d)		505,000		493,389
Freddie Mac 15 Yr. Gold Pool
3.000%, TBA (c)		1,300,000		1,324,070
Freddie Mac 30 Yr. Gold Pool
2.500%, TBA (c)		2,300,000		2,278,707
3.000%, 03/01/43		579,708		549,888
3.000%, 04/01/43		3,107,888		2,948,020
3.500%, 04/01/42		398,418		396,285
3.500%, 08/01/42		324,001		322,348
3.500%, 09/01/42		182,562		181,445
3.500%, 11/01/42		367,221		364,867
3.500%, TBA (c)		8,800,000		8,731,250
4.000%, TBA (c)		4,400,000		4,504,844
4.500%, 09/01/43		383,793		407,163
4.500%, 11/01/43		799,057		847,644
4.500%, TBA (c)		3,300,000		3,480,340
5.000%, TBA (c)		3,500,000		3,774,531
5.500%, 07/01/33		387,389		426,565
5.500%, TBA (c)		200,000		218,313
Freddie Mac ARM Non-Gold Pool
3.029%, 02/01/41 (d)		428,309		452,549
Freddie Mac Multifamily Mortgage Trust
3.625%, 07/25/46 (144A) (d)		707,000		636,190
Freddie Mac Multifamily Structured Pass-Through Certificates
1.512%, 06/25/22 (d) (e)		1,963,961		192,777
1.557%, 12/25/18 (d) (e)		3,245,391		213,865
1.743%, 03/25/22 (d) (e)		1,515,615		164,347
1.783%, 05/25/19 (d) (e)		2,533,662		203,909
2.637%, 01/25/23		1,525,000		1,432,175
3.060%, 07/25/23 (d)		70,000		67,416
3.300%, 04/25/23 (d)		1,055,000		1,038,862
3.458%, 08/25/23 (d)		455,000		452,147
Ginnie Mae (CMO)
1.015%, 02/16/53 (d) (e)		3,363,409		247,022
Ginnie Mae I 15 Yr. Pool
7.500%, 12/15/14		16,500		16,722
Ginnie Mae I 30 Yr. Pool
3.500%, 02/15/42		99,176		100,304
3.500%, 05/15/42		99,052		100,179
3.500%, 08/15/42		183,406		185,311
3.500%, 11/15/42		99,162		100,271
3.500%, 12/15/42		295,053		298,352
3.500%, 01/15/43		99,134		100,242
3.500%, 02/15/43		196,776		198,981
3.500%, 04/15/43		198,347		200,577
3.500%, 05/15/43		580,565		587,105

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

U.S. Treasury & Government Agencies—(Continued)

Security Description	Principal Amount*		Value
Agency Sponsored Mortgage-Backed—(Continued)
Ginnie Mae I 30 Yr. Pool
3.500%, 06/15/43		99,204	$	100,325
3.500%, 07/15/43		494,687		500,279
4.000%, 09/15/42		2,336,746		2,436,113
4.500%, 02/15/42		4,376,824		4,699,416
4.500%, TBA (c)		2,100,000		2,240,602
5.000%, 12/15/38		153,188		166,580
5.000%, 07/15/39		305,049		331,009
5.000%, 12/15/40		450,635		489,571
5.000%, TBA (c)		3,500,000		3,793,535
5.500%, TBA (c)		1,500,000		1,647,422
9.000%, 11/15/19		6,666		6,698
Ginnie Mae II 30 Yr. Pool
3.000%, TBA (c)		4,600,000		4,444,391
3.500%, TBA (c)		7,700,000		7,767,676
4.000%, 11/20/43		8,583,092		8,945,190
4.500%, 05/20/41		4,485,689		4,815,100
4.500%, 06/20/41		431,924		463,644
4.500%, 07/20/41		259,652		278,720
5.000%, 10/20/39		174,701		191,313
				164,404,078
Federal Agencies—0.2%
Farmer Mac Guaranteed Notes Trust
5.125%, 04/19/17 (144A)		400,000		452,290
Federal Home Loan Bank
5.500%, 07/15/36		360,000		416,461
Federal National Mortgage Association
5.125%, 01/02/14		1,205,000		1,205,152
Tennessee Valley Authority
5.980%, 04/01/36		430,000		502,692
				2,576,595
U.S. Treasury—7.0%
U.S. Treasury Bonds
2.750%, 08/15/42		1,115,000		883,463
2.750%, 11/15/42		55,000		43,484
3.750%, 11/15/43		25,345,000		24,497,514
U.S. Treasury Inflation Indexed Bonds
0.750%, 02/15/42		1,715,876		1,379,403
U.S. Treasury Inflation Indexed Notes
0.125%, 01/15/23		1,001,771		946,126
0.375%, 07/15/23 (f)		5,921,476		5,710,985
U.S. Treasury Notes
0.250%, 11/30/15 (g)		6,095,000		6,082,859
0.500%, 12/15/16 (g)		17,965,000		17,892,026
1.000%, 11/30/19		6,763,000		6,354,576
1.250%, 11/30/18 (g)		12,275,500		12,012,731
1.500%, 12/31/18		3,780,000		3,737,475
1.625%, 11/15/22		1,057,100		954,198
2.000%, 11/30/20		5,435,000		5,290,635
2.750%, 11/15/23 (g)		9,850,000		9,636,068
				95,421,543
Total U.S. Treasury & Government Agencies (Cost $266,614,548)				262,402,216

Corporate Bonds & Notes—8.3%
Security Description	Principal Amount*		Value
Agriculture—0.1%
Altria Group, Inc.
4.000%, 01/31/24		286,000	$	279,540
Philip Morris International, Inc.
1.875%, 01/15/19		658,000		643,033
4.875%, 11/15/43		214,000		211,995
				1,134,568
Airlines—0.1%
United Continental Holdings, Inc.
6.000%, 07/15/28		245,000		206,412
8.000%, 07/15/24		745,000		747,235
				953,647
Auto Manufacturers—0.0%
General Motors Co.
4.875%, 10/02/23 (144A)		280,000		283,500
6.250%, 10/02/43 (144A)		170,000		176,588
				460,088
Banks—1.4%
ABN Amro Bank NV
6.375%, 04/27/21 (EUR)		115,000		182,804
Bank of America Corp.
2.600%, 01/15/19		554,000		556,445
3.300%, 01/11/23		1,960,000		1,854,683
3.700%, 09/01/15		1,385,000		1,447,756
4.100%, 07/24/23		1,673,000		1,680,099
Bank of New York Mellon Corp. (The)
2.100%, 01/15/19		865,000		857,388
Caixa Economica Federal
2.375%, 11/06/17 (144A)		580,000		538,675
Citigroup, Inc.
3.375%, 03/01/23		480,000		456,247
4.450%, 01/10/17		280,000		303,464
Commerzbank AG
6.375%, 03/22/19 (EUR) (a)		300,000		456,517
Cooperatieve Centrale Raiffeisen-Boerenleenbank BA
5.750%, 12/01/43		277,000		293,644
Goldman Sachs Group, Inc. (The)
1.838%, 11/29/23 (d)		900,000		913,927
3.625%, 02/07/16		345,000		362,071
3.625%, 01/22/23 (a)		575,000		556,803
5.750%, 01/24/22		452,000		508,811
HSBC Bank Brasil S.A. - Banco Multiplo
4.000%, 05/11/16 (144A)		1,900,000		1,930,875
JPMorgan Chase & Co.
3.200%, 01/25/23		190,000		180,125
3.250%, 09/23/22		407,000		390,037
4.750%, 03/01/15		695,000		727,124
LBI HF
6.100%, 08/25/11 (144A) (h) (i)		320,000		28,800
Morgan Stanley
3.450%, 11/02/15		1,135,000		1,181,428
3.800%, 04/29/16		345,000		364,951
5.000%, 11/24/25		955,000		957,855

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Banks—(Continued)
State Street Capital Trust IV
1.243%, 06/01/77 (d)		90,000	$	67,995
US Bancorp
1.950%, 11/15/18		836,000		831,516
Wells Fargo & Co.
1.500%, 07/01/15		345,000		349,851
2.150%, 01/15/19		315,000		314,013
5.375%, 11/02/43		285,000		291,842
				18,585,746
Beverages—0.0%
PepsiCo, Inc.
3.600%, 08/13/42		445,000		366,283
Biotechnology—0.2%
Amgen, Inc.
5.150%, 11/15/41		260,000		259,034
5.650%, 06/15/42		465,000		492,452
Life Technologies Corp.
6.000%, 03/01/20		1,125,000		1,292,649
				2,044,135
Chemicals—0.2%
LYB International Finance BV
5.250%, 07/15/43		6,000		6,031
LyondellBasell Industries NV
5.000%, 04/15/19		2,188,000		2,430,039
				2,436,070
Coal—0.0%
CONSOL Energy, Inc.
8.250%, 04/01/20		93,000		100,673
Peabody Energy Corp.
6.000%, 11/15/18		82,000		87,330
6.250%, 11/15/21 (a)		483,000		487,830
				675,833
Commercial Services—0.1%
United Rentals North America, Inc.
7.625%, 04/15/22		1,098,000		1,220,152
Computers—0.0%
International Business Machines Corp.
3.375%, 08/01/23		600,000		584,582
Diversified Financial Services—0.3%
Discover Financial Services
3.850%, 11/21/22		800,000		758,536
Ford Motor Credit Co. LLC
4.375%, 08/06/23		233,000		234,249
5.000%, 05/15/18		1,438,000		1,601,801
Lehman Brothers Holdings Capital Trust VII
5.857%, 01/31/14 (h)		325,000		32
Lehman Brothers Holdings, Inc.
6.500%, 07/19/17 (h)		1,770,000		177
6.750%, 12/28/17 (h)		2,505,000		250
Diversified Financial Services—(Continued)
Novus USA Trust
1.538%, 02/28/14 (144A) (d)		960,000		961,197
				3,556,242
Electric—0.5%
Cleveland Electric Illuminating Co. (The)
5.950%, 12/15/36		328,000		333,982
8.875%, 11/15/18		181,000		228,937
Dominion Gas Holdings LLC
4.800%, 11/01/43 (144A)		57,000		55,110
Dominion Resources, Inc.
1.950%, 08/15/16		880,000		894,561
Duke Energy Carolinas LLC
4.250%, 12/15/41		515,000		479,527
Energy Future Intermediate Holding Co. LLC / EFIH Finance, Inc.
10.000%, 12/01/20		2,590,000		2,751,875
Georgia Power Co.
3.000%, 04/15/16		1,095,000		1,141,409
Jersey Central Power & Light Co.
7.350%, 02/01/19		330,000		389,699
MidAmerican Energy Holdings Co.
6.500%, 09/15/37		725,000		842,117
				7,117,217
Electronics—0.1%
Thermo Fisher Scientific, Inc. 2.400%, 02/01/19		764,000		756,888
5.300%, 02/01/44		58,000		58,648
				815,536
Engineering & Construction—0.0%
Odebrecht Offshore Drilling Finance, Ltd. 6.750%, 10/01/22 (144A)		369,225		377,902
Entertainment—0.0%
GLP Capital L.P. / GLP Financing II, Inc. 4.375%, 11/01/18 (144A)		31,000		31,698
4.875%, 11/01/20 (144A)		50,000		50,000
				81,698
Food—0.1%
WM Wrigley Jr. Co. 2.900%, 10/21/19 (144A)		700,000		694,213
Forest Products & Paper—0.1%
International Paper Co. 4.750%, 02/15/22		1,794,000		1,880,867
Healthcare - Products—0.1%
Boston Scientific Corp. 2.650%, 10/01/18		966,000		972,572
Edwards Lifesciences Corp. 2.875%, 10/15/18		738,000		733,693
				1,706,265

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Healthcare - Services—0.2%
Coventry Health Care, Inc. 5.450%, 06/15/21		569,000	$	633,084
HCA, Inc. 7.250%, 09/15/20		520,000		566,800
Tenet Healthcare Corp. 6.250%, 11/01/18		690,000		764,175
UnitedHealth Group, Inc. 3.375%, 11/15/21		230,000		227,162
WellPoint, Inc. 1.875%, 01/15/18		650,000		642,727
2.300%, 07/15/18		492,000		488,095
				3,322,043
Household Products/Wares—0.1%
Reynolds Group Issuer, Inc. / Reynolds Group Issuer LLC / Reynolds Group Issuer Lu 6.875%, 02/15/21		625,000		673,437
7.875%, 08/15/19		715,000		790,075
				1,463,512
Insurance—0.6%
American International Group, Inc. 3.375%, 08/15/20		820,000		824,769
3.800%, 03/22/17		1,170,000		1,249,442
4.125%, 02/15/24		471,000		468,270
5.450%, 05/18/17		505,000		564,449
8.175%, 05/15/68 (d)		360,000		435,600
Manulife Financial Corp. 3.400%, 09/17/15		960,000		999,292
Muenchener Rueckversicherungs AG 6.000%, 05/26/41 (EUR) (d)		100,000		159,117
Prudential Financial, Inc. 4.750%, 09/17/15		877,000		934,568
5.375%, 06/21/20		770,000		870,187
5.875%, 09/15/42 (a) (d)		346,000		351,622
XL Group plc 6.500%, 04/15/17 (d)		1,005,000		988,669
XLIT, Ltd. 2.300%, 12/15/18		219,000		215,099
5.250%, 12/15/43		100,000		100,670
				8,161,754
Leisure Time—0.0%
Carnival Corp. 3.950%, 10/15/20		128,000		128,099
Lodging—0.1%
Paris Las Vegas Holding LLC 8.000%, 10/01/20 (144A) (a)		536,000		557,440
11.000%, 10/01/21 (144A) (a)		596,000		610,900
				1,168,340
Media—0.9%
CBS Corp. 4.625%, 05/15/18		205,000		222,236
5.750%, 04/15/20		160,000		179,604
8.875%, 05/15/19		350,000		447,485
Comcast Corp. 4.650%, 07/15/42		642,000		597,448
5.875%, 02/15/18		195,000		223,664
COX Communications, Inc. 4.700%, 12/15/42 (144A)		32,000		26,874
8.375%, 03/01/39 (144A)		1,510,000		1,831,289
DIRECTV Holdings LLC / DIRECTV Financing Co., Inc. 3.800%, 03/15/22		265,000		254,569
5.000%, 03/01/21		610,000		640,810
5.150%, 03/15/42		525,000		471,504
NBCUniversal Enterprise, Inc. 5.250%, 12/19/49 (144A)		500,000		495,000
NBCUniversal Media LLC 4.375%, 04/01/21		1,020,000		1,079,590
4.450%, 01/15/43		431,000		386,100
5.150%, 04/30/20		886,000		990,323
TCI Communications, Inc. 7.875%, 02/15/26		1,079,000		1,397,824
Time Warner Cable, Inc. 8.250%, 04/01/19		1,683,000		1,971,643
8.750%, 02/14/19		697,000		831,411
				12,047,374
Mining—0.2%
BHP Billiton Finance USA, Ltd. 3.850%, 09/30/23		639,000		641,772
5.000%, 09/30/43		251,000		255,202
Novelis, Inc.
8.750%, 12/15/20		1,095,000		1,218,187
				2,115,161
Oil & Gas—1.2%
Apache Corp.
4.250%, 01/15/44		285,000		256,234
4.750%, 04/15/43		165,000		160,041
BP Capital Markets plc
2.750%, 05/10/23		645,000		588,947
Laredo Petroleum, Inc.
7.375%, 05/01/22		440,000		477,400
Linn Energy LLC / Linn Energy Finance Corp.
7.000%, 11/01/19 (144A)		532,000		537,320
MEG Energy Corp.
6.500%, 03/15/21 (144A)		1,495,000		1,573,487
Murphy Oil Corp.
2.500%, 12/01/17		708,000		712,305
3.700%, 12/01/22		373,000		344,654
Nexen, Inc.
5.875%, 03/10/35		30,000		32,039

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Oil & Gas—(Continued)
Noble Energy, Inc.
4.150%, 12/15/21		350,000	$	359,887
5.250%, 11/15/43		465,000		464,620
6.000%, 03/01/41		400,000		427,710
8.250%, 03/01/19		340,000		422,602
Noble Holding International, Ltd.
5.250%, 03/15/42		155,000		148,720
Petrobras International Finance Co.
3.875%, 01/27/16		1,835,000		1,889,063
Range Resources Corp.
5.750%, 06/01/21		20,000		21,200
Shell International Finance BV
2.000%, 11/15/18		763,000		763,481
4.550%, 08/12/43		659,000		642,751
Statoil ASA
2.900%, 11/08/20		870,000		864,308
Total Capital International S.A.
3.700%, 01/15/24		665,000		657,535
Transocean, Inc.
2.500%, 10/15/17		1,130,000		1,141,971
5.050%, 12/15/16		800,000		883,737
6.000%, 03/15/18		1,734,000		1,944,587
6.500%, 11/15/20		490,000		559,551
6.800%, 03/15/38		285,000		317,209
				16,191,359
Oil & Gas Services—0.0%
Schlumberger Investment S.A.
3.650%, 12/01/23		280,000		277,562
Packaging & Containers—0.0%
Rock Tenn Co.
4.000%, 03/01/23		214,000		204,389
Pharmaceuticals—0.1%
AbbVie, Inc.
4.400%, 11/06/42		520,000		484,991
Actavis, Inc.
4.625%, 10/01/42		520,000		473,096
Bristol-Myers Squibb Co.
4.500%, 03/01/44		570,000		545,969
Teva Pharmaceutical Finance Co. B.V.
3.650%, 11/10/21		290,000		284,438
				1,788,494
Pipelines—0.4%
Energy Transfer Partners L.P.
4.150%, 10/01/20		1,200,000		1,217,497
Enterprise Products Operating LLC
4.450%, 02/15/43		335,000		295,911
Kinder Morgan Energy Partners L.P.
4.150%, 02/01/24		1,045,000		1,011,007
TransCanada PipeLines, Ltd.
3.750%, 10/16/23		340,000		331,384
Pipelines—(Continued)
Western Gas Partners L.P.
4.000%, 07/01/22		385,000		367,452
5.375%, 06/01/21		668,000		715,628
Williams Cos., Inc. (The)
3.700%, 01/15/23		1,090,000		951,361
7.875%, 09/01/21		256,000		295,196
				5,185,436
Real Estate—0.1%
Realogy Group LLC
7.875%, 02/15/19 (144A)		847,000		929,583
Real Estate Investment Trusts—0.0%
Ventas Realty L.P. / Ventas Capital Corp.
2.700%, 04/01/20		177,000		169,248
Retail—0.1%
CVS Caremark Corp.
5.300%, 12/05/43		106,000		109,621
QVC, Inc.
7.500%, 10/01/19 (144A)		590,000		635,930
Wal-Mart Stores, Inc.
4.000%, 04/11/43		395,000		351,543
				1,097,094
Software—0.0%
First Data Corp.
7.375%, 06/15/19 (144A)		280,000		298,900
Oracle Corp.
3.625%, 07/15/23		38,000		37,695
				336,595
Telecommunications—1.0%
America Movil S.A.B. de C.V.
2.375%, 09/08/16		1,140,000		1,173,254
AT&T, Inc.
2.375%, 11/27/18		440,000		440,378
CC Holdings GS V LLC / Crown Castle GS III Corp.
3.849%, 04/15/23		489,000		457,754
Intelsat Jackson Holdings S.A.
7.250%, 04/01/19		611,000		659,880
Level 3 Financing, Inc.
8.125%, 07/01/19		581,000		636,195
MetroPCS Wireless, Inc.
7.875%, 09/01/18 (a)		42,000		45,098
Sprint Communications, Inc.
9.000%, 11/15/18 (144A)		1,470,000		1,771,350
Sprint Corp.
7.875%, 09/15/23 (144A)		425,000		456,875
T-Mobile USA, Inc.
6.464%, 04/28/19		50,000		53,125
6.633%, 04/28/21		160,000		168,400
6.731%, 04/28/22		150,000		156,375
6.836%, 04/28/23		50,000		51,875

See accompanying notes to financial statements.

MSF-12

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

Corporate Bonds & Notes—(Continued)

Security Description	Principal Amount*		Value
Telecommunications—(Continued)
Verizon Communications, Inc.
3.650%, 09/14/18		1,725,000	$	1,826,023
3.850%, 11/01/42		2,152,000		1,757,762
4.500%, 09/15/20		380,000		406,815
5.150%, 09/15/23		814,000		873,985
6.550%, 09/15/43		2,486,000		2,908,518
				13,843,662
Transportation—0.0%
Burlington Northern Santa Fe LLC
3.000%, 03/15/23		152,000		141,552
Total Corporate Bonds & Notes (Cost $116,781,918)				113,262,301
Asset-Backed Securities—6.8%
Asset-Backed - Automobile—2.1%
AmeriCredit Automobile Receivables Trust
1.310%, 11/08/17		265,000		265,830
1.520%, 01/08/19		185,000		184,353
1.660%, 09/10/18		170,000		170,589
1.690%, 11/08/18		325,000		324,484
1.930%, 08/08/18		415,000		417,897
2.290%, 11/08/19		100,000		100,003
2.420%, 05/08/18		440,000		447,836
2.640%, 10/10/17		430,000		442,186
2.720%, 09/09/19		100,000		101,174
3.310%, 10/08/19		245,000		248,436
3.440%, 10/08/17		565,000		584,900
AUTO ABS SRL
2.800%, 04/27/25 (EUR)		488,179		676,820
Chesapeake Funding LLC
1.768%, 11/07/23 (144A) (d)		390,000		391,515
2.168%, 11/07/23 (144A) (d)		255,000		255,988
Chrysler Capital Auto Receivables Trust
0.560%, 12/15/16 (144A)		605,000		604,999
0.850%, 05/15/18 (144A)		530,000		529,950
1.270%, 03/15/19 (144A)		365,000		365,005
1.780%, 06/17/19 (144A)		165,000		164,979
2.240%, 09/16/19 (144A)		175,000		174,949
2.890%, 10/15/20 (144A)		170,000		169,945
Credit Acceptance Auto Loan Trust
1.210%, 10/15/20 (144A)		340,000		340,236
1.500%, 04/15/21 (144A)		330,000		329,921
DT Auto Owner Trust
2.260%, 10/16/17 (144A)		117,029		117,111
3.380%, 10/16/17 (144A)		280,000		281,504
4.030%, 02/15/17 (144A)		130,897		131,055
4.940%, 07/16/18 (144A)		565,000		582,805
Hyundai Auto Receivables Trust
2.610%, 05/15/18		360,000		369,535
Prestige Auto Receivables Trust
1.090%, 02/15/18 (144A)		519,746		521,098
1.330%, 05/15/19 (144A)		330,000		329,487
Asset-Backed - Automobile—(Continued)
Santander Drive Auto Receivables Trust
1.190%, 05/15/18		1,090,000		1,085,170
1.210%, 10/16/17 (144A)		1,260,000		1,261,197
1.330%, 05/15/17		510,000		511,450
1.330%, 03/15/18		1,210,000		1,213,023
1.480%, 05/15/17 (144A)		142,324		142,395
1.550%, 10/15/18		1,410,000		1,407,713
1.560%, 08/15/18		730,000		734,949
1.780%, 11/15/18 (144A)		2,360,000		2,353,649
1.890%, 10/15/19 (144A)		775,000		780,022
1.940%, 12/15/16		1,115,000		1,125,257
1.940%, 03/15/18		535,000		539,289
2.160%, 01/15/20		610,000		618,825
2.250%, 06/17/19		665,000		662,726
2.700%, 08/15/18		350,000		359,525
2.720%, 05/16/16		330,000		333,663
2.940%, 12/15/17		520,000		535,161
3.010%, 04/16/18		1,520,000		1,564,249
3.120%, 10/15/19 (144A)		300,000		307,683
3.200%, 02/15/18		1,175,000		1,207,609
3.250%, 01/15/20		510,000		523,936
3.780%, 11/15/17		445,000		460,093
3.780%, 10/15/19 (144A)		195,000		201,024
4.670%, 01/15/20 (144A)		1,085,000		1,114,022
				28,667,220
Asset-Backed - Credit Card—0.3%
CHLUPA Trust
3.326%, 08/15/20 (144A)		885,799		886,906
World Financial Network Credit Card Master Trust
2.150%, 04/17/23		1,570,000		1,527,853
2.230%, 08/15/22		1,270,000		1,258,616
				3,673,375
Asset-Backed - Home Equity—0.0%
Morgan Stanley Home Equity Loan Trust
0.485%, 09/25/35 (d)		279,953		270,178
RASC Trust
6.349%, 03/25/32		82,399		81,342
				351,520
Asset-Backed - Other—2.5%
Battalion CLO, Ltd.
1.689%, 10/22/25 (144A) (d)		615,000		610,809
Benefit Street Partners CLO II, Ltd.
1.472%, 07/15/24 (144A) (d)		320,000		316,374
Carlyle Global Market Strategies, Ltd.
1.632%, 01/20/25 (144A) (d)		1,935,000		1,933,382
Cavalary CLO II
2.244%, 01/17/24 (144A) (d)		990,000		971,743
Cent CLO 19, Ltd.
1.567%, 10/29/25 (144A) (d)		670,000		663,959
Chase Funding Trust
6.333%, 04/25/32		187,494		191,486

See accompanying notes to financial statements.

MSF-13

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

Asset-Backed Securities—(Continued)

Security Description	Principal Amount*		Value
Asset-Backed - Other—(Continued)
Countrywide Asset-Backed Certificates
0.615%, 03/25/47 (144A) (d)		327,352	$	177,002
1.170%, 07/25/34 (d)		146,847		139,252
5.071%, 04/25/35 (d)		546,757		444,974
CT CDO IV, Ltd. 0.477%, 10/20/43 (144A) (d)		542,059		513,954
Finance America Mortgage Loan Trust 1.215%, 09/25/33 (d)		138,177		129,536
Ford Credit Floorplan Master Owner Trust 1.667%, 01/15/16 (d)		345,000		345,145
2.090%, 09/15/16		535,000		538,151
2.267%, 01/15/16 (d)		580,000		580,289
2.860%, 01/15/19		139,000		142,573
3.500%, 01/15/19		265,000		274,835
Fremont Home Loan Trust 1.215%, 12/25/33 (d)		136,050		128,045
GMACM Home Equity Loan Trust 0.405%, 10/25/34 (144A) (d)		224,944		197,995
GreenPoint Mortgage Funding Trust 0.765%, 09/25/34 (d)		454		454
GT Loan Financing I, Ltd. 1.472%, 10/28/24 (144A) (d)		680,000		673,466
HLSS Servicer Advance Receivables Backed Notes 1.183%, 08/15/44 (144A)		995,000		993,806
1.287%, 09/15/44 (144A)		740,000		739,556
1.495%, 05/16/44 (144A)		140,000		139,482
1.495%, 01/16/46 (144A)		1,580,000		1,574,154
1.793%, 05/15/46 (144A)		2,210,000		2,162,264
1.979%, 08/15/46 (144A)		385,000		385,192
1.990%, 10/15/45 (144A)		440,000		442,904
ING Investment Management Co. 1.686%, 01/18/26 (144A) (d)		780,000		780,000
1.774%, 10/15/22 (144A) (d)		435,000		435,038
JG Wentworth XX LLC 5.560%, 07/15/59 (144A)		1,404,896		1,567,350
JG Wentworth XXI LLC 4.070%, 01/15/48 (144A)		343,804		361,459
JG Wentworth XXII LLC 3.820%, 12/15/48 (144A)		448,141		466,085
KKR Financial CLO, Corp. 0.994%, 10/15/17 (144A) (d)		864,813		861,353
KKR Financial CLO, Ltd. 1.394%, 07/15/25 (144A) (d)		565,000		554,060
Knollwood CDO, Ltd. 3.443%, 01/10/39 (144A) (d) (i)		538,940		5
Long Beach Mortgage Loan Trust 1.815%, 02/25/34 (d)		166,235		148,093
Nationstar Mortgage Advance Receivable Trust 1.080%, 06/20/44 (144A)		1,240,000		1,239,213
1.679%, 06/20/46 (144A)		1,765,000		1,762,318
Northwoods Capital Corp. / Northwoods Capital, Ltd. 1.666%, 01/18/24 (144A) (d)		615,000		613,935
2.496%, 01/18/24 (144A) (d)		580,000		580,898
Asset-Backed - Other—(Continued)
Octagon Investment Partners XVI, Ltd. 1.392%, 07/17/25 (144A) (d)		720,000		708,894
OHA Loan Funding, Ltd. 1.680%, 08/23/24 (144A) (d)		695,000		689,055
OZLM Funding IV, Ltd. 1.739%, 07/22/25 (144A) (d)		1,205,000		1,182,922
OZLM Funding, Ltd. 1.716%, 10/30/23 (144A) (d)		1,070,000		1,067,359
PFS Financing Corp. 1.367%, 02/15/16 (144A) (d)		800,000		800,525
Sound Point CLO, Ltd. 1.653%, 01/21/26 (144A) (d)		260,000		260,000
SpringCastle America Funding LLC 3.750%, 04/03/21 (144A)		1,935,717		1,939,355
Structured Asset Securities Corp. Mortgage Loan Trust 0.415%, 11/25/37 (d)		56,728		54,981
Vibrant CLO, Ltd. 1.724%, 07/17/24 (144A) (d)		1,920,000		1,911,166
2.644%, 07/17/24 (144A) (d)		500,000		501,851
				33,896,697
Asset-Backed - Student Loan—1.9%
Nelnet Student Loan Trust 0.348%, 08/23/27 (d)		695,000		678,453
1.888%, 11/25/24 (d)		796,000		827,032
Scholar Funding Trust 1.138%, 10/28/43 (144A) (d)		467,856		468,362
SLC Private Student Loan Trust 0.414%, 07/15/36 (d)		1,290,000		1,272,228
SLM Private Credit Student Loan Trust 0.423%, 03/15/23 (d)		416,416		407,300
0.443%, 06/15/21 (d)		894,178		883,618
0.793%, 12/16/30 (d)		599,706		584,600
SLM Private Education Loan Trust 0.767%, 08/15/22 (144A) (d)		295,243		294,793
0.817%, 07/15/22 (144A) (d)		606,205		605,902
0.917%, 10/16/23 (144A) (d)		585,592		585,961
1.017%, 02/15/22 (144A) (d)		1,054,030		1,056,932
1.217%, 05/17/27 (144A) (d)		1,550,000		1,528,751
1.267%, 08/15/23 (144A) (d)		614,247		617,722
1.567%, 08/15/25 (144A) (d)		305,532		308,467
1.567%, 10/15/31 (144A) (d)		440,000		440,953
1.770%, 05/17/27 (144A)		2,305,000		2,235,730
1.850%, 06/17/30 (144A)		2,885,000		2,782,222
2.090%, 06/15/45 (144A)		530,000		522,454
2.940%, 10/15/31 (144A)		830,000		838,747
2.950%, 02/15/46 (144A)		1,965,000		2,004,406
3.310%, 10/15/46 (144A)		1,550,000		1,602,878
3.480%, 10/15/30 (144A)		110,000		114,894
3.740%, 02/15/29 (144A)		200,000		208,598
3.830%, 01/17/45 (144A)		445,000		461,737
4.540%, 10/17/44 (144A)		610,000		655,261
SLM Student Loan Trust 0.819%, 06/26/28 (d)		1,105,000		1,105,027

See accompanying notes to financial statements.

MSF-14

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

Asset-Backed Securities—(Continued)

Security Description	Principal Amount*		Value
Asset-Backed - Student Loan—(Continued)
SLM Student Loan Trust 0.993%, 12/15/25 (144A) (d)		1,105,000	$	1,095,748
1.938%, 07/25/23 (d)		1,100,000		1,149,901
				25,338,677
Total Asset-Backed Securities (Cost $92,186,012)				91,927,489
Mortgage-Backed Securities—4.8%
Collateralized Mortgage Obligations—0.7%
Countrywide Alternative Loan Trust 5.500%, 11/25/35		1,851,585		1,566,193
5.500%, 04/25/37		849,970		630,835
6.500%, 09/25/37		3,153,131		2,433,914
Countrywide Home Loan Mortgage Pass-Through Trust
0.365%, 04/25/46 (d)		552,242		421,992
0.505%, 02/25/35 (d)		296,430		255,303
Credit Suisse Mortgage Capital Certificates
2.556%, 08/27/46 (144A) (d)		1,010,338		931,213
2.560%, 05/27/36 (144A) (d)		872,157		800,917
Deutsche Alt-A Securities, Inc. Mortgage Loan Trust 0.315%, 12/25/36 (d)		714,852		562,249
Deutsche Mortgage Securities, Inc. 5.230%, 06/26/35 (144A) (d)		186,703		187,743
GSR Mortgage Loan Trust 6.000%, 07/25/37		842,974		774,995
IndyMac INDX Mortgage Loan Trust
0.785%, 06/25/34 (d)		46,164		42,853
2.626%, 10/25/35 (d)		160,442		135,532
JP Morgan Mortgage Trust 6.500%, 08/25/36		215,862		188,170
MASTR Adjustable Rate Mortgages Trust 2.109%, 09/25/33 (d)		224,814		221,809
MASTR Reperforming Loan Trust 4.875%, 05/25/36 (144A) (d)		283,320		269,901
WaMu Mortgage Pass-Through Certificates Trust 4.755%, 08/25/36 (d)		202,945		178,764
				9,602,383
Commercial Mortgage-Backed Securities—4.1%
Banc of America Commercial Mortgage Trust
5.482%, 01/15/49 (d)		80,000		83,529
5.649%, 06/10/49 (d)		1,723,925		1,884,241
Banc of America Merrill Lynch Commercial Mortgage, Inc. 5.171%, 11/10/42 (d)		1,495,865		1,519,108
Bayview Commercial Asset Trust 0.395%, 07/25/36 (144A) (d)		388,389		329,922
BB-UBS Trust 0.596%, 11/05/36 (144A) (d) (e)		10,235,000		573,027
Commercial Mortgage-Backed Securities—(Continued)
Bear Stearns Commercial Mortgage Securities Trust
5.189%, 12/11/38		971,133		1,061,511
5.317%, 02/11/44		688,937		754,438
5.449%, 12/11/40 (d)		170,000		181,519
5.650%, 06/11/50 (d)		684,419		757,177
CD Mortgage Trust 6.118%, 11/15/44 (d)		80,000		89,118
Citigroup Commercial Mortgage Trust
1.308%, 09/10/46 (d) (e)		2,144,211		159,257
6.132%, 12/10/49 (d)		440,000		487,685
Commercial Mortgage Pass-Through Certificates
1.556%, 03/10/46 (d) (e)		7,614,361		585,826
1.612%, 03/10/46 (d) (e)		5,487,929		489,715
1.684%, 10/13/28 (144A) (d)		850,000		852,894
2.231%, 05/15/45 (d) (e)		3,658,426		437,723
3.367%, 02/10/28 (144A)		680,000		646,436
3.400%, 10/05/30 (144A)		605,000		559,993
4.715%, 10/10/46 (d)		185,000		191,840
5.347%, 12/10/46		665,000		726,428
5.543%, 12/11/49 (144A) (d)		320,000		345,120
Credit Suisse First Boston Mortgage Securities Corp. 4.771%, 07/15/37		125,000		128,799
Credit Suisse Mortgage Capital Certificates 0.437%, 04/15/22 (144A) (d)		880,000		845,391
DBRR Trust 0.946%, 09/25/45 (144A)		1,105,805		1,105,857
1.636%, 12/18/49 (144A) (d)		523,322		524,140
5.733%, 06/17/49 (144A) (d)		410,000		446,881
Del Coronado Trust 5.167%, 03/15/18 (144A) (d)		520,000		521,820
Extended Stay America Trust
2.675%, 12/05/31 (144A)		1,120,000		1,094,166
2.958%, 12/05/31 (144A)		535,000		519,161
FREMF Mortgage Trust
3.165%, 04/25/46 (144A) (d)		85,000		79,480
3.562%, 08/25/45 (144A) (d)		540,000		525,222
3.741%, 04/25/45 (144A) (d)		500,000		473,287
4.023%, 11/25/44 (144A) (d)		101,100		97,760
GE Capital Commercial Mortgage Corp. 4.578%, 06/10/48		1,397,792		1,410,393
Greenwich Capital Commercial Mortgage Trust
5.736%, 12/10/49		280,000		312,694
5.867%, 12/10/49 (d)		385,000		421,855
GS Mortgage Securities Corp. II
3.249%, 11/08/29 (144A) (d) (e)		6,767,000		312,041
3.435%, 12/10/27 (144A) (d)		1,080,000		939,766
GS Mortgage Securities Corp. Trust
3.551%, 04/10/34 (144A)		933,000		917,339
3.633%, 06/05/31 (144A)		130,000		130,383
GS Mortgage Securities Trust
5.591%, 11/10/39		230,000		252,099
5.622%, 11/10/39		420,000		411,342
5.804%, 08/10/45 (d)		777,425		853,459

See accompanying notes to financial statements.

MSF-15

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

Mortgage-Backed Securities—(Continued)

Security Description	Principal Amount*		Value
Commercial Mortgage-Backed Securities—(Continued)
Hilton USA Trust
1.668%, 11/05/30 (144A) (d) (e)		7,315,000	$	121,897
4.407%, 11/05/30 (d)		315,000		315,257
5.222%, 11/05/30 (144A) (d)		900,000		905,099
JP Morgan Chase Commercial Mortgage Securities Corp. 1.945%, 12/15/47 (d) (e)		6,302,793		658,617
JP Morgan Chase Commercial Mortgage Securities Trust
0.587%, 04/15/46 (d) (e)		1,030,000		45,886
1.043%, 08/15/46 (d) (e)		9,135,006		463,318
1.587%, 04/15/46 (d) (e)		3,527,107		336,648
2.013%, 06/15/45 (d) (e)		3,084,727		303,226
3.958%, 04/15/46 (d)		280,000		257,052
4.161%, 12/15/47 (d)		245,000		231,194
5.372%, 05/15/47		155,000		163,756
5.431%, 06/12/47 (d)		1,414,816		1,551,213
5.439%, 01/15/49		988,244		1,089,040
5.445%, 12/12/44 (d)		650,000		697,940
5.447%, 06/12/47		184,240		186,353
5.850%, 02/15/51 (d)		1,299,970		1,459,105
5.951%, 06/15/43 (144A)		1,150,000		1,311,177
6.125%, 02/12/51 (d)		603,675		646,851
JPMorgan Chase Commercial Mortgage Securities Trust 5.874%, 02/12/51 (d)		925,012		1,046,614
LB-UBS Commercial Mortgage Trust
5.205%, 04/15/30 (d)		430,000		445,180
5.866%, 09/15/45 (d)		432,220		479,357
6.164%, 09/15/45 (d)		295,000		337,184
Merrill Lynch Mortgage Trust
5.280%, 11/12/37 (d)		1,000,000		1,051,703
5.859%, 06/12/50 (d)		391,941		419,525
Merrill Lynch/Countrywide Commercial Mortgage Trust 5.700%, 09/12/49		1,630,000		1,811,096
Morgan Stanley Bank of America Merrill Lynch Trust 1.747%, 02/15/46 (d) (e)		2,969,442		291,478
Morgan Stanley Capital I Trust
2.669%, 03/15/45 (144A) (d) (e)		5,781,877		714,114
5.312%, 03/15/44		1,386,802		1,519,181
5.406%, 03/15/44		360,000		391,318
5.597%, 04/12/49 (d)		930,000		1,014,811
5.665%, 04/15/49 (d)		521,971		569,819
5.910%, 06/11/49 (d)		195,000		209,775
Morgan Stanley Capital I, Inc.
6.340%, 07/15/30 (144A) (d)		129,123		130,756
Morgan Stanley Re-REMIC Trust
Zero Coupon, 03/23/51 (144A) (e)		460,000		441,572
Zero Coupon, 07/17/56 (144A) (e)		652,239		641,803
1.000%, 03/27/51 (144A) (e)		345,470		345,463
1.000%, 03/27/51 (144) (144A) (e)		380,000		372,400
2.000%, 07/27/49 (144A)		652,819		658,042
2.500%, 03/23/51 (144A) (e)		287,050		290,724
Commercial Mortgage-Backed Securities—(Continued)
Motel 6 Trust
2.743%, 10/05/25 (144A)		390,000		386,815
RBSCF Trust
5.925%, 02/16/51 (144A) (d)		2,261,964		2,471,191
S2 Hospitality LLC
4.500%, 04/15/25 (144A)		4,414		4,414
SCG Trust
1.567%, 11/15/26 (144A) (d)		590,000		590,680
2.117%, 11/15/26 (144A) (d)		375,000		375,005
STRIPs, Ltd.
1.500%, 12/25/44 (144A)		948,824		939,336
Wachovia Bank Commercial Mortgage Trust
5.925%, 02/15/51 (d)		520,000		520,840
Wells Fargo Resecuritization Trust
1.750%, 08/20/21 (144A)		584,545		581,038
WF-RBS Commercial Mortgage Trust
0.717%, 08/15/46 (d) (e)		5,451,000		230,141
1.829%, 12/15/45 (144A) (d) (e)		5,102,212		547,774
				55,612,620
Total Mortgage-Backed Securities (Cost $64,090,248)				65,215,003
Foreign Government—0.4%
Sovereign—0.4%
Brazilian Government International Bond
7.125%, 01/20/37		230,000		263,350
Hellenic Republic Government Bond
2.000%, 02/24/23 (EUR) (d)		590,000		546,158
Italy Government International Bond
2.550%, 10/22/16 (EUR)		802,247		1,129,862
Mexico Government International Bonds
4.000%, 10/02/23		1,650,000		1,633,500
6.750%, 09/27/34		215,000		253,700
South Africa Government International Bond
4.665%, 01/17/24 (a)		340,000		325,125
Spain Government Bond
4.400%, 10/31/23 (144A) (EUR)		885,000		1,239,531
Total Foreign Government (Cost $5,413,641)				5,391,226
Floating Rate Loans (d)—0.1%
Lodging—0.1%
Hilton Fort Lauderdale
Mezzanine Term Loan, 7.360%, 02/22/16		1,000,000		1,000,000
Motel 6 Trust Mezzanine Term Loan, 10.000%, 10/15/17 (i)		896,352		934,447
Total Floating Rate Loans (Cost $1,892,476)				1,934,447

See accompanying notes to financial statements.

MSF-16

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

Preferred Stocks—0.1%

Security Description	Shares/ Principal/ Contracts/ Notional Amount*		Value
Diversified Financial Services—0.1%
Citigroup Capital XIII, 7.875% (d)		41,099	$	1,119,948
Thrifts & Mortgage Finance—0.0%
Federal Home Loan Mortgage Corp. Series Z, 8.375% (d)		20,000		179,400
Federal National Mortgage Association Series S, 8.250% (d)		20,000		175,000
				354,400
Total Preferred Stocks (Cost $1,188,916)				1,474,348
Municipals—0.1%
New York City Municipal Water Finance Authority
5.375%, 06/15/43		530,000		559,017
5.500%, 06/15/43		630,000		671,095
Total Municipals (Cost $1,143,653)				1,230,112
Purchased Options—0.0%
Call Options—0.0%
10 Year Interest Rate Swap, Exercise Rate 4.50, Expires 02/26/14 (Counterparty - Barclays Bank plc) (AUD)		6,645,000		36,942
Put Options—0.0%
10 Year Interest Rate Swap, Exercise Rate 1.10, Expires 06/05/14 (Counterparty - Barclays Bank plc) (JPY)		461,000,000		31,653
10 Year Interest Rate Swap, Exercise Rate 1.10, Expires 06/06/14 (Counterparty - Barclays Bank plc) (JPY)		230,000,000		15,908
10 Year Interest Rate Swap, Exercise Rate 1.10, Expires 06/09/14 (Counterparty - Bank of America N.A.) (JPY)		479,000,000		33,389
AUD Currency, Strike Price USD 0.89, Expires 02/01/14 (Counterparty - Deutsche Bank AG) (AUD)		15,040,000		199,545
Eurodollar Midcurve 2 Year Futures @ 98.75, Expires 03/01/14		542,500		146,475
USD Currency, Strike Price TRY 1.98, Expires 01/21/14 (Counterparty - Morgan Stanley Capital Services)		1,130,000		29
USD Currency, Strike Price TRY 1.99, Expires 01/03/14 (Counterparty - Morgan Stanley Capital Services)		1,130,000		0
				426,999
Total Purchased Options (Cost $354,750)				463,941
Short-Term Investments—3.0%
Security Description	Shares/ Principal Amount*		Value
Mutual Fund—1.6%
State Street Navigator Securities Lending Met Portfolio (k)		21,850,278		21,850,278
Repurchase Agreement—1.4%
Fixed Income Clearing Corp. Repurchase Agreement dated 12/31/13 at 0.000% to be repurchased at $18,428,000 on 01/02/14, collateralized by $19,205,000 U.S. Treasury Note at 3.625% due 05/31/18 with a value of $18,796,894.		18,428,000		18,428,000
Total Short-Term Investments (Cost $40,278,278)				40,278,278
Total Investments—109.9% (Cost $1,264,872,150) (l)				1,495,531,004
Other assets and liabilities (net)—(9.9)%				(134,577,222	)
Net Assets—100.0%			$	1,360,953,782

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $21,608,253 and the collateral received consisted of cash in the amount of $21,850,278. The cash collateral is invested in a money market fund managed by an affiliate of the custodian.

(b) Non-income producing security.

(c) TBA (To Be Announced) Securities are purchased on a forward commitment basis with an approximate principal amount and no defined maturity date. The actual principal and maturity date will be determined upon settlement date.

(d) Variable or floating rate security. The stated rate represents the rate at December 31, 2013. Maturity date shown for callable securities reflects the earliest possible call date.

(e) Interest only security.

(f) All or a portion of the security was pledged as collateral against open futures contracts. As of December 31, 2013, the market value of securities pledged was $721,133.

(g) All or a portion of the security was pledged as collateral against open reverse repurchase agreements. As of December 31, 2013, the value of securities pledged amounted to $62,207,365.

(h) Non-income producing; Security is in default and/or issuer is in bankruptcy.

(i) Restricted securities are not registered under the Securities Act of 1933 and are subject to legal restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are subsequently registered. Disposal of these securities may involve time-consuming negotiations and prompt sale at an acceptable price may be difficult. As of December 31, 2013, the market value of restricted securities was $963,252, which is 0.1% of net assets. See details shown in the Restricted Securities table that follows.

(k) Represents investment of cash collateral received from securities lending transactions.

See accompanying notes to financial statements.

MSF-17

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

(l) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $1,269,710,675. The aggregate unrealized appreciation and depreciation of investments were $244,969,117 and $(19,148,788), respectively, resulting in net unrealized appreciation of $225,820,329 for federal income tax purposes.

(144A)— Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. As of December 31, 2013, the market value of 144A securities was $104,587,523, which is 7.7% of net assets.

(ACES)— Alternative Credit Enhancement Securities.

(ARM)— Adjustable-Rate Mortgage

(AUD)— Australian Dollar

(CDO)— Collateralized Debt Obligation

(CLO)— Collateralized Loan Obligation

(CMO)— Collateralized Mortgage Obligation

(EUR)— Euro

(JPY)— Japanese Yen

(REMIC)— Real Estate Mortgage Investment Conduit

(TRY)— Turkish Lira

Restricted Securities	Acquisition Date	Principal Amount		Cost		Value
Knollwood CDO, Ltd.	02/10/04	$	538,940	$	538,940	$	5
LBI HF	08/22/06		320,000		320,000		28,800
Motel 6 Trust Mezzanine Term Loan	07/11/12		896,352		896,352		934,447

Forward Foreign Currency Exchange Contracts

Contracts to Buy		Counterparty	Settlement Date		In Exchange for			Unrealized Appreciation/ (Depreciation)
AUD	1,819,000	Westpac Banking Corp.		03/19/14		USD	1,609,844	$	6,347
EUR	1,712,000	BNP Paribas S.A.		01/22/14		USD	2,354,393		783
INR	68,172,200	BNP Paribas S.A.		03/19/14		USD	1,075,000		7,593
INR	276,572,560	UBS AG		03/19/14		USD	4,400,000		(7,952	)
MXN	11,927,800	Deutsche Bank AG		03/19/14		USD	920,000		(11,944	)
MXN	36,489,638	Royal Bank of Canada (RBC)		03/19/14		USD	2,785,000		(7,066	)
Contracts to Deliver
AUD	1,819,000	Bank of America N.A.		03/19/14		USD	1,613,260		(2,930	)
EUR	3,334,000	Barclays Bank plc		01/22/14		USD	4,502,147		(84,394	)
JPY	97,108,380	Barclays Bank plc		03/19/14		USD	948,000		25,549
TRY	1,219,890	BNP Paribas S.A.		01/06/14		USD	564,000		(3,195	)
TRY	939,818	Deutsche Bank AG		01/06/14		USD	435,000		(1,973	)
TRY	449,587	Deutsche Bank AG		01/06/14		USD	215,000		5,962
TRY	753,480	Morgan Stanley Capital Services		01/06/14		USD	360,000		9,665
Cross Currency Contracts to Buy
PLN	3,319,834	Citibank N.A.		03/19/14		EUR	790,000		7,011
Net Unrealized Depreciation								$	(56,544	)

Forward Sale Commitments

Security Description	Interest Rate			Maturity		Face Amount			Proceeds			Value
Fannie Mae 15 Yr. Pool		2.500	%		TBA		(1,100,000	)	$	(1,090,547	)	$	(1,088,656	)
Fannie Mae 15 Yr. Pool		4.000	%		TBA		(3,100,000	)		(3,291,449	)		(3,284,789	)
Fannie Mae 30 Yr. Pool		3.000	%		TBA		(100,000	)		(94,875	)		(94,930	)
Fannie Mae 30 Yr. Pool		6.000	%		TBA		(200,000	)		(221,312	)		(221,641	)
Fannie Mae 30 Yr. Pool		4.500	%		TBA		(700,000	)		(737,188	)		(739,402	)
Fannie Mae 30 Yr. Pool		5.000	%		TBA		(4,100,000	)		(4,423,516	)		(4,439,851	)
Fannie Mae 30 Yr. Pool		3.500	%		TBA		(6,205,000	)		(6,166,219	)		(6,145,374	)
Freddie Mac 30 Yr. Gold Pool		3.000	%		TBA		(1,900,000	)		(1,809,453	)		(1,799,656	)
GNMA I 30 Yr. Pool		4.000	%		TBA		(2,300,000	)		(2,404,578	)		(2,389,934	)
GNMA I 30 Yr. Pool		3.500	%		TBA		(2,400,000	)		(2,432,063	)		(2,418,844	)
GNMA II 30 Yr. Pool		5.000	%		TBA		(100,000	)		(108,687	)		(108,356	)
GNMA II 30 Yr. Pool		4.000	%		TBA		(4,100,000	)		(4,270,406	)		(4,262,879	)
GNMA II 30 Yr. Pool		4.500	%		TBA		(5,100,000	)		(5,489,672	)		(5,452,617	)
Total									$	(32,539,965	)	$	(32,446,929	)

See accompanying notes to financial statements.

MSF-18

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

Futures Contracts

Futures Contracts—Long	Expiration Date		Number of Contracts			Notional Amount				Unrealized Appreciation/ (Depreciation)
U.S. Treasury Long Bond Futures		03/20/14		79			USD	10,318,356		$	(181,669	)
U.S. Treasury Note 2 Year Futures		03/31/14		73			USD	16,062,253			(15,941	)
Futures Contracts—Short
90 Day Euro Dollar Futures		12/14/15		(30	)		USD	(7,428,707	)		13,082
Euro Bund Futures		03/06/14		(3	)		EUR	(423,557	)		8,319
U.S. Treasury Note 10 Year Futures		03/20/14		(241	)		USD	(30,145,369	)		491,072
U.S. Treasury Note 5 Year Futures		03/31/14		(232	)		USD	(27,841,994	)		161,494
U.S. Treasury Ultra Long Bond Futures		03/20/14		(10	)		USD	(1,374,528	)		12,028
Net Unrealized Appreciation										$	488,385

Written Options

Foreign Currency Written Options	Strike Price		Counterparty	Expiration Date		Notional Amount				Premiums Received			Market Value			Unrealized Appreciation
Call - USD vs TRY		TRY 2.10	Morgan Stanley Capital Services		01/03/14		USD	(1,130,000	)	$	(4,831	)	$	(28,792	)	$	(23,961	)
Call - USD vs TRY		TRY 2.15	Morgan Stanley Capital Services		01/21/14		USD	(1,130,000	)		(4,152	)		(19,654	)		(15,502	)
Put - AUD vs USD		USD 0.85	Deutsche Bank AG		02/07/14		AUD	(5,010,000	)		(17,919	)		(7,810	)		10,109
Put - AUD vs USD		USD 0.85	Citibank N.A.		02/07/14		AUD	(5,010,000	)		(19,053	)		(7,811	)		11,242
Put - AUD vs USD		USD 0.85	Deutsche Bank AG		02/07/14		AUD	(5,020,000	)		(15,873	)		(7,826	)		8,047
Total										$	(61,828	)	$	(71,893	)	$	(10,065	)

Interest Rate Swaptions	Exercise Rate	Counterparty	Floating Rate Index	Pay/ Receive Floating Rate		Expiration Date		Notional Amount				Premiums Received			Market Value			Unrealized Appreciation/ (Depreciation)
Put - OTC - 10 Year Interest Rate Swap	1.400%	Barclays Bank plc	6-Month JPY-LIBOR		Pay		06/06/14		JPY	(230,000,000	)	$	(5,644	)	$	(5,485	)	$	159
Put - OTC - 10 Year Interest Rate Swap	1.400%	Barclays Bank plc	6-Month JPY-LIBOR		Pay		06/05/14		JPY	(461,000,000	)		(9,970	)		(10,855	)		(885	)
Put - OTC - 10 Year Interest Rate Swap	1.400%	Bank of America N.A.	6-Month JPY-LIBOR		Pay		06/09/14		JPY	(479,000,000	)		(14,595	)		(11,567	)		3,028
Totals												$	(30,209	)	$	(27,907	)	$	2,302

Options on Exchange-Traded Futures Contracts	Exercise Price		Expiration Date		Number of Contracts			Premiums Received			Market Value			Unrealized Appreciation
Put - Eurodollar Midcurve 2 Year Futures	$	98.25		03/14/14		(217	)	$	(15,852	)	$	(35,263	)	$	(19,411	)

Reverse Repurchase Agreements

Counterparty	Interest Rate			Settlement Date		Maturity Date		Principal Amount			Net Closing Amount
Bank of America N.A.		0.04	%		12/12/13		Open		USD	5,353,475	$	5,353,475
BNP Paribas S.A.		0.38	%		12/31/13		01/02/14		USD	6,087,381		6,087,381
Bank of America N.A.		0.07	%		12/31/13		01/02/14		USD	8,820,000		8,820,000
Credit Suisse International		0.15	%		12/31/13		01/02/14		USD	9,677,625		9,677,625
BNP Paribas S.A.		0.05	%		12/5/13		Open		USD	14,606,250		14,606,250
Deutsche Bank AG		0.46	%		12/31/13		01/02/14		USD	17,897,631		17,897,632
Total											$	62,442,363

Securities pledged as collateral against open reverse repurchase agreements are noted in the Schedule of Investments.

See accompanying notes to financial statements.

MSF-19

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

Swap Agreements

OTC Interest Rate Swap Agreements

Pay/Receive Floating Rate	Floating Rate Index	Fixed Rate			Maturity Date	Counterparty	Notional Amount			Market Value			Upfront Premium Paid/(Received)		Unrealized Appreciation/ (Depreciation)
Receive	3M LIBOR		1.758	%	06/25/22	JPMorgan Chase Bank N.A.		USD	2,300,000	$	188,300		$	—	$	188,300
Pay	6M EURIBOR		2.800	%	11/10/41	Bank of America N.A.		EUR	1,200,000		20,959			—		20,959
Receive	6M EURIBOR		2.783	%	11/10/41	Deutsche Bank AG		EUR	1,200,000		(15,186	)		—		(15,186	)
Pay	BRL CDI		11.430	%	01/04/16	Barclays Bank plc		BRL	5,553,468		(3,908	)		—		(3,908	)
Pay	BRL CDI		11.410	%	01/04/16	Credit Suisse International		BRL	1,621,532		(1,344	)		—		(1,344	)
Pay	MXN TIIE		6.360	%	10/18/23	Deutsche Bank AG		MXN	5,905,000		(14,441	)		—		(14,441	)
Pay	MXN TIIE		6.830	%	11/03/23	JPMorgan Chase Bank N.A.		MXN	11,415,000		2,289			—		2,289
Totals										$	176,669		$	—	$	176,669

Centrally Cleared Interest Rate Swap Agreements

Pay/Receive Floating Rate	Floating Rate Index	Fixed Rate			Maturity Date		Notional Amount			Unrealized Appreciation/ (Depreciation)
Receive	3-Month USD-LIBOR		0.648	%		11/26/16		USD	1,580,000	$	8,226
Receive	3-Month USD-LIBOR		2.820	%		11/18/23		USD	755,000		15,821
Receive	6-Month JPY-LIBOR		0.815	%		11/25/23		JPY	224,290,000		2,916
Receive	6-Month JPY-LIBOR		0.789	%		11/28/23		JPY	244,675,000		28,054
Total										$	55,017

Centrally Cleared Credit Default Swap Agreements on Credit Indices—Buy Protection (a)

Reference Obligation	Fixed Deal (Pay) Rate		Maturity Date		Implied Credit Spread at December 31, 2013(b)	Notional Amount(c)			Unrealized Depreciation
Markit CDX North America High Yield Index, Series 21, Version 1		(5.000%)		12/20/18	3.063%		USD	4,660,000	$	(87,115)

OTC Credit Default Swaps on Corporate Issues—Sell Protection (d)

Reference Obligation	Fixed Deal Receive Rate		Maturity Date		Counterparty	Implied Credit Spread at December 31, 2013(b)		Notional Amount(c)			Market Value		Upfront Premium (Received)		Unrealized Appreciation
Goldman Sachs Group, Inc. (The) 5.950%, due 01/18/2018		1.000%		12/20/18	Deutsche Bank AG		0.884%		USD	1,610,000	$	8,912	$	(14,036)	$	22,948

OTC Credit Default Swaps on Credit Indices—Buy Protection (a)

Reference Obligation	Fixed Deal (Pay) Rate		Maturity Date		Counterparty	Implied Credit Spread at December 31, 2013(b)		Notional Amount(c)			Market Value		Upfront Premium Paid		Unrealized Depreciation
Markit CMBX North America AAA-Rated Index, AM Tranche, Version 2		(0.500%)		05/11/63	Credit Suisse International		N/A		USD	148,000	$	3,748	$	5,080	$	(1,332)
Markit CMBX North America AAA-Rated Index, AM Tranche, Version 6		(0.500%)		05/11/63	Morgan Stanley Capital Services		N/A		USD	470,000		11,904		17,555		(5,651)
Totals											$	15,652	$	22,635	$	(6,983)

See accompanying notes to financial statements.

MSF-20

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

OTC Credit Default Swaps on Credit Indices—Sell Protection (d)

Reference Obligation	Fixed Deal Receive Rate		Maturity Date		Counterparty	Implied Credit Spread at December 31, 2013(b)		Notional Amount(c)			Market Value		Upfront Premium Paid/(Received)		Unrealized Appreciation/ (Depreciation)
Markit CDX Emerging Markets Index, Series 20, Version 1		5.000%		12/20/18	Bank of America N.A.		2.734%		USD	330,000	$	33,492	$	33,825	$	(333)
Markit CDX Emerging Markets Index, Series 20, Version 1		5.000%		12/20/18	Barclays Bank plc		2.734%		USD	632,000		64,143		63,516		627
Markit CDX Emerging Markets Index, Series 20, Version 1		5.000%		12/20/18	Barclays Bank plc		2.734%		USD	579,000		58,764		58,190		574
Markit CDX Emerging Markets Index, Series 20, Version 1		5.000%		12/20/18	Barclays Bank plc		2.734%		USD	329,000		33,391		34,216		(825)
Markit CMBX North America AAA-Rated Index, AM Tranche, Version 2		0.500%		03/15/49	Deutsche Bank AG		N/A		USD	645,000		(15,923)		(94,743)		78,820
Markit CMBX North America AAA-Rated Index, AM Tranche, Version 4		0.500%		02/17/51	Deutsche Bank AG		N/A		USD	285,000		(19,537)		(43,289)		23,752
Totals											$	154,330	$	51,715	$	102,615

Securities in the amount of $10,105 has been received at the custodian bank as collateral for swap contracts.

(a) If the Portfolio is a buyer of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Portfolio will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.

(b) Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on corporate issues or indices as of period end serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for the credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. Wider credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement. A credit spread identified as “Defaulted” indicates a credit event has occurred for the referenced entity or obligation.

(c) The maximum potential amount of future undiscounted payments that the Portfolio could be required to make under a credit default swap contract would be the notional amount of the contract. These potential amounts would be partially offset by any recovery values of the referenced debt obligation or net amounts received from the settlement purchased protection credit default swap contracts entered into by the Portfolio for the same referenced debt obligation.

(d) If the Portfolio is a seller of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Portfolio will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.

(AUD)— Australian Dollar

(BRL)— Brazilian Real

(CDI)— Brazil Interbank Deposit Rate

(EUR)— Euro

(EURIBOR)— Euro InterBank Offered Rate

(INR)— Indian Rupee

(JPY)— Japanese Yen

(LIBOR)— London InterBank Offered Rate

(MXN)— Mexican Peso

(PLN)— Polish Zloty

(TIIE)— Interbank Equilibrium Interest Rate

(TRY)— Turkish Lira

See accompanying notes to financial statements.

MSF-21

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1			Level 2			Level 3		Total
Total Common Stocks*	$	911,951,643		$	—		$	—	$	911,951,643
Total U.S. Treasury & Government Agencies*		—			262,402,216			—		262,402,216
Total Corporate Bonds & Notes*		—			113,262,301			—		113,262,301
Total Asset-Backed Securities*		—			91,927,489			—		91,927,489
Total Mortgage-Backed Securities*		—			65,215,003			—		65,215,003
Total Foreign Government*		—			5,391,226			—		5,391,226
Total Floating Rate Loans*		—			1,934,447			—		1,934,447
Total Preferred Stocks*		1,474,348			—			—		1,474,348
Total Municipals		—			1,230,112			—		1,230,112
Purchased Options
Call Options		—			36,942			—		36,942
Put Options		146,475			280,524			—		426,999
Total Purchased Options		146,475			317,466			—		463,941
Short-Term Investments
Mutual Fund		21,850,278			—			—		21,850,278
Repurchase Agreement		—			18,428,000			—		18,428,000
Total Short-Term Investments		21,850,278			18,428,000			—		40,278,278
Total Investments	$	935,422,744		$	560,108,260		$	—	$	1,495,531,004
Collateral for securities loaned (Liability)	$	—		$	(21,850,278	)	$	—	$	(21,850,278	)
Forward Sales Commitments	$	—		$	(32,446,929	)	$	—	$	(32,446,929	)
Forward Contracts
Forward Foreign Currency Exchange Contracts (Unrealized Appreciation)	$	—		$	62,910		$	—	$	62,910
Forward Foreign Currency Exchange Contracts (Unrealized Depreciation)		—			(119,454	)		—		(119,454	)
Total Forward Contracts	$	—		$	(56,544	)	$	—	$	(56,544	)
Futures Contracts
Futures Contracts (Unrealized Appreciation)	$	685,995		$	—		$	—	$	685,995
Futures Contracts (Unrealized Depreciation)		(197,610	)		—			—		(197,610	)
Total Futures Contracts	$	488,385		$	—		$	—	$	488,385

See accompanying notes to financial statements.

MSF-22

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy—(Continued)

Description	Level 1			Level 2			Level 3		Total
Written Options
Foreign Currency Written Options at Value	$	—		$	(71,893	)	$	—	$	(71,893	)
Interest Rate Swaptions at Value		—			(27,907	)		—		(27,907	)
Options on Exchange-Traded Futures
Contracts at Value		(35,263	)		—			—		(35,263	)
Total Written Options	$	(35,263	)	$	(99,800	)	$	—	$	(135,063	)
Centrally Cleared Swap Contracts
Centrally Cleared Swap Contracts (Unrealized Appreciation)	$	—		$	55,017		$	—	$	55,017
Centrally Cleared Swap Contracts (Unrealized Depreciation)		—			(87,115	)		—		(87,115	)
Total Centrally Cleared Swap Contracts	$	—		$	(32,098	)	$	—	$	(32,098	)
OTC Swap Contracts
OTC Swap Contracts at Value (Assets)	$	—		$	425,902		$	—	$	425,902
OTC Swap Contracts at Value (Liabilities)		—			(70,339	)		—		(70,339	)
Total OTC Swap Contracts	$	—		$	355,563		$	—	$	355,563
Total Reverse Repurchase Agreements (Liability)	$	—		$	(62,442,363	)	$	—	$	(62,442,363	)

* See Schedule of Investments for additional detailed categorizations.

Following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:

Investments in Securities	Balance as of December 31, 2012		Realized Gain/ (Loss)		Change in Unrealized Appreciation/ (Depreciation)		Purchases		Sales		Transfers in to Level 3		Transfers out of Level 3			Balance as of December 31, 2013		Change in Unrealized Appreciation/ (Depreciation) from investments still held at December 31,  2013
Asset-Backed Securities
Asset Backed - Other	$	2,409,500	$	—	$	—	$	—	$	—	$	—	$	(2,409,500	)	$	—	$	—

Asset-backed securities were transferred out of level 3 due to the initiation of a vendor or broker providing quotations based on market activity which has been determined to be a significant observable input.

See accompanying notes to financial statements.

MSF-23

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	1,495,531,004
Cash denominated in foreign currencies (c)		98,872
Cash collateral for swap contracts		490,000
OTC swap contracts at market value (d)		425,902
Unrealized appreciation on forward foreign currency exchange contracts		62,910
Receivable for:
Investments sold		7,873,486
TBA securities sold (e)		80,462,526
Fund shares sold		65,005
Principal paydowns		16,318
Dividends and interest		3,632,060
Variation margin on futures contracts		44,670
Interest on swap contracts		14,357
Prepaid expenses		4,820
Total Assets		1,588,721,930
Liabilities
Due to custodian		195,343
Written options at value (f)		135,063
Forward sales commitments, at value		32,446,929
Reverse repurchase agreements		62,442,363
OTC swap contracts at market value (g)		70,339
Cash collateral for swap contracts		165,000
Unrealized depreciation on forward foreign currency exchange contracts		119,454
Collateral for securities loaned		21,850,278
Payables for:
Investments purchased		4,932,464
TBA securities purchased		104,150,105
Fund shares redeemed		377,555
Variation margin on swap contracts		32,754
Interest on forward sales commitments		55,752
Accrued expenses:
Management fees		519,266
Distribution and service fees		20,356
Deferred trustees’ fees		50,220
Other expenses		204,907
Total Liabilities		227,768,148
Net Assets	$	1,360,953,782
Net assets consist of:
Paid in surplus	$	1,124,573,540
Undistributed net investment income		26,722,022
Accumulated net realized loss		(21,763,166	)
Unrealized appreciation on investments, written options, futures contracts, swap contracts and foreign currency transactions		231,421,386
Net Assets	$	1,360,953,782
Net Assets
Class A	$	1,249,087,020
Class B		74,984,045
Class E		36,882,717
Capital Shares Outstanding*
Class A		60,663,745
Class B		3,661,189
Class E		1,795,263
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	20.59
Class B		20.48
Class E		20.54

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $1,264,872,150.

(b) Includes securities loaned at value of $21,608,253.

(c) Identified cost of cash denominated in foreign currencies was $98,528.

(d) Net premium received on swap contracts was $226,418.

(e) Includes $32,539,965 related to TBA sale commitments.

(f) Premiums received on written options were $107,889.

(g) Net premium received on swap contracts was $138,032.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	13,739,709
Interest		17,317,154
Securities lending income		130,077
Total investment income		31,186,940
Expenses
Management fees		5,933,205
Administration fees		18,188
Custodian and accounting fees		289,210
Distribution and service fees—Class B		179,530
Distribution and service fees—Class E		53,851
Audit and tax services		80,110
Legal		30,260
Trustees’ fees and expenses		35,359
Shareholder reporting		232,364
Insurance		6,647
Miscellaneous		13,908
Total expenses		6,872,632
Net Investment Income		24,314,308
Net Realized and Unrealized Gain
Net realized gain on:
Investments		71,606,551
Net increase from payments by affiliates (b)		299,000
Futures contracts		5,985,606
Written options		3,529,732
Swap contracts		5,276,928
Foreign currency transactions		451,705
Net realized gain		87,149,522
Net change in unrealized appreciation (depreciation) on:
Investments		131,574,352
Futures contracts		(269,885	)
Written options		436,267
Swap contracts		(358,158	)
Foreign currency transactions		(64,024	)
Net change in unrealized appreciation		131,318,552
Net realized and unrealized gain		218,468,074
Net Increase in Net Assets From Operations	$	242,782,382

(a) Net of foreign withholding taxes of $49,693.

(b) See Note 6 of the Notes to Financial Statements.

See accompanying notes to financial statements.

MSF-24

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	24,314,308		$	27,869,693
Net realized gain		87,149,522			66,402,098
Net change in unrealized appreciation		131,318,552			51,897,109
Increase in net assets from operations		242,782,382			146,168,900
From Distributions to Shareholders
Net investment income
Class A		(29,469,679	)		(26,542,556	)
Class B		(1,608,768	)		(1,452,240	)
Class E		(844,948	)		(780,158	)
Total distributions		(31,923,395	)		(28,774,954	)
Decrease in net assets from capital share transactions		(90,973,572	)		(106,073,967	)
Total increase in net assets		119,885,415			11,319,979
Net Assets
Beginning of period		1,241,068,367			1,229,748,388
End of period	$	1,360,953,782		$	1,241,068,367
Undistributed net investment income
End of period	$	26,722,022		$	31,125,871

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		1,816,467		$	34,142,526			875,127		$	14,858,006
Reinvestments		1,648,192			29,469,679			1,580,855			26,542,556
Redemptions		(7,721,804	)		(145,181,520	)		(8,144,906	)		(138,244,740	)
Net decrease		(4,257,145	)	$	(81,569,315	)		(5,688,924	)	$	(96,844,178	)
Class B
Sales		236,375		$	4,430,064			393,605		$	6,645,534
Reinvestments		90,329			1,608,768			86,805			1,452,240
Redemptions		(609,866	)		(11,469,641	)		(805,787	)		(13,617,740	)
Net decrease		(283,162	)	$	(5,430,809	)		(325,377	)	$	(5,519,966	)
Class E
Sales		56,048		$	1,067,699			46,068		$	784,938
Reinvestments		47,309			844,948			46,521			780,158
Redemptions		(312,756	)		(5,886,095	)		(311,046	)		(5,274,919	)
Net decrease		(209,399	)	$	(3,973,448	)		(218,457	)	$	(3,709,823	)
Decrease derived from capital shares transactions				$	(90,973,572	)				$	(106,073,967	)

See accompanying notes to financial statements.

MSF-25

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	17.52		$	15.95		$	15.72		$	14.61		$	13.18
Income (Loss) from Investment Operations
Net investment income (a)		0.36			0.38			0.36			0.33			0.35
Net realized and unrealized gain on investments		3.18			1.58			0.26			1.06			1.78
Total from investment operations		3.54			1.96			0.62			1.39			2.13
Less Distributions
Distributions from net investment income		(0.47	)		(0.39	)		(0.39	)		(0.28	)		(0.70	)
Total distributions		(0.47	)		(0.39	)		(0.39	)		(0.28	)		(0.70	)
Net Asset Value, End of Period	$	20.59		$	17.52		$	15.95		$	15.72		$	14.61
Total Return (%) (b) (c)		20.59			12.38			3.80			9.65			17.30
Ratios/Supplemental Data
Ratio of expenses to average net assets (%)		0.51			0.52			0.51			0.50			0.52
Ratio of net investment income to average net assets (%)		1.89			2.23			2.23			2.21			2.67
Portfolio turnover rate (%)		340	(d)		494	(d)		942			1,014			611
Net assets, end of period (in millions)	$	1,249.1		$	1,137.3		$	1,126.6		$	1,216.2		$	1,256.9

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	17.43		$	15.88		$	15.65		$	14.55		$	13.11
Income (Loss) from Investment Operations
Net investment income (a)		0.31			0.33			0.32			0.29			0.32
Net realized and unrealized gain on investments		3.16			1.57			0.26			1.06			1.77
Total from investment operations		3.47			1.90			0.58			1.35			2.09
Less Distributions
Distributions from net investment income		(0.42	)		(0.35	)		(0.35	)		(0.25	)		(0.65	)
Total distributions		(0.42	)		(0.35	)		(0.35	)		(0.25	)		(0.65	)
Net Asset Value, End of Period	$	20.48		$	17.43		$	15.88		$	15.65		$	14.55
Total Return (%) (b) (c)		20.28			12.11			3.59			9.31			17.00
Ratios/Supplemental Data
Ratio of expenses to average net assets (%)		0.76			0.77			0.76			0.75			0.77
Ratio of net investment income to average net assets (%)		1.64			1.98			1.98			1.97			2.42
Portfolio turnover rate (%)		340	(d)		494	(d)		942			1,014			611
Net assets, end of period (in millions)	$	75.0		$	68.7		$	67.8		$	72.4		$	70.4

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-26

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	17.48		$	15.92		$	15.70		$	14.59		$	13.15
Income (Loss) from Investment Operations
Net investment income (a)		0.33			0.35			0.33			0.31			0.34
Net realized and unrealized gain on investments		3.17			1.57			0.26			1.06			1.77
Total from investment operations		3.50			1.92			0.59			1.37			2.11
Less Distributions
Distributions from net investment income		(0.44	)		(0.36	)		(0.37	)		(0.26	)		(0.67	)
Total distributions		(0.44	)		(0.36	)		(0.37	)		(0.26	)		(0.67	)
Net Asset Value, End of Period	$	20.54		$	17.48		$	15.92		$	15.70		$	14.59
Total Return (%) (b) (c)		20.39			12.18			3.67			9.45			17.14
Ratios/Supplemental Data
Ratio of expenses to average net assets (%)		0.66			0.67			0.66			0.65			0.67
Ratio of net investment income to average net assets (%)		1.74			2.08			2.07			2.06			2.54
Portfolio turnover rate (%)		340	(d)		494	(d)		942			1,014			611
Net assets, end of period (in millions)	$	36.9		$	35.0		$	35.4		$	40.9		$	44.4

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) In 2013, 0.04%, 0.04% and 0.04% of the Portfolio’s total return for Class A, Class B and Class E, respectively, consists of a voluntary reimbursement by the subadvisor (see Note 6 of the Notes to Financial Statements). Excluding this item, total return would have been 20.55%, 20.24% and 20.35% for Class A, Class B and Class E, respectively.

(d) Includes mortgage dollar roll and TBA transactions; excluding these transactions the portfolio turnover rate would have been 139% and 243% for 2013 and 2012, respectively.

See accompanying notes to financial statements.

MSF-27

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is WMC Balanced Portfolio, formerly known as BlackRock Diversified Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers three classes of shares: Class A, B, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-28

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Swap contracts (other than centrally cleared swaps) are marked-to-market daily based on quotations and prices supplied by market makers, broker-dealers and other pricing services. Such quotations and prices are derived utilizing significant observable data, including the underlying reference securities or indices. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Centrally cleared swaps listed or traded on a multilateral or trade facility platform, such as a registered exchange, are valued at the daily settlement price determined by the respective exchange or an independent pricing service when the exchange price is not available. For centrally cleared credit default swaps the clearing facility requires its members to provide actionable price levels across complete term structures. These levels along with external third party prices are used to produce daily settlement prices. These securities are categorized as Level 2 of the fair value hierarchy. Centrally cleared interest rate swaps are valued using a pricing model that references the underlying rates including the overnight index swap rate and London Interbank Offered Rate (“LIBOR”) forward rate to produce the daily settlement price. These securities are categorized as Level 2 of the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

MSF-29

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to foreign currency transactions, paydown reclasses, premium amortization adjustments, convertible preferred stocks, dollar roll transactions, and swap contract transactions. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Repurchase Agreements - The Portfolio may enter into repurchase agreements, under the terms of a Master Repurchase Agreement, (“MRA”), with selected commercial banks and broker-dealers, under which the Portfolio acquires securities as collateral and agrees to resell the securities at an agreed upon time and at an agreed-upon price. The Portfolio, through the custodian or a subcustodian,

MSF-30

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

receives delivery of the underlying securities collateralizing any repurchase agreements. The Portfolio requires the custodian to take possession, to have legally segregated in the Federal Reserve Book Entry System, or to have segregated within the custodian’s vault, all securities held as collateral for repurchase agreements. It is the Portfolio’s policy that the market value of the collateral be at least equal to 100% of the repurchase price in the case of a repurchase agreement of one-day duration and at least equal to 102% of the repurchase price in the case of all other repurchase agreements. In the event of default or failure by a party to perform an obligation in connection with any repurchase transaction, the Master Repurchase Agreement gives the non-defaulting party the right to set-off claims and to apply property held by it in connection with any repurchase transaction against obligations owed to it.

At December 31, 2013, the Portfolio had investments in repurchase agreements with a gross value of $18,428,000, which is included as part of investments at value on the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at December 31, 2013.

Reverse Repurchase Agreements - The Portfolio may enter into reverse repurchase agreements with qualified institutions. In a reverse repurchase agreement, the Portfolio transfers securities in exchange for cash to a financial institution or counterparty, concurrently with an agreement by the Portfolio to re-acquire the same securities at an agreed upon price and date. During the reverse repurchase agreement period, the Portfolio continues to receive principal and interest payments on these securities. The Portfolio will establish a segregated account with its custodian in which it will maintain liquid assets equal in value to its obligations in respect of reverse repurchase agreements. Reverse repurchase agreements involve the risk that the market value of the securities transferred by the Portfolio may decline below the agreed-upon reacquisition price of the securities. In the event of default or failure by a party to perform an obligation in connection with any reverse repurchase transaction, the Master Repurchase Agreement entitles the non-defaulting party with a right to set-off claims and apply property held by it in respect of any reverse repurchase transaction against obligations owed to it. Cash received in exchange for securities transferred under reverse repurchase agreements plus accrued interest payments to be made by the Portfolio to counterparties are reflected as liabilities on the Statement of Assets and Liabilities. For the year ended December 31, 2013, the Portfolio had an outstanding reverse repurchase agreement balance of 278 days. The average amount of borrowings was $89,862,732 and the weighted average interest rate was (0.054%) during the 278 day period.

The following table is a summary of open reverse repurchase agreements by counterparty which are subject to offset under a MRA on a net basis as of December 31, 2013:

Counterparty	Reverse Repurchase Agreements		Collateral Pledged			Net Amount1
Bank of America N.A.	$	14,173,475	$	(14,097,982	)	$	75,493
BNP Paribas S.A		20,693,631		(20,581,289	)		112,342
Credit Suisse International		9,677,625		(9,636,068	)		41,557
Deutsche Bank AG		17,897,632		(17,892,026	)		5,606
	$	62,442,363	$	(62,207,365	)	$	234,998

¹  Net amount represents the net amount payable to the counterparty in the event of default.

Secured Borrowing Transactions - The Portfolio may enter into transactions consisting of a transfer of a security by the Portfolio to a financial institution or counterparty, with a simultaneous agreement to reacquire the same, or substantially the same security, at an agreed-upon price and future settlement date. Such transactions are treated as secured borrowings, and not as purchases and sales. The Portfolio receives cash from the transfer of the security to use for other investment purposes. During the year ended December 31, 2013, the Portfolio entered into secured borrowing transactions involving U.S. Treasury. During the term of the borrowing, the Portfolio is not entitled to receive principal and interest payments, if any, made on the security transferred to the counterparty during the term of the agreement. The difference between the transfer price and the reacquisition price, known as the “price drop”, is included in net investment income with the cost of the secured borrowing transaction being recorded as interest expense over the term of the borrowing. The agreed upon proceeds for securities to be reacquired by the Portfolio are reflected as a liability on the Statement of Assets and Liabilities. For the year ended December 31, 2013, the Portfolio’s average amount of borrowings was $85,936,152 and the weighted average interest rate was 0.098%. At December 31, 2013, the Portfolio had no outstanding borrowings. For the year ended December 31, 2013, the Portfolio had an outstanding secured borrowing transaction balance for 117 days.

Mortgage Dollar Rolls - The Portfolio may enter into mortgage “dollar rolls” in which a Portfolio sells to-be-announced (“TBA”) mortgage-backed securities for delivery in the current month and simultaneously contracts to repurchase substantially similar (same type, coupon, and maturity) securities on a specified future date. For the duration of the transaction, or roll period, the Portfolio foregoes principal (including prepayments of principal) and interest paid on the securities sold. Dollar rolls are accounted for as purchase and sale transactions; gain or loss is recognized at the commencement of the term of the dollar roll and each time the mortgage-backed security is rolled.

MSF-31

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

Treasury and mortgage dollar roll transactions involve the risk that the market value of the securities that the Portfolio is required to repurchase or reacquire may be less than the agreed-upon repurchase price of those securities and that the investment performance of securities purchased with proceeds from these transactions does not exceed the income, capital appreciation, and gain or loss that would have been realized on the securities transferred or sold, as applicable, as part of the treasury or mortgage dollar roll.

Mortgage Related and Other Asset-Backed Securities - The Portfolio may invest in mortgage-related or other asset-backed securities. These securities may include mortgage pass-through securities, collateralized mortgage obligations (“CMOs”), commercial mortgage-backed securities, CMO residuals, stripped mortgage backed securities (“SMBS”), and other securities that directly or indirectly represent a participation in, or are secured by or payable from, mortgage loans on real property or other receivables. The value of some mortgage- or asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Early repayment of principal on some mortgage-related securities may expose the Portfolio to a lower rate of return upon reinvestment of principal. The value of these securities may fluctuate in response to the market’s perception of the creditworthiness of the issuers. Additionally, although mortgages and mortgage-related securities are generally supported by some form of government or private guarantee and/or insurance, there is no assurance that private guarantors or insurers will meet their obligations.

In one type of SMBS, one class receives all of the interest from the mortgage assets (the interest-only or “IO” class), while the other class will receive all of the principal (the principal-only or “PO” class). Because principal will not be received at the maturity of an IO, adjustments are made to the book value of the security until maturity. These adjustments are netted against payments received for the IOs and the net amount is included in interest income on the Statement of Operations of the Portfolio. Payments received for POs are treated as reductions to the cost and par value of the securities. Details of mortgage related and other asset-backed securities held by the Portfolio are included in the Portfolio’s Schedule of Investments.

The Portfolio may invest a significant portion of its assets in securities of issuers that hold mortgage and asset-backed securities and direct investments in securities backed by commercial and residential mortgage loans and other financial assets. The value and related income of these securities are sensitive to changes in economic conditions, including delinquencies and/or defaults, and may be negatively impacted by increased volatility of market prices and periods of illiquidity.

TBA Purchase & Forward Sale Commitments - The Portfolio may enter into TBA commitments to purchase or sell securities for a fixed price at a future date. TBA commitments are considered securities in themselves, and involve a risk of loss if the value of the security to be purchased or sold declines or increases prior to settlement date, which is in addition to the risk of decline in the value of the Portfolio’s other assets. TBA forward sales commitments are valued at the current market value of the underlying securities, according to the procedures described under “Investment Valuation and Fair Value Measurements”.

When-Issued and Delayed-Delivery Securities - The Portfolio may purchase securities on a when-issued or delayed-delivery basis. Settlement of such transactions normally occurs within a month or more after the purchase commitment is made. The Portfolio may purchase securities under such conditions only with the intention of actually acquiring them, but may enter into a separate agreement to sell the securities before the settlement date. Since the value of securities purchased may fluctuate prior to settlement, the Portfolio may be required to pay more at settlement than the security is worth. In addition, the purchaser is not entitled to any of the interest earned prior to settlement.

Upon making a commitment to purchase a security on a when-issued or delayed-delivery basis, the Portfolio will hold liquid assets in a segregated account with the Portfolio’s custodian, or set aside liquid assets in the Portfolio’s records, worth at least the equivalent of the amount due. The liquid assets will be monitored on a daily basis and adjusted as necessary to maintain the necessary value.

High Yield Debt Securities - The Portfolio may invest in high yield debt securities, or “junk bonds,” which are securities that are rated below “investment grade” or, if not rated, are of equivalent quality. A portfolio with high yield debt securities generally will be exposed to greater market risk and credit risk than a portfolio that invests only in investment grade debt securities because issuers of high yield debt securities are generally less secure financially, are more likely to default on their obligations, and their securities are more sensitive to interest rate changes and downturns in the economy. In addition, the secondary market for lower-rated debt securities may not be as liquid as that for more highly rated debt securities. As a result, the Portfolio’s Subadviser may find it more difficult to value lower-rated debt securities or sell them and may have to sell them at prices significantly lower than the values assigned to them by the Portfolio.

3. Investments in Derivative Instruments

Forward Foreign Currency Exchange Contracts - The Portfolio may enter into forward foreign currency exchange contracts to obtain investment exposure, enhance return or hedge or protect its portfolio holdings against the risk of future movements in certain foreign currency exchange rates. When entering into these contracts, the Portfolio agrees to receive or deliver a fixed quantity of foreign currency for an agreed-upon price on an agreed-upon future date. These contracts are valued daily and the Portfolio’s net equity therein, representing unrealized gain or loss on the contracts as measured by the difference between the forward foreign exchange rates at the dates of entry into the contracts and the forward foreign exchange rates at the valuation date, is included in the Statement

MSF-32

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

of Assets and Liabilities. When a contract is closed, the Portfolio recognizes a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

Realized and unrealized gains and losses on forward foreign currency exchange contracts are included in the Statement of Operations. These contracts involve market and/or credit risk in excess of the amount recognized in the Statement of Assets and Liabilities. The use of forward foreign currency exchange contracts does not eliminate fluctuations in the underlying prices of the securities of the Portfolio, but it does establish a rate of exchange that can be achieved in the future. Although forward foreign currency exchange contracts may limit the risk of loss due to a decline in the value of the currency holdings, they also limit any potential gain that might result should the value of the currency increase. In addition, the Portfolio could be exposed to losses if the counterparties to the contracts are unable to meet the terms of the contracts. The Portfolio’s maximum potential loss from such contracts is the aggregate face value in U.S. dollars at the time the contract was opened.

Futures Contracts - The Portfolio may buy and sell futures contracts as a hedge, to maintain investment exposure to a target asset class or to enhance return. The Portfolio may be subject to fluctuations in equity prices, interest rates, commodity prices, and foreign currency exchange rates in the normal course of pursuing its investment objective. Futures contracts are standardized agreements to buy or sell a security, or deliver a final cash settlement price in connection with an index, interest rate, currency, or other asset. The Portfolio must deposit an amount (“initial margin”) equal to a certain percentage of the face value of the futures contract. The initial margin may be in the form of cash or securities, which is returned when the Portfolio’s obligations under the contract have been satisfied. If cash is deposited as the initial margin, it is shown as cash collateral on the Statement of Assets and Liabilities. Futures contracts are marked-to-market daily, and subsequent payments (“variation margin”) are made or received by the Portfolio depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. When the contract is closed or expires, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risks of entering into futures contracts (and related options) include the possibility that the market for these instruments may be illiquid and that a change in the value of the contract or option may not correlate perfectly with changes in the value of the underlying instrument. Futures contracts are exchange-traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures contracts against default. For over-the-counter futures the Portfolio’s ability to terminate the positions may be more limited than in the case of exchange-traded positions and may also involve the risk that securities dealers participating in such transactions would fail to meet their obligations to the Portfolio.

Options Contracts - An option contract purchased by the Portfolio gives the Portfolio the right, but not the obligation, to buy (call) or sell (put) an underlying instrument at a fixed exercise price during a specified period. Call options written by the Portfolio give the holder the right to buy the underlying instrument from the Portfolio at a fixed exercise price; put options written by the Portfolio give the holder the right to sell the underlying instrument to the Portfolio at a fixed exercise price.

The Portfolio may use options to hedge against changes in values of securities the Portfolio owns or expects to purchase, to maintain exposure to the broad equity markets or to enhance return. Writing puts or buying calls tends to increase the Portfolio’s exposure to the underlying instrument and writing calls or buying puts tends to decrease the Portfolio’s exposure to the underlying instrument, and can be used to hedge other Portfolio investments. For options used to hedge the Portfolio’s investments, the potential risk to the Portfolio is that the change in value of options contracts may not correspond perfectly to the change in value of the hedged instruments. The Portfolio also bears the risk of an unfavorable change in the value of the underlying instrument or the risk that the Portfolio may not be able to enter into a closing transaction due to an illiquid market. The Portfolio’s maximum risk of loss from counterparty credit risk, as opposed to investment and other types of risk, in respect of purchased options is typically the premium initially paid for the option plus any unrealized gains.

The main risk associated with purchasing an option is that the option expires without being exercised. In this case, the option is worthless when it expires and the premium paid for the option is considered a realized loss. The risk associated with writing a call option is that the Portfolio may forgo the opportunity for a profit if the market value of the underlying instrument increases and the option is exercised, requiring the Portfolio to sell the underlying instrument at a price below its market value. When the Portfolio writes a call option on a security it does not own, its exposure on such an option is theoretically unlimited. The risk in writing a put option is that the Portfolio may incur a loss if the market value of the underlying instrument decreases and the option is exercised, requiring the Portfolio to purchase the underlying instrument at a price above its market value. In addition, the Portfolio risks not being able to enter into a closing transaction for the written option as the result of an illiquid market for the option.

Purchases of put and call options are recorded as investments, the value of which are marked-to-market daily. When a purchased option expires without being exercised, the Portfolio will realize a loss equal to the premium paid. When the Portfolio enters into a closing sale transaction, the Portfolio will realize a gain or loss depending on whether the sales proceeds from the closing sale transaction are greater or less than the premium initially paid for the option. When the Portfolio exercises a put option, it will realize a gain or loss from the sale of the underlying instrument and the proceeds from such sale will be decreased by the premium originally paid for the put option. When the Portfolio exercises a call option, the cost of the security which the Portfolio purchases upon exercise will be increased by the premium originally paid for the call option.

MSF-33

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

The premium received for a written option is recorded as an asset and an equivalent liability. The liability is subsequently marked to market to reflect the current value of the option written. When a written option expires without being exercised or the Portfolio enters into a closing purchase transaction, the Portfolio realizes a gain (or loss if the cost of the closing purchase transaction exceeds the premium received when the option was sold) without regard to any unrealized gain or loss on the underlying instrument and the liability related to such option is eliminated. When a written call option is exercised, the Portfolio realizes a gain or loss, as adjusted for the premium received, from the sale of the underlying instrument. When a written put option is exercised, the premium received is offset against the amount paid for the purchase of the underlying instrument.

The purpose of inflation-capped options is to protect the buyer from inflation, above a specified rate, eroding the value of investments in inflation-linked products with a given notional exposure. Inflation-capped options are used to give downside protection to investments in inflation-linked products by establishing a floor on the value of such products.

Swap Agreements - The Portfolio may enter into swap agreements in which the Portfolio and a counterparty agree to either make periodic net payments on a specified notional amount or net payment upon termination. Swap agreements are either privately negotiated in the over-the-counter market (“OTC swaps”) or executed in a multilateral or other trade facility platform, such as a registered commodities exchange (“centrally-cleared swaps”). The Portfolio may enter into swap agreements for the purposes of managing exposure to interest rate, credit or market risk, or for other purposes. In connection with these agreements, securities or cash may be paid or received, as applicable, by the Portfolio as collateral or margin in accordance with the terms of the respective swap agreements to provide assets of value and recourse in the event of default or bankruptcy/insolvency. Securities posted by the Portfolio as collateral for swap contracts are identified in the Schedule of Investments and restricted cash, if any, is reflected on the Statement of Assets and Liabilities.

Centrally-Cleared Swaps: Certain clearinghouses currently offer clearing for limited types of derivatives transactions, principally credit derivatives. In a cleared derivative transaction, a Portfolio typically enters into the transaction with a financial institution counterparty, and performance of the transaction is effectively guaranteed by a central clearinghouse, thereby reducing or eliminating the Portfolio’s exposure to the credit risk of the original counterparty. The Portfolio typically will be required to post specified levels of margin with the clearinghouse or at the instruction of the clearinghouse; the margin required by a clearinghouse may be greater than the margin the Portfolio would be required to post in an uncleared derivative transaction. Only a limited number of derivative transactions are currently eligible for clearing.

Swap agreements are marked-to-market daily. The fair value of an OTC swap is reflected on the Statement of Assets and Liabilities. The changes in value, if any, are reflected as a component of net change in unrealized appreciation/depreciation on the Statement of Operations. Daily changes in valuation of centrally cleared swaps, if any, are recorded as a receivable or payable for variation margin on the Statement of Assets and Liabilities and as a component of unrealized appreciation/depreciation on the Statement of Operations. Upfront payments paid or received upon entering into the swap agreement compensate for differences between the stated terms of the swap agreement and prevailing market conditions (such as credit spreads, currency exchange rates, interest rates, and other relevant factors). Upon termination or maturity of the swap, upfront premiums are recorded as realized gains or losses on the Statement of Operations. A liquidation payment received or made at the termination of the swap is recorded as realized gain or loss on the Statement of Operations. Net periodic payments received or paid by the Portfolio are included as part of realized gains or losses on the Statement of Operations.

Swap transactions involve, to varying degrees, elements of interest rate, credit, and market risk in excess of the amounts recognized in the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform, or that there may be unfavorable changes in market conditions or interest rates. In addition, entering into swap agreements involves documentation risk resulting from the possibility that the parties to a swap agreement may disagree as to the meaning of contractual terms in the agreement. The Portfolio may enter into swap transactions with counterparties in accordance with guidelines established by the Board. These guidelines provide for a minimum credit rating for each counterparty and various credit enhancement techniques (for example, collateralization of amounts due from counterparties) to limit exposure to counterparties that have lower credit ratings. A Portfolio’s maximum risk of loss from counterparty credit risk is the discounted value of the net cash flows to be received from the counterparty over the contract’s remaining life, to the extent that amount is positive, or the fair value of the contract. The risk may be mitigated by having a master netting arrangement between the Portfolio and the counterparty and by the posting of collateral by the counterparty to cover the Portfolio’s exposure to the counterparty. Counterparty risk related to centrally-cleared swaps is mitigated due to the protection against defaults provided by the exchange on which these contracts trade.

Credit Default Swaps: The Portfolio is subject to credit risk in the normal course of pursuing its investment objectives. The Portfolio may enter into credit default swaps to manage its exposure to the market or certain sectors of the market, to reduce its risk exposure to defaults of corporate and/or sovereign issuers, or to create exposure to corporate and/or sovereign issuers to which they are not otherwise exposed. Credit default swaps involve one party making a stream of payments (referred to as the buyer of protection) to another party (the seller of protection) in exchange for the right to receive a specified return if a credit event occurs for the

MSF-34

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

referenced entity, obligation or index. A credit event is defined under the terms of each swap agreement and may include, but is not limited to, underlying entity default, bankruptcy, write-down, principal shortfall or interest shortfall. As the seller of protection, if an underlying credit event occurs, the Portfolio will either pay the buyer an amount equal to the notional amount of the swap and take delivery of the referenced obligation (or underlying securities comprising the referenced index), or pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation (or underlying securities comprising the referenced index). In return, the Portfolio would receive from the counterparty an upfront or periodic stream of payments throughout the life of the credit default swap agreement provided that no credit event has occurred. As the seller of protection, the Portfolio would effectively add leverage to its portfolio because, in addition to its total net assets, the Portfolio would be subject to investment exposure on the notional amount of the credit default swap.

The Portfolio may also purchase credit default swap contracts in order to hedge against the risk of default of debt securities held in its portfolio. This would involve the risk that the investment may be worthless when it expires and would only generate income in the event of an actual default by the issuer of the underlying obligation (as opposed to a credit downgrade or other indication of financial instability). It would also involve credit risk, whereby the seller may fail to satisfy its payment obligations to the Portfolio in the event of a default. As the buyer of protection, if an underlying credit event occurs, the Portfolio will either receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation (or underlying securities comprising the referenced index), or receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation (or underlying securities comprising the referenced index). If no credit event occurs and the Portfolio is a buyer of protection, the Portfolio will typically recover nothing under the credit default swap agreement, but it will have had to pay the required upfront payment or stream of continuing payments under the credit default swap agreement. Recovery values are at times established through the credit event auction process in which market participants are ensured that a transparent price has been set for the defaulted obligation.

Credit default swap agreements on credit indices involve one party making a stream of payments to another party in exchange for the right to receive a specified return in the event of a write-down, principal shortfall, interest shortfall or default of all or part of the referenced entities comprising the credit index. A credit index is a basket of credit instruments or exposures designed to be representative of some part of the credit market as a whole. An index credit default swap references all the names in the index, and if there is a credit event involving an entity in the index, the credit event is settled based on that entity’s weight in the index. A Portfolio may use credit default swaps on credit indices as a hedge for credit default swaps or bonds held in the portfolio, which is less expensive than it would be to buy many individual credit default swaps to achieve similar effect. Credit default swaps on indices are benchmarks for protecting investors owning bonds against default, and may be used to speculate on changes in credit quality.

Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on a credit index or corporate or sovereign issuer, serve as some indication of the status of the payment/performance risk and the likelihood or risk of default for the credit derivative. The implied credit spread of a particular referenced entity or index also reflects the cost of buying/selling protection and may reflect upfront payments required to be made to enter into the agreement. Wider credit spreads generally represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the particular swap agreement. When no implied credit spread is available for a credit default swap, the current unrealized appreciation/depreciation on the position may be used as an indicator of the current status of the payment/performance risk.

The maximum potential amount of future payments (undiscounted) that the Portfolio as a seller of protection could be required to make under a credit default swap agreement would be an amount equal to the notional amount of the agreement. Notional amounts of all credit default swap agreements outstanding as of December 31, 2013, for which the Portfolio is the seller of protection, are disclosed in the Schedule of Investments. These potential amounts would be partially offset by any recovery values of the respective referenced obligations, upfront payments received upon entering into the agreement or net amounts received from the settlement of buy protection credit default swap agreements entered into by the Portfolio for the same referenced entity or entities.

Interest Rate Swaps: The Portfolio may enter into interest rate swaps to manage its exposure to interest rates or to protect against currency fluctuations, to adjust the interest rate sensitivity (duration), to preserve a return or spread on a particular investment, or otherwise as a substitute for a direct investment in debt securities. The Portfolio is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Portfolio holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Portfolio may enter into interest rate swap agreements. Interest rate swaps are agreements in which one party pays a stream of interest payments, either fixed or floating rate, for another party’s stream of interest payments, either fixed or floating, on the same notional amount for a specified period of time. Other forms of interest rate swap agreements may include: (1) interest rate caps, under which, in return for a premium, one party agrees to make payments to the other to the extent that interest rates exceed a specified rate, or “cap”; (2) interest rate floors, under which, in return for a premium, one party agrees to make payments to the other to the extent that interest rates fall below a specified rate, or “floor”; and (3) interest rate collars, under which a party sells a cap and purchases a floor or vice versa in an attempt to protect itself against interest rate movements exceeding given minimum or maximum

MSF-35

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

levels. The Portfolio’s maximum risk of loss from counterparty credit risk, as opposed to investment and other types of risk, in respect of interest rate swaps is typically the discounted net value of the cash flows to be received from the counterparty over the contract’s remaining life, to the extent that amount is positive.

At December 31, 2013, the Portfolio had the following derivatives, categorized by risk exposure:

	Asset Derivatives			Liability Derivatives
Risk Exposure	Statement of Assets & Liabilities Location	Fair Value		Statement of Assets & Liabilities Location	Fair Value
Interest Rate	Investments at market value (a) (d)	$	264,367
	OTC swap contracts at market value (b)		211,548	OTC swap contracts at market value (b)	$	34,879
	Unrealized appreciation on centrally cleared swap contracts** (c)		55,017
	Unrealized appreciation on futures contracts* (c)		685,995	Unrealized depreciation on futures contracts* (c)		197,610
				Written options at value (e)		63,170
Credit				Unrealized depreciation on centrally cleared swap contracts**		87,115
	OTC swap contracts at market value (b)		214,354	OTC swap contracts at market value (b)		35,460
Foreign Exchange	Investments at market value (a)		199,574
	Unrealized appreciation on forward foreign currency exchange contracts		62,910	Unrealized depreciation on forward foreign currency exchange contracts		119,454
				Written options at value		71,893
Total		$	1,693,765		$	609,581

* Includes cumulative appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only the current day’s variation margin is reported within the Statement of Assets and Liabilities.

** Represents the unrealized appreciation/depreciation of centrally cleared swaps as reported in the Schedule of Investments. Only the variation margin is reported within the Statement of Assets and Liabilities.

(a) Includes purchased options which are part of investments as shown in the Statement of Assets and Liabilities.

(b) Excludes interest receivable on swap contracts of $4,820.

(c) Financial instrument not subject to a master netting agreement.

(d) Includes an exchange traded purchased option with a value of $146,475 that is not subject to a master netting agreement.

(e) Includes an exchange traded written option with a value of $35,263 that is not subject to a master netting agreement.

The Portfolio is required to disclose the impact of offsetting assets and liabilities represented in the Statement of Assets and Liabilities to enable users of the financial statements to evaluate the effect or potential effect of netting arrangements on its financial position for recognized assets and liabilities.

The following table presents the Portfolio’s derivative assets by counterparty net of amounts available for offset under a master netting agreement (“MNA”), or similar agreement, and net of the related collateral received by the Portfolio as of December 31, 2013.

Counterparty	Derivative Assets subject to a MNA by Counterparty		Financial Instruments available for offset			Collateral Received†			Net Amount*
Bank of America N.A.	$	87,840	$	(14,497	)	$	(65,000	)	$	8,343
Barclays Bank plc		266,350		(104,642	)		(10,105	)		151,603
BNP Paribas S.A.		8,376		(3,195	)		—			5,181
Citibank N.A.		7,011		(7,011	)		—			—
Credit Suisse International		3,748		(1,344	)		—			2,404
Deutsche Bank AG		214,419		(94,640	)		���			119,779
JPMorgan Chase Bank N.A.		190,589		—			(100,000	)		90,589
Morgan Stanley Capital Services		21,598		(21,598	)		—			—
Westpac Banking Corp.		6,347		—			—			6,347
	$	806,278	$	(246,927	)	$	(175,105	)	$	384,246

The following table presents the Portfolio’s derivative liabilities by counterparty net of amounts available for offset under a master netting agreement, or similar agreement, and net of the related collateral pledged by the Portfolio as of December 31, 2013.

Counterparty	Derivative Liabilities subject to a MNA by Counterparty		Financial Instruments available for offset			Collateral Pledged†		Net Amount**
Bank of America N.A.	$	14,497	$	(14,497	)	$	—	$	—
Barclays Bank plc		104,642		(104,642	)		—		—
BNP Paribas S.A.		3,195		(3,195	)		—		—

MSF-36

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

Counterparty	Derivative Liabilities subject to a MNA by Counterparty		Financial Instruments available for offset			Collateral Pledged†		Net Amount**
Citibank N.A.	$	7,811	$	(7,011	)	$	—	$	800
Credit Suisse International		1,344		(1,344	)		—		—
Deutsche Bank AG		94,640		(94,640	)		—		—
Morgan Stanley Capital Services		48,446		(21,598	)		—		26,848
Royal Bank of Canada (RBC)		7,066		—			—		7,066
UBS AG		7,952		—			—		7,952
	$	289,593	$	(246,927	)	$	—	$	42,666

* Net amount represents the net amount receivable from the counterparty in the event of default.

** Net amount represents the net amount payable due to the counterparty in the event of default.

† In some instances, the actual collateral received and/or pledged may be more than the amount shown here due to overcollateralization.

Transactions in derivative instruments during the year ended December 31, 2013 were as follows:

Statement of Operations Location—Net Realized Gain (Loss)	Interest Rate			Credit			Foreign Exchange			Total
Investments (a)	$	405,338		$	—		$	(2,171,391	)	$	(1,766,053	)
Forward foreign currency transactions		—			—			210,450			210,450
Futures contracts		5,985,606			—			—			5,985,606
Swap contracts		4,608,106			668,822			—			5,276,928
Written options		(225,505	)		—			3,755,237			3,529,732
	$	10,773,545		$	668,822		$	1,794,296		$	13,236,663
Statement of Operations Location—Net Change in Unrealized Appreciation (Depreciation)	Interest Rate			Credit			Foreign Exchange			Total
Investments (a)	$	65,228		$	—		$	(796,516	)	$	(731,288	)
Forward foreign currency transactions		—			—			(65,779	)		(65,779	)
Futures contracts		(269,885	)		—			—			(269,885	)
Swap contracts		232,804			(590,962	)		—			(358,158	)
Written options		(41,725	)		—			477,992			436,267
	$	(13,578	)	$	(590,962	)	$	(384,303	)	$	(988,843	)

For the year ended December 31, 2013, the average amount or number per contract outstanding for each derivative type was as follows:

Derivative Description	Average Notional Par or Face Amount‡
Investments (a)	$	66,929,910
Forward foreign currency transactions		68,497,942
Futures contracts long		89,639,052
Futures contracts short		(78,013,815	)
Swap contracts		109,436,344
Written options		(40,304,893	)

‡ Averages are based on activity levels during 2013.

(a) Includes purchased options which are part of net realized gain (loss) on investments and net change in unrealized appreciation (depreciation) on investments as shown in the Statement of Operations.

Written Options

The Portfolio transactions in written options during the year December 31, 2013:

Call Options	Notional Amount			Number of Contracts			Premium Received
Options outstanding December 31, 2012		29,865,000			—		$	516,523
Options written		75,078,000			532			2,461,872
Options bought back		—			(532	)		(225,901	)
Options expired		(102,683,000	)		—			(2,743,511	)
Options outstanding December 31, 2013		2,260,000			—		$	8,983

MSF-37

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

Put Options	Notional Amount			Number of Contracts			Premium Received
Options outstanding December 31, 2012		4,000,000			—		$	74,347
Options written		1,244,720,000			1,497			1,525,898
Options bought back		(4,000,000	)		(1,280	)		(489,614	)
Options expired		(59,680,000	)		—			(1,011,725	)
Options outstanding December 31, 2013		1,185,040,000			217		$	98,906

4. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels. Collateral requirements may differ by type of derivative or investment, as applicable. Collateral or margin requirements are set by the broker or exchange clearing house for exchange traded derivatives (e.g., futures contracts and exchange traded options) while collateral terms are contract specific for over-the-counter traded derivatives (e.g., forward foreign currency exchange contracts, swap agreements and over-the-counter options).

For derivatives traded under an International Swaps and Derivatives Association, Inc. Master Agreement (“ISDA Master Agreement”) or similar master agreement, the collateral requirements are netted across all transactions traded under such agreement and one amount is posted from one party to the other to collateralize such obligations. The ISDA Master Agreement gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a certain deterioration in the credit quality of the other party. The ISDA Master Agreement gives the Portfolio the right, upon an event of default by the applicable counterparty or a termination of the agreement, to close out all transactions traded under such agreement and to net amounts owed under each transaction to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could result in a reduction of the Portfolio’s credit risk to such counterparty equal to any amounts payable by the Portfolio under the applicable transactions, if any. However, absent an event of default by the counterparty or a termination of the agreement, the ISDA Master Agreement does not result in an offset of reported amounts of assets and liabilities in the Statement of Assets and Liabilities across transactions between the Portfolio and the applicable counterparty. The enforceability of the right to offset may vary by jurisdiction. Cash collateral that has been pledged to cover obligations of the Portfolio under derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities. Securities pledged as collateral, if any, for the same purpose are noted in the Schedule of Investments.

Repurchase and reverse repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase and reverse repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty.

Master Securities Forward Transaction Agreements (“Master Forward Agreements”) govern the considerations and factors surrounding the settlement of certain forward settling transactions, such as To-Be-Announced securities, delayed-delivery or secured borrowings transactions by and between the Portfolio and select counterparties. The Master Forward Agreements maintain provisions for, among other things, initiation and confirmation, payment and transfer, events of default, termination, and maintenance of collateral.

MSF-38

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

Customer Account Agreements and related addendums govern cleared derivatives transactions such as futures, options on futures, and cleared OTC derivatives. Cleared derivative transactions require posting of initial margin as determined by each relevant clearing agency which is segregated at a broker account registered with the Commodities Futures Trading Commission (CFTC), or the applicable regulator. In the U.S., counterparty risk is significantly reduced as creditors of the futures broker do not have claim to Portfolio assets in the segregated account. Additionally, portability of exposure in the event of default further reduces risk to the Portfolio. Variation margin, or changes in market value, are exchanged daily, but may not be netted between futures and cleared OTC derivatives.

Foreign Investment Risk: The investments by the Portfolio in foreign securities may involve risks not present in domestic investments. Because securities may be denominated in foreign currencies, may require settlement in foreign currencies and may pay interest or dividends in foreign currencies, changes in the relationship of these foreign currencies to the U.S. dollar can significantly affect the value of the investments and earnings of the Portfolio. Foreign investments may also subject the Portfolio to foreign government exchange restrictions, expropriation, taxation or other political, social or economic developments, all of which could affect the market and/or credit risk of the investments. In addition to the risks described above, risks may arise from forward foreign currency contracts with respect to the potential inability of counterparties to meet the terms of their contracts.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

5. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, including mortgage dollar roll and TBA transactions but excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases				Sales
U.S. Government		Non U.S. Government		U.S. Government		Non U.S. Government
$	4,113,393,257	$	590,273,243	$	4,202,601,331	$	671,257,342

Purchases and sales of mortgage dollar rolls and TBA transactions for the year ended December 31, 2013 were as follows:

Purchases		Sales
$	2,812,412,826	$	2,854,030,662

6. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$5,933,205		0.500	%	Of the first $500 million
		0.450	%	Of the next $500 million
		0.400	%	On amounts in excess of $1 billion

MetLife Advisers had entered into an investment subadvisory agreement with respect to the Portfolio. Prior to February 3, 2014, BlackRock Advisors, LLC is compensated by MetLife Advisers to provide subadvisory services for the Portfolio (see Note 9 of the Notes to Financial Statements).

Certain officers and trustees of the Trust may also be officers of the Adviser; however, such officers and trustees receive no compensation from the Trust.

During the year ended December 31, 2013, the Subadvisor voluntarily reimbursed the Portfolio for certain trading costs during a transition of the Portfolio. This reimbursement is reflected as net increase from payments by affiliates in the Statement of Operations.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B and E Shares. MIDC is a wholly-owned subsidiary of

MSF-39

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B and E Shares. Under the Distribution and Service Plan, the Class B and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an active employee of MetLife or its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

7. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

8. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$31,923,395	$	28,774,954	$	—	$	—	$	31,923,395	$	28,774,954

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards			Total
$26,762,222	$	—	$	226,055,302	$	(16,387,061	)	$	236,430,463

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

During the year ended December 31, 2013, the Portfolio utilized capital loss carryforwards of $80,924,105.

As of December 31, 2013, the Portfolio had no post-enactment accumulated capital losses and the pre-enactment accumulated capital loss carryforwards expiring on December 31, 2017 were $16,387,061.

9. Subsequent Events

On November 20, 2013, the Board approved a new Subadvisory Agreement (the “Agreement”) with respect to the Portfolio between MetLife Advisers and Wellington Management Company, LLP (“Wellington”). The Agreement is not subject to shareholder approval and became effective February 3, 2014. The Advisory Agreement between the Trust, with respect to the Portfolio, and MetLife Advisers will remain in effect and fees payable thereunder to MetLife Advisers will not change. Under the Agreement, Wellington became subadviser to the Portfolio, succeeding BlackRock Advisors, LLC, and became responsible for the day-to-day management of the Portfolio’s investment operations under the oversight of MetLife Advisers and the Board. The name of the BlackRock Diversified Portfolio changed to the WMC Balanced Portfolio at the time the Agreement took effect.

MSF-40

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Report of Independent Registered Public Accounting Firm

To the Shareholders of WMC Balanced Portfolio and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio), one of the portfolios constituting Metropolitan Series Fund (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of WMC Balanced Portfolio of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 27, 2014

MSF-41

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

MSF-42

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-43

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the WMC Balanced Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹ With respect to the WMC Balanced Portfolio, the Board approved its Advisory Agreement and two Sub-Advisory Agreements: One Sub-Advisory Agreement for the then-existing Sub-Adviser, BlackRock Advisors, LLC (“BlackRock”), and one Sub-Advisory Agreement for the new Sub-Adviser, Wellington Management Company, LLP (“Wellington”), which was proposed to succeed BlackRock on or about February 3, 2014. The BlackRock Sub-Advisory Agreement was approved for the period of time leading up until Wellington’s succession of BlackRock.

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-44

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. Both the Lipper Report and the Bobroff Report relate to the Portfolio’s performance and expenses when BlackRock was the Sub-Adviser. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and, to the extent applicable, long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the WMC Balanced Portfolio’s performance, the Board considered that the Portfolio outperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio outperformed its blended benchmark for the one- and three-year periods ended October 31, 2013 and underperformed its blended benchmark for the five-year period ended October 31, 2013. The Board also noted the pending Sub-Adviser change effective on or about February 3, 2014.

With respect to Wellington, the Board considered the performance of the investment strategy Wellington proposed to use in managing the Portfolio (the “Wellington Strategy”). Among other data relating specifically to the Wellington Strategy, the Board noted that both the equity and fixed-income sleeves of the Wellington Strategy had outperformed their respective indices, the Russell 1000 Index and the Barclays U.S. Aggregate Bond Index, for the trailing one-, three- and five-year periods ended September 30, 2013. The Board also noted that the equity sleeve of the Wellington Strategy performed above the median of its peer group for the same periods and that the fixed-income sleeve of the Wellington Strategy performed above the median of its peer group for the trailing three- and five-year

MSF-45

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

periods ended September 30, 2013. The Board further noted that the fixed income sleeve of the Wellington Strategy performed below the median of its peer group for the trailing one-year period ended September 30, 2013. The Board took into account that the portfolio managers who managed the Wellington Strategy were expected to manage the Portfolio. In addition, the Board took into consideration the differences in principal investment strategies between the Portfolio and the Wellington Strategy. The Board further noted the proposed Sub-Adviser change would be effective on or about February 3, 2014.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

The Board considered that the WMC Balanced Portfolio’s actual management fee and total expenses (exclusive of 12b-l fees) were below the Expense Group median, the Expense Universe median and Sub-advised Expense Universe median. The Board noted that the Portfolio’s contractual management fees were below the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also noted that the Portfolio’s contractual sub-advisory fees were above the average of the Sub-advised Expense Group and equal to the average of the Sub-advised Expense Universe at the Portfolio’s current size.

With respect to the hiring of Wellington, the Board noted that the rate of compensation to be paid to Wellington is lower at current asset levels than the rate of compensation the Adviser paid to BlackRock for managing the Portfolio under the BlackRock Sub-Advisory Agreement. The Board further considered, with the assistance of a Lipper-based report prepared by Bobroff, the Portfolio’s peer group ranking in light of its revised fee arrangement. In addition, the Board noted that the Adviser had recently negotiated a reduction with Wellington to the Portfolio’s sub-advisory fee schedule and that the Adviser agreed to waive a portion of its advisory fee in order for contractholders to benefit from the lower sub-advisory fee effective February 3, 2014.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

MSF-46

Metropolitan Series Fund

WMC Balanced Portfolio (formerly, BlackRock Diversified Portfolio)

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the WMC Balanced Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-47

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Managed by Wellington Management Company, LLP

Portfolio Manager Commentary*

PERFORMANCE

Davis Selected Advisers, L.P. (“Davis”), the Portfolio’s subadviser prior to February 3, 2014, prepared this commentary, which addresses the Portfolio’s performance for the one year period ended December 31, 2013. On February 3, 2014, Wellington Management Company, LLP (“Wellington”) succeeded Davis as the subadviser to the Portfolio and the name of the Portfolio was changed from the Davis Venture Value Portfolio to the WMC Core Equity Opportunities Portfolio. This commentary and performance does not reflect the management of Wellington.

For the one year period ended December 31, 2013, the Class A, B, and E shares of the WMC Core Equity Opportunities Portfolio returned 33.70%, 33.36%, and 33.53%, respectively. The Portfolio’s benchmark, the Standard & Poor’s (“S&P”) 500 Index¹, returned 32.39%.

MARKET ENVIRONMENT / CONDITIONS

A number of central banks from around the globe continued to hold interest rates low during 2013 in an attempt to spur the economy. In addition to the support that U.S. markets received from low rates, the markets also benefited from a reduction to the unemployment rate and an increase to consumer confidence as measured by the sentiment index of The Conference Board. The October and November consumer spending figures as reported by the U.S. Commerce Department also showed healthy gains. The Federal Reserve Board held its target for the shortest-term interest rates at between 0% and 0.25%. The twelve-months ending December 31, 2013 saw positive returns across all sectors in the S&P 500 Index. Each sector realized double digit increases rising by as much as 43% (Consumer Discretionary) to a low of 11% (Telecommunication Services). Among the sectors producing the strongest results were Health Care and Industrials.

PORTFOLIO REVIEW / PERIOD ENDING POSITIONING

Information Technology (“IT”) companies were the most important contributor to the Portfolio’s performance relative to the Index. The Portfolio’s IT companies out-performed the corresponding sector within the Index. Google was among the most important contributor to performance. Financial companies were the second most important contributor to the Portfolio’s performance relative to the Index. The Portfolio’s Financial companies slightly out-performed the corresponding sector within the Index and had a higher average weighting in this stronger performing sector. American Express, Bank of New York Mellon, Wells Fargo, Berkshire Hathaway, and Progressive were among the most important contributors to performance.

Industrial companies were one of the most important detractors from the Portfolio’s performance relative to the Index. The Portfolio’s Industrial companies under-performed the corresponding sector within the Index and had a lower average weighting in this stronger performing sector. Health Care companies were also an important detractor from the Portfolio’s performance relative to the Index. The Portfolio’s Health Care companies under-performed the corresponding sector within the Index and had a lower average weighting in this stronger performing sector. Laboratory Corp. of America was among the most important detractors from performance.

Other important contributors to performance included two Consumer Discretionary companies (Bed Bath & Beyond and Netflix) and a Consumer Staples company (CVS Caremark). Other important detractors from performance included three Materials companies, Rio Tinto (United Kingdom), BHP Billiton (United Kingdom), and Potash (Canada). Within Financials, Hang Lung Group (Hong Kong) was also a detractor. The Portfolio no longer owns Rio Tinto, BHP Billiton, or Potash.

Our focus is on selecting investments one company at a time without reference to a benchmark index. Our long-term focus usually results in low Portfolio turnover. We do not overreact to past short-term performance from individual holdings on either the upside or the downside. Market conditions may vary from period to period, yet the core tenets of the Davis Investment Discipline and approach remain the same. We start with the premise that stocks represent fractional ownership in real businesses. We seek to purchase durable businesses at value prices and hold them for the long term. We believe that owning shares of well-managed businesses with attractive reinvestment rates, purchased at reasonable valuations and held for years to allow the power of compounding to work, is a reliable method for building capital over long investment horizons.

MSF-1

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Managed by Wellington Management Company, LLP

Portfolio Manager Commentary*—(Continued)

As of December 31, 2013, the Portfolio’s largest sector holdings were in Financials, Consumer Staples, and Information Technology. Only two companies dropped out of the Portfolio’s top 10 holdings from the end of 2012. The Portfolio continues to own both companies that dropped out, Monsanto and Loews. The two new additions to the Portfolio’s top 10 holdings were Canadian Natural Resources and UnitedHealth Group.

Christopher Davis

Portfolio Manager

Davis Selected Advisers, L.P.

* This commentary may include statements that constitute “forward-looking statements” under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Portfolio, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Portfolio’s trading intent. Information about the Portfolio’s holdings, asset allocation or country diversification is historical and is not an indication of future Portfolio composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Portfolio may pay. If these additional fees were reflected, performance would have been lower.

MSF-2

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

A $10,000 INVESTMENT COMPARED TO THE S&P 500 INDEX

AVERAGE ANNUAL RETURNS (%) (FOR THE YEAR ENDED DECEMBER 31, 2013)

	1 Year		5 Year		10 Year
WMC Core Equity Opportunities Portfolio
Class A		33.70		16.44		6.79
Class B		33.36		16.16		6.51
Class E		33.53		16.28		6.62
S&P 500 Index		32.39		17.94		7.41

¹ The Standard & Poor’s 500 Index is an unmanaged index representing the performance of 500 major companies, most of which are listed on the New York Stock Exchange.

Portfolio performance is calculated including reinvestment of all income and capital gain distributions. Performance numbers are net of all Portfolio expenses but do not include any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that participants may bear relating to the operations of their plans. If these charges were included, the returns would be lower. The performance of any index referenced above has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. Direct investment in any index is not possible. The performance of Class A shares, as set forth in the line graph above, will differ from that of other classes because of the difference in expenses paid by policyholders investing in the different share classes.

This information represents past performance and is not indicative of future results. Investment return and principal value may fluctuate so that shares, upon redemption, may be worth more or less than the original cost.

PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2013

Top Holdings

	% of Net Assets
American Express Co.		8.2
Wells Fargo & Co.		6.8
Bank of New York Mellon Corp. (The)		6.6
Google, Inc. - Class A		6.1
CVS Caremark Corp.		5.6
Berkshire Hathaway, Inc. - Class A		4.9
Bed Bath & Beyond, Inc.		3.9
Costco Wholesale Corp.		3.1
UnitedHealth Group, Inc.		2.8
Canadian Natural Resources, Ltd.		2.7

Top Sectors

	% of Market Value of Total Long-Term Investments
Financials		40.9
Information Technology		12.3
Consumer Staples		12.2
Consumer Discretionary		11.5
Health Care		7.9
Materials		5.7
Energy		5.3
Industrials		4.2

MSF-3

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Understanding Your Portfolio’s Expenses

Shareholder Expense Example

As a shareholder of the Portfolio, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) (referred to as “expenses”) of investing in the Portfolio and compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, July 1, 2013 through December 31, 2013.

Actual Expenses

The first line for each share class of the Portfolio in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested in the particular share class of the Portfolio, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line for each share class of the Portfolio in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees or charges of your variable insurance product or any additional expenses that participants in certain eligible qualified plans may bear relating to the operations of their plan. Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these other costs were included, your costs would have been higher.

WMC Core Equity Opportunities Portfolio (formerly Davis Venture Value Portfolio)		Annualized Expense Ratio			Beginning Account Value July 1, 2013		Ending Account Value December 31, 2013		Expenses Paid During Period** July 1, 2013 to December 31, 2013
Class A(a)	Actual		0.67	%	$	1,000.00	$	1,157.90	$	3.64
	Hypothetical*		0.67	%	$	1,000.00	$	1,021.83	$	3.41
Class B(a)	Actual		0.92	%	$	1,000.00	$	1,156.40	$	5.00
	Hypothetical*		0.92	%	$	1,000.00	$	1,020.57	$	4.69
Class E(a)	Actual		0.82	%	$	1,000.00	$	1,157.00	$	4.46
	Hypothetical*		0.82	%	$	1,000.00	$	1,021.07	$	4.18

* Hypothetical assumes a rate of return of 5% per year before expenses.

** Expenses paid are equal to the Portfolio’s annualized expense ratio for the most recent six month period, as shown above, multiplied by the average account value over the period, multiplied by the number of days (184 days) in the most recent fiscal half-year, divided by 365 (to reflect the one-half year period).

^(a) The annualized expense ratio shown reflects the impact of the management fee waiver as described in Note 5 of the Notes to Financial Statements.

MSF-4

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Schedule of Investments as of December 31, 2013

Common Stocks—94.8% of Net Assets

Security Description	Shares		Value
Aerospace & Defense—0.5%
Textron, Inc. (a)		582,900	$	21,427,404
Automobiles—0.4%
Harley-Davidson, Inc. (a)		245,872		17,024,177
Beverages—2.2%
Coca-Cola Co. (The)		843,536		34,846,472
Diageo plc (ADR)		264,362		35,006,816
Heineken Holding NV		338,883		21,491,083
				91,344,371
Capital Markets—10.3%
Ameriprise Financial, Inc.		204,016		23,472,041
Bank of New York Mellon Corp. (The)		7,812,673		272,974,795
Charles Schwab Corp. (The) (a)		2,031,394		52,816,244
Goldman Sachs Group, Inc. (The)		50,033		8,868,849
Julius Baer Group, Ltd. (b)		1,430,768		68,990,889
				427,122,818
Chemicals—4.6%
Air Products & Chemicals, Inc. (a)		638,413		71,361,805
Ecolab, Inc.		534,473		55,729,500
Monsanto Co.		249,314		29,057,547
Praxair, Inc.		268,941		34,970,398
				191,119,250
Commercial Banks—6.8%
Wells Fargo & Co.		6,193,147		281,168,874
Commercial Services & Supplies—0.7%
Iron Mountain, Inc.		912,776		27,702,752
Computers & Peripherals—0.4%
Hewlett-Packard Co.		577,419		16,156,184
Construction Materials—0.8%
Lafarge S.A.		312,900		23,546,067
Martin Marietta Materials, Inc. (a)		103,749		10,368,675
				33,914,742
Consumer Finance—8.2%
American Express Co.		3,767,710		341,844,328
Diversified Financial Services—6.0%
Berkshire Hathaway, Inc. - Class A (b)		1,144		203,517,600
JPMorgan Chase & Co.		770,845		45,079,016
				248,596,616
Energy Equipment & Services—0.7%
Schlumberger, Ltd.		304,053		27,398,216
Food & Staples Retailing—8.6%
Costco Wholesale Corp.		1,068,694		127,185,273
CVS Caremark Corp.		3,247,037		232,390,438
				359,575,711
Food Products—0.2%
Nestle S.A.		117,524		8,627,195
Health Care Providers & Services—7.0%
Express Scripts Holding Co. (a) (b)		1,406,856		98,817,566
Laboratory Corp. of America Holdings (a) (b)		853,846		78,015,909
UnitedHealth Group, Inc.		1,540,877		116,028,038
				292,861,513
Household Durables—0.1%
Hunter Douglas NV		73,878		3,346,521
Insurance—6.0%
ACE, Ltd.		388,384		40,209,396
Alleghany Corp. (b)		61,972		24,786,321
Everest Re Group, Ltd.		120,205		18,736,353
Fairfax Financial Holdings, Ltd.		17,000		6,787,357
Loews Corp.		1,250,564		60,327,207
Markel Corp. (a) (b)		13,511		7,841,109
Progressive Corp. (The) (a)		3,268,623		89,135,349
				247,823,092
Internet & Catalog Retail—2.5%
Liberty Interactive Corp. - Class A (b)		1,078,576		31,656,206
Liberty Ventures - Series A (b)		67,227		8,241,358
Netflix, Inc. (a) (b)		51,927		19,117,963
priceline.com, Inc. (b)		39,420		45,821,808
				104,837,335
Internet Software & Services—6.4%
Google, Inc. - Class A (b)		228,186		255,730,332
Twitter, Inc. (a) (b)		194,030		12,350,010
				268,080,342
IT Services—0.9%
Visa, Inc. - Class A (a)		172,505		38,413,413
Life Sciences Tools & Services—0.5%
Agilent Technologies, Inc.		322,916		18,467,566
Machinery—1.1%
PACCAR, Inc. (a)		802,957		47,510,966
Marine—0.4%
Kuehne & Nagel International AG (a)		118,553		15,592,116
Media—2.6%
Liberty Global plc - Series C (b)		895,210		75,484,107
Walt Disney Co. (The)		418,360		31,962,704
				107,446,811
Oil, Gas & Consumable Fuels—4.4%
Canadian Natural Resources, Ltd.		3,312,651		112,100,110
EOG Resources, Inc.		246,802		41,423,247
Occidental Petroleum Corp.		304,938		28,999,604
				182,522,961

See accompanying notes to financial statements.

MSF-5

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Schedule of Investments as of December 31, 2013

Common Stocks—(Continued)

Security Description	Shares		Value
Professional Services—0.2%
Experian plc		541,850	$	10,000,497
Real Estate Management & Development—1.4%
Brookfield Asset Management, Inc. - Class A (a)		665,188		25,829,250
Brookfield Property Partners L.P.		38,674		771,160
Hang Lung Group, Ltd.		6,032,524		30,618,714
				57,219,124
Semiconductors & Semiconductor Equipment—1.2%
Texas Instruments, Inc. (a)		1,168,652		51,315,509
Software—2.7%
Activision Blizzard, Inc.		1,928,628		34,387,437
Microsoft Corp.		1,060,984		39,712,631
Oracle Corp.		1,043,039		39,906,672
				114,006,740
Specialty Retail—5.1%
Bed Bath & Beyond, Inc. (a) (b)		2,030,376		163,039,193
CarMax, Inc. (a) (b)		1,056,637		49,683,072
				212,722,265
Textiles, Apparel & Luxury Goods—0.2%
Cie Financiere Richemont S.A.		98,746		9,881,404
Tobacco—0.6%
Philip Morris International, Inc.		296,719		25,853,126
Transportation Infrastructure—1.1%
China Merchants Holdings International Co., Ltd.		10,740,468		39,554,908
Wesco Aircraft Holdings, Inc. (a) (b)		262,620		5,756,631
				45,311,539
Total Common Stocks (Cost $2,488,581,519)				3,946,235,478
Investment Company Security—0.5%
SPDR S&P 500 ETF Trust (Cost $20,013,056)		112,000		20,683,040
Corporate Bonds & Notes—0.0%
Security Description	Shares/ Principal Amount*		Value
Forest Products & Paper—0.0%
Emerald Plantation Holdings, Ltd. 6.000%, 01/30/20 (c) (d) (Cost $602,424)		993,939	$	675,878
Short-Term Investment—4.9%
Mutual Fund—4.9%
State Street Navigator Securities Lending MET Portfolio (e)		202,835,534		202,835,534
Total Short-Term Investment (Cost $202,835,534)				202,835,534
Total Investments—100.2% (Cost $2,712,032,533) (f)				4,170,429,930
Other assets and liabilities (net)—(0.2)%				(8,771,688	)
Net Assets—100.0%			$	4,161,658,242

* Principal amount stated in U.S. dollars unless otherwise noted.

(a) All or a portion of the security was held on loan. As of December 31, 2013, the market value of securities loaned was $199,603,977 and the collateral received consisted of cash in the amount of $202,835,534. The cash collateral is invested in a money market fund managed by an affiliate of the custodian.

(b) Non-income producing security.

(c) Payment-in-kind security for which part of the income earned may be paid as additional principal.

(d) Illiquid security. As of December 31, 2013, these securities represent 0.0% of net assets.

(e) Represents investment of cash collateral received from securities lending transactions.

(f) As of December 31, 2013, the aggregate cost of investments for federal income tax purposes was $2,693,914,022. The aggregate unrealized appreciation and depreciation of investments were $1,478,389,423 and $(1,873,515), respectively, resulting in net unrealized appreciation of $1,476,515,908 for federal income tax purposes.

(ADR)— An American Depositary Receipt is a certificate issued by a custodian bank representing the right to receive securities of the foreign issuer described. Trading on exchanges not located in the United States or Canada significantly influences the value of ADRs.

(ETF)— Exchange-Traded Fund

See accompanying notes to financial statements.

MSF-6

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Schedule of Investments as of December 31, 2013

Fair Value Hierarchy

Accounting principles generally accepted in the United States of America (“GAAP”) define fair market value as the price that the Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes inputs to valuation methods and requires disclosure of the fair value hierarchy that segregates fair value measurements into three levels. Levels 1, 2 and 3 of the fair value hierarchy are defined as follows:

Level 1 - unadjusted quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including, but not limited to, unadjusted quoted prices for similar investments in markets that are either active or inactive; inputs other than quoted prices that are observable such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, default rates, etc.)

Level 3 - significant unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are unavailable (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in them. Changes to the inputs or methodologies used may result in transfers between levels, which will be recognized as of the beginning of the reporting period. Information on transfers between Level 1 and Level 2, if any, will be disclosed following the fair value hierarchy table below. A reconciliation of Level 3 securities, if any, will also be disclosed following the fair value hierarchy table. For more information about the Portfolio’s policy regarding the valuation of investments, please refer to the Notes to Financial Statements.

The following table summarizes the fair value hierarchy of the Portfolio’s investments as of December 31, 2013:

Description	Level 1		Level 2			Level 3		Total
Common Stocks
Aerospace & Defense	$	21,427,404	$	—		$	—	$	21,427,404
Automobiles		17,024,177		—			—		17,024,177
Beverages		69,853,288		21,491,083			—		91,344,371
Capital Markets		358,131,929		68,990,889			—		427,122,818
Chemicals		191,119,250		—			—		191,119,250
Commercial Banks		281,168,874		—			—		281,168,874
Commercial Services & Supplies		27,702,752		—			—		27,702,752
Computers & Peripherals		16,156,184		—			—		16,156,184
Construction Materials		10,368,675		23,546,067			—		33,914,742
Consumer Finance		341,844,328		—			—		341,844,328
Diversified Financial Services		248,596,616		—			—		248,596,616
Energy Equipment & Services		27,398,216		—			—		27,398,216
Food & Staples Retailing		359,575,711		—			—		359,575,711
Food Products		—		8,627,195			—		8,627,195
Health Care Providers & Services		292,861,513		—			—		292,861,513
Household Durables		—		3,346,521			—		3,346,521
Insurance		247,823,092		—			—		247,823,092
Internet & Catalog Retail		104,837,335		—			—		104,837,335
Internet Software & Services		268,080,342		—			—		268,080,342
IT Services		38,413,413		—			—		38,413,413
Life Sciences Tools & Services		18,467,566		—			—		18,467,566
Machinery		47,510,966		—			—		47,510,966
Marine		—		15,592,116			—		15,592,116
Media		107,446,811		—			—		107,446,811
Oil, Gas & Consumable Fuels		182,522,961		—			—		182,522,961
Professional Services		—		10,000,497			—		10,000,497
Real Estate Management & Development		26,600,410		30,618,714			—		57,219,124
Semiconductors & Semiconductor Equipment		51,315,509		—			—		51,315,509
Software		114,006,740		—			—		114,006,740
Specialty Retail		212,722,265		—			—		212,722,265
Textiles, Apparel & Luxury Goods		—		9,881,404			—		9,881,404
Tobacco		25,853,126		—			—		25,853,126
Transportation Infrastructure		5,756,631		39,554,908			—		45,311,539
Total Common Stocks		3,714,586,084		231,649,394			—		3,946,235,478
Total Investment Company Security		20,683,040		—			—		20,683,040
Total Corporate Bonds & Notes*		—		675,878			—		675,878
Total Short-Term Investment*		202,835,534		—			—		202,835,534
Total Investments	$	3,938,104,658	$	232,325,272		$	—	$	4,170,429,930
Collateral for securities loaned (Liability)	$	—	$	(202,835,534	)	$	—	$	(202,835,534	)

* See Schedule of Investments for additional detailed categorizations.

See accompanying notes to financial statements.

MSF-7

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Statement of Assets and Liabilities

December 31, 2013

Assets
Investments at value (a) (b)	$	4,170,429,930
Cash		184,543,748
Receivable for:
Investments sold		10,232,690
Fund shares sold		267,023
Dividends and interest		5,109,347
Prepaid expenses		10,377
Total Assets		4,370,593,115
Liabilities
Collateral for securities loaned		202,835,534
Payables for:
Fund shares redeemed		3,320,169
Accrued expenses:
Management fees		2,265,793
Distribution and service fees		282,912
Deferred trustees’ fees		55,284
Other expenses		175,181
Total Liabilities		208,934,873
Net Assets	$	4,161,658,242
Net assets consist of:
Paid in surplus	$	2,316,508,174
Undistributed net investment income		25,357,882
Accumulated net realized gain		361,321,270
Unrealized appreciation on investments and foreign currency transactions		1,458,470,916
Net Assets	$	4,161,658,242
Net Assets
Class A	$	2,390,950,544
Class B		738,005,047
Class E		1,032,702,651
Capital Shares Outstanding*
Class A		55,637,949
Class B		17,298,804
Class E		24,164,343
Net Asset Value, Offering Price and Redemption Price Per Share
Class A	$	42.97
Class B		42.66
Class E		42.74

* The Portfolio is authorized to issue an unlimited number of shares.

(a) Identified cost of investments was $2,712,032,533.

(b) Includes securities loaned at value of $199,603,977.

Statement of Operations

Year Ended December 31, 2013

Investment Income
Dividends (a)	$	54,827,485
Interest		254,335
Securities lending income		481,200
Total investment income		55,563,020
Expenses
Management fees		27,533,988
Administration fees		70,369
Custodian and accounting fees		391,781
Distribution and service fees—Class B		1,733,970
Distribution and service fees—Class E		1,467,757
Audit and tax services		37,723
Legal		30,260
Trustees’ fees and expenses		35,359
Shareholder reporting		218,222
Insurance		18,476
Miscellaneous		27,209
Total expenses		31,565,114
Less management fee waiver		(1,862,498	)
Less broker commission recapture		(11,837	)
Net expenses		29,690,779
Net Investment Income		25,872,241
Net Realized and Unrealized Gain
Net realized gain on:
Investments		346,283,912
Foreign currency transactions		1,786
Net realized gain		346,285,698
Net change in unrealized appreciation on:
Investments		760,865,222
Foreign currency transactions		72,064
Net change in unrealized appreciation		760,937,286
Net realized and unrealized gain		1,107,222,984
Net Increase in Net Assets From Operations	$	1,133,095,225

(a) Net of foreign withholding taxes of $1,048,872.

See accompanying notes to financial statements.

MSF-8

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Statements of Changes in Net Assets

	Year Ended December 31, 2013			Year Ended December 31, 2012
Increase (Decrease) in Net Assets:
From Operations
Net investment income	$	25,872,241		$	52,370,153
Net realized gain		346,285,698			188,509,695
Net change in unrealized appreciation		760,937,286			205,427,291
Increase in net assets from operations		1,133,095,225			446,307,139
From Distributions to Shareholders
Net investment income
Class A		(31,490,128	)		(17,983,910	)
Class B		(8,152,158	)		(3,907,446	)
Class E		(12,388,595	)		(6,686,295	)
Net realized capital gains
Class A		(37,609,908	)		0
Class B		(11,674,923	)		0
Class E		(16,474,748	)		0
Total distributions		(117,790,460	)		(28,577,651	)
Decrease in net assets from capital share transactions		(490,709,115	)		(387,938,166	)
Total increase in net assets		524,595,650			29,791,322
Net Assets
Beginning of period		3,637,062,592			3,607,271,270
End of period	$	4,161,658,242		$	3,637,062,592
Undistributed Net Investment Income
End of period	$	25,357,882		$	48,881,396

Other Information:

Capital Shares

Transactions in capital shares were as follows:

	Year Ended December 31, 2013						Year Ended December 31, 2012
	Shares			Value			Shares			Value
Class A
Sales		2,486,744		$	92,199,353			921,596		$	29,348,079
Reinvestments		1,979,376			69,100,036			562,173			17,983,910
Redemptions		(12,006,298	)		(452,672,435	)		(7,082,648	)		(228,153,429	)
Net decrease		(7,540,178	)	$	(291,373,046	)		(5,598,879	)	$	(180,821,440	)
Class B
Sales		472,141		$	18,005,282			516,866		$	16,351,213
Reinvestments		571,221			19,827,081			122,798			3,907,446
Redemptions		(3,096,663	)		(116,991,585	)		(2,716,476	)		(86,528,176	)
Net decrease		(2,053,301	)	$	(79,159,222	)		(2,076,812	)	$	(66,269,517	)
Class E
Sales		1,157,229		$	43,504,691			1,044,634		$	33,142,403
Reinvestments		830,600			28,863,343			209,931			6,686,295
Redemptions		(5,090,245	)		(192,544,881	)		(5,685,296	)		(180,675,907	)
Net decrease		(3,102,416	)	$	(120,176,847	)		(4,430,731	)	$	(140,847,209	)
Decrease derived from capital shares transactions				$	(490,709,115	)				$	(387,938,166	)

See accompanying notes to financial statements.

MSF-9

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Financial Highlights

Selected per share data
	Class A
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	33.21		$	29.67		$	31.25		$	28.17		$	21.72
Income (Loss) from Investment Operations
Net investment income (a)		0.28			0.48			0.33			0.28			0.25
Net realized and unrealized gain (loss) on investments		10.64			3.33			(1.56	)		3.09			6.57
Total from investment operations		10.92			3.81			(1.23	)		3.37			6.82
Less Distributions
Distributions from net investment income		(0.53	)		(0.27	)		(0.35	)		(0.29	)		(0.37	)
Distributions from net realized capital gains		(0.63	)		0.00			0.00			0.00			0.00
Total distributions		(1.16	)		(0.27	)		(0.35	)		(0.29	)		(0.37	)
Net Asset Value, End of Period	$	42.97		$	33.21		$	29.67		$	31.25		$	28.17
Total Return (%) (b)		33.70			12.86			(4.03	)		12.00			31.99
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.72			0.73			0.73			0.73			0.74
Net ratio of expenses to average net assets (%) (c)		0.67			0.68			0.68			0.68			0.69
Ratio of net investment income to average net assets (%)		0.74			1.50			1.06			0.99			1.06
Portfolio turnover rate (%)		11			16			19			19			24
Net assets, end of period (in millions)	$	2,391.0		$	2,098.2		$	2,040.4		$	2,412.4		$	2,472.8

	Class B
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	32.98		$	29.46		$	31.04		$	28.00		$	21.58
Income (Loss) from Investment Operations
Net investment income (a)		0.18			0.40			0.24			0.21			0.18
Net realized and unrealized gain (loss) on investments		10.57			3.31			(1.54	)		3.06			6.54
Total from investment operations		10.75			3.71			(1.30	)		3.27			6.72
Less Distributions
Distributions from net investment income		(0.44	)		(0.19	)		(0.28	)		(0.23	)		(0.30	)
Distributions from net realized capital gains		(0.63	)		0.00			0.00			0.00			0.00
Total distributions		(1.07	)		(0.19	)		(0.28	)		(0.23	)		(0.30	)
Net Asset Value, End of Period	$	42.66		$	32.98		$	29.46		$	31.04		$	28.00
Total Return (%) (b)		33.36			12.62			(4.27	)		11.71			31.65
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.97			0.98			0.98			0.98			0.99
Net ratio of expenses to average net assets (%) (c)		0.92			0.93			0.93			0.93			0.94
Ratio of net investment income to average net assets (%)		0.49			1.25			0.80			0.75			0.79
Portfolio turnover rate (%)		11			16			19			19			24
Net assets, end of period (in millions)	$	738.0		$	638.2		$	631.4		$	593.6		$	492.6

Please see following page for Financial Highlights footnote legend.

See accompanying notes to financial statements.

MSF-10

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Financial Highlights

Selected per share data
	Class E
	Year Ended December 31,
	2013			2012			2011			2010			2009
Net Asset Value, Beginning of Period	$	33.03		$	29.51		$	31.09		$	28.04		$	21.61
Income (Loss) from Investment Operations
Net investment income (a)		0.22			0.43			0.28			0.24			0.21
Net realized and unrealized gain (loss) on investments		10.60			3.31			(1.55	)		3.06			6.54
Total from investment operations		10.82			3.74			(1.27	)		3.30			6.75
Less Distributions
Distributions from net investment income		(0.48	)		(0.22	)		(0.31	)		(0.25	)		(0.32	)
Distributions from net realized capital gains		(0.63	)		0.00			0.00			0.00			0.00
Total distributions		(1.11	)		(0.22	)		(0.31	)		(0.25	)		(0.32	)
Net Asset Value, End of Period	$	42.74		$	33.03		$	29.51		$	31.09		$	28.04
Total Return (%) (b)		33.53			12.70			(4.18	)		11.82			31.83
Ratios/Supplemental Data
Gross ratio of expenses to average net assets (%)		0.87			0.88			0.88			0.88			0.89
Net ratio of expenses to average net assets (%) (c)		0.82			0.83			0.83			0.83			0.84
Ratio of net investment income to average net assets (%)		0.59			1.34			0.90			0.85			0.90
Portfolio turnover rate (%)		11			16			19			19			24
Net assets, end of period (in millions)	$	1,032.7		$	900.7		$	935.4		$	1,016.6		$	887.3

(a) Per share amounts based on average shares outstanding during the period.

(b) Total return does not reflect any insurance, sales, separate account or administrative charges of variable annuity or life insurance contracts or any additional expenses that contract owners may bear under their variable contracts. If these charges were included, the returns would be lower.

(c) Net ratio of expenses to average net assets includes the effect of management fee waivers as detailed in Note 5 of the Notes to Financial Statements.

See accompanying notes to financial statements.

MSF-11

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Notes to Financial Statements—December 31, 2013

1. Organization

Metropolitan Series Fund (the “Trust”) is organized as a Delaware statutory trust and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is currently comprised of thirty series, each of which operates as a distinct investment vehicle of the Trust. The portfolio included in this report is WMC Core Equity Opportunities Portfolio, formerly known as Davis Venture Value Portfolio (the “Portfolio”), which is diversified. Shares in the Portfolio are not offered directly to the general public and are currently available only to separate accounts established by Metropolitan Life Insurance Company (“MetLife”) and other affiliated life insurance companies.

The Portfolio has registered and offers three classes of shares: Class A, B, and E shares. Shares of each Class of the Portfolio represent an equal pro rata interest in the Portfolio and generally give the shareholder the same voting, dividend, liquidation, and other rights. Investment income, realized and unrealized capital gains and losses, the common expenses of the Portfolio, and certain Portfolio-level expense reductions, if any, are allocated on a pro rata basis to each Class based on the relative net assets of each Class to the net assets of the Portfolio. Each Class of shares differs in its respective distribution plan and such distribution expenses are allocated to that Class.

2. Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated events and transactions subsequent to December 31, 2013 through the date the financial statements were issued.

The following is a summary of significant accounting policies consistently followed by the Portfolio in the preparation of its financial statements.

Investment Valuation and Fair Value Measurements - Debt securities (other than short term obligations with a remaining maturity of sixty days or less), including corporate, convertible and municipal bonds and notes; obligations of the U.S. treasury and U.S. government agencies; sovereign issues; floating rate loans; and non-U.S. bonds, are generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by MetLife Advisers, LLC (“MetLife Advisers” or the “Adviser”), an affiliate of MetLife, Inc., pursuant to authorization of the Board of Trustees of the Trust (the “Board” or “Trustees”). Such quotations utilize matrix pricing, which considers observable inputs including, among other things, issuer details, maturity dates, interest rates, yield curves, rates of prepayment, credit risks/spreads, default rates, reported trades, broker dealer quotes and quoted prices for similar securities. Securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Mortgage and asset-backed securities are usually issued as separate tranches, or classes, of securities within each deal. These securities are also generally valued on the basis of evaluated or composite bid quotations obtained from independent pricing services and/or brokers and dealers selected by the Adviser pursuant to authorization of the Board. The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche and current market data, and incorporate deal collateral performance, as available. Mortgage and asset-backed securities that use similar valuation techniques and inputs as described above are generally categorized as Level 2 within the fair value hierarchy.

Short term obligations with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair market value, and are generally categorized as Level 2 within the fair value hierarchy.

Domestic and foreign equity securities, such as common stock, exchange-traded funds, rights, warrants, and preferred stock, that are traded on a securities exchange, are generally valued at their last sale price on the exchange or market in which they are principally traded on the valuation date, or, if no sales occurred on that day, at the last reported bid price. Equity securities traded over-the-counter are generally valued at the last reported sale price. Valuation adjustments may be applied to certain foreign equity securities that are traded solely on foreign exchanges that close before the close of the U.S. market to account for the market movement between the close of the foreign exchanges and the close of the U.S. market. The Portfolio may use a systematic fair valuation model provided by an independent third party to value securities principally traded in these foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time of the Portfolio valuation. Foreign equity securities using these valuation adjustments are generally categorized as Level 2 within the fair value hierarchy. Equity securities that are actively traded, and have no valuation adjustments applied, are categorized as Level 1 within the fair value hierarchy. Other equity securities traded on inactive markets, or valued in reference to similar instruments traded on active markets, are generally categorized as Level 2 within the fair value hierarchy.

MSF-12

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

Investments in registered open-end management investment companies are valued at reported net asset value per share on the valuation date and are categorized as Level 1 within the fair value hierarchy.

Forward foreign currency exchange contracts are valued through an independent pricing service based on the mean between closing bid and ask prices of the forward currency rates in the London foreign exchange markets on a daily basis as provided by a reliable bank or dealer. These contracts are generally categorized as Level 2 within the fair value hierarchy.

Options, whether on securities, indices, futures contracts, or otherwise, traded on exchanges are valued at the last sale price available as of the close of business on the valuation date or, if there is no such price available, at the mean between the last reported bid and ask prices. These types of options are categorized as Level 1 within the fair value hierarchy. Futures contracts, which are traded on commodity exchanges, are valued at their closing prices as of the close of such exchanges and are categorized as Level 1 within the fair value hierarchy.

Options and futures contracts that are traded over-the-counter are generally valued on the basis of quotations provided by broker-dealers or prices provided by pricing service providers who use a series of techniques, including simulation pricing models, to determine the value of the contracts. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, credit curves, measures of volatility and exchange rates. These contracts are generally categorized as Level 2 within the fair value hierarchy.

If no current market value quotation or other observable inputs are readily available or market value quotations are deemed to be unreliable for a security, the fair value of the security will be determined in accordance with procedures approved by and under the general supervision of the Board. In such a circumstance, the Board has delegated the determination of the fair value of a security to a Valuation Committee (“Committee”) of MetLife Advisers. The Committee provides general pricing oversight and fair value pricing determinations related to portfolio securities and meets on a regular basis to review reports relating to the valuation of the securities in the Portfolio. The Board has delegated to State Street Bank and Trust Company, the Trust’s custodian (“custodian”), the responsibility for calculating the net asset values (“NAVs”) of the Trust’s Portfolios. The Committee is responsible for overseeing the calculation of the NAVs of the Portfolios by the custodian. The Committee also periodically reviews pricing vendors, including the vendor providing fair value pricing for the Portfolio’s foreign securities, and is responsible for overseeing the correction of pricing errors and addressing other pricing issues that arise in the ordinary course of business, such as making real-time fair value determinations, as necessary.

No single standard for determining the fair value of a security can be set forth because fair value depends upon the facts and circumstances with respect to each security. Information relating to any relevant factors may be obtained by the Committee from any appropriate source, including the subadviser of the Portfolio, the custodian, a pricing service, market maker and/or broker for such security or the issuer. Appropriate methodologies for determining fair value under particular circumstances may include: matrix pricing, comparisons of securities with comparable characteristics, value based on multiples of earnings, discount from market price of similar marketable securities or a combination of these and other methods. The Committee maintains a detailed report tracking each fair-valued security that compares the fair value price to the next available trade, vendor or broker price, and provides information on how close the fair value price was to the next quoted price. The Committee reviews a summary of such report monthly. On a quarterly basis, the Board is provided with the following for consideration and ratification or adjustment: (1) a memorandum summarizing the actions taken by the Committee in the prior quarter; and (2) a list of the Portfolio’s securities as of the most recent quarter-end for which market quotations were not readily available.

Investment Transactions and Related Investment Income - Portfolio security transactions are recorded on the trade date. Dividend income is recorded on the ex-dividend date or, for certain foreign securities, when notified. Interest income, which includes amortization of premium and accretion of discount on debt securities, is recorded on the accrual basis. Realized gains and losses on investments are determined on the identified cost basis, which is the same basis used for federal income tax purposes. Foreign income and foreign capital gains on some foreign securities may be subject to foreign taxes, which are accrued as applicable. These foreign taxes have been provided for in accordance with the Portfolio’s understanding of the applicable countries’ tax rules and rates.

Foreign Currency Translation - The books and records of the Portfolio are maintained in U.S. dollars. The values of securities, currencies, and other assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars based upon foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income, and expenses are translated on the respective dates of such transactions. Because the values of investment securities are translated at the foreign exchange rates prevailing at the end of the period, that portion of the results of operations arising from changes in exchange rates and that portion of the results of operations reflecting fluctuations arising from changes in market prices of the investment securities are not separated. Such fluctuations are included in the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from activity in forward foreign currency exchange contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of

MSF-13

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

the amounts actually received or paid by the Portfolio. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities, other than investment securities, resulting from changes in foreign exchange rates.

Income Taxes - It is the Portfolio’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended, and regulations thereunder, applicable to regulated investment companies and to distribute, with respect to each taxable year, all of its taxable income to shareholders. Therefore, no federal income tax provision is required. The Portfolio files U.S. federal tax returns. No income tax returns are currently under examination. The Portfolio’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. As of December 31, 2013, the Portfolio had no uncertain tax positions that would require financial statement recognition, or de-recognition or disclosure.

Dividends and Distributions to Shareholders - The Portfolio records dividends and distributions on the ex-dividend date. Net realized gains from security transactions (if any) are generally distributed annually to shareholders. The timing and characterization of certain income and capital gains distributions are determined in accordance with federal tax regulations that may differ from GAAP. Permanent book and tax basis differences relating to shareholder distributions will result in reclassification between under/over distributed net investment income, accumulated net realized gains/losses, and paid-in surplus. Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFICs), defaulted bonds, and broker commission recapture reclasses. These adjustments have no impact on net assets or the results of operations.

Securities Lending - The Portfolio may lend its portfolio securities to certain qualified brokers who borrow securities in order to complete certain securities transactions. By lending its portfolio securities, the Portfolio attempts to increase its net investment income through the receipt of income on collateral held from securities on loan. Any gain or loss in the market price of the loaned securities that might occur and any interest earned or dividends declared during the term of the loan would accrue to the account of the Portfolio.

The Trust has entered into a securities lending arrangement with the custodian. Under this arrangement, the custodian is authorized to loan portfolio securities on the Portfolio’s behalf. In exchange, the Portfolio receives either cash or securities as collateral against the loaned securities. The Portfolio receives collateral at least equal to 102% of the market value of the loaned securities (105% for foreign equity securities), at each loan’s inception. Collateral representing at least 100% of the market value of the loaned securities must be maintained for the duration of the loan. A liability for cash collateral is reflected on the Statement of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. Cash collateral is generally invested in the State Street Navigator Securities Lending MET Portfolio (the “Navigator Portfolio”), a series of the State Street Navigator Securities Lending Trust that is managed by an affiliate of the custodian. The Navigator Portfolio is a registered money market fund that invests in a variety of high-quality, U.S. dollar-denominated instruments. If the market value of the collateral at the close of trading on a business day is less than 100% of the market value of the loaned securities at the close of trading on that day, the borrower shall be required to deliver, by the close of business on the following business day, an additional amount of collateral, so that the total amount of posted collateral is equal to at least 100% of the market value of all the loaned securities as of such preceding day. A portion of net income (income after the deduction of expenses and fees of the Navigator Portfolio) on the collateral is rebated to the borrower of the securities and the remainder is split between the custodian and the Portfolio. On loans collateralized by U.S. Treasuries, a fee is received from the borrower and is allocated between the Portfolio and the custodian. The risks associated with lending portfolio securities include, but are not limited to, possible delays in receiving additional collateral or in the recovery of the loaned securities, possible loss of rights in the collateral should the borrower fail financially, as well as risk of loss in the value of the collateral or the value of the investments made with the collateral. The lending agent has agreed to indemnify the Portfolio in the case of default of any securities borrower. Income received by the Portfolio in securities lending transactions during the year ended December 31, 2013 is reflected as Securities lending income on the Statement of Operations. Any outstanding loans by the Portfolio at December 31, 2013 are disclosed in the footnotes to the Schedule of Investments.

Directed Brokerage Agreement - The Trust has entered into a directed brokerage arrangement with State Street Global Markets (“SSGM”). Under this arrangement, the Portfolio directs certain trades to SSGM in return for a recapture credit. SSGM issues a cash rebate to the Portfolio. Amounts paid to the Portfolio are shown separately as broker commission recapture on the Statement of Operations of the Portfolio. Additionally, these amounts have been excluded from the calculation of the net ratio of expenses to average net assets presented in the Financial Highlights for each share class.

3. Certain Risks

Market Risk: In the normal course of business, the Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the other party to a transaction to perform (credit and counterparty risk). The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; currency, interest rate, and price fluctuations.

Credit and Counterparty Risk: The Portfolio may be exposed to counterparty risk, or the risk that an entity with which the Portfolio has unsettled or open transactions may default. The potential loss could exceed the value of the financial assets and liabilities

MSF-14

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

recorded in the financial statements. Financial assets that potentially expose the Portfolio to credit and counterparty risk consist principally of cash due from counterparties and investments. The Portfolio manages counterparty risk by entering into agreements only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. The Portfolio’s investment adviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment, and (iii) requiring collateral from the counterparty for certain transactions. In order to preserve certain safeguards for non-standard settlement trades, the Portfolio restricts its exposure to credit and counterparty losses by entering into master netting agreements with counterparties (approved brokers) with whom it undertakes a significant volume of transactions. Master Agreements govern the terms of certain transactions, and reduce the counterparty risk associated with relevant transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Master Agreements can also help limit counterparty risk by specifying collateral posting arrangements at pre-arranged exposure levels.

Repurchase agreements are primarily executed under Global Master Repurchase Agreements (“GMRAs”) or Master Repurchase Agreements (“MRAs”), which provide the rights to set-off. Each repurchase agreement is initially collateralized at the transaction level. In the event of default, the total market value exposure will be offset against collateral exchanged to date, which would result in a net receivable/(payable) that would be due from/to the counterparty. Securities pledged as collateral are noted in the Schedule of Investments.

Additional risks associated with each type of investment are described above within the respective security type notes. The Portfolio’s prospectus includes a discussion of the principal risks of investing in the Portfolio.

4. Investment Transactions

Aggregate cost of purchases and proceeds of sales of investment securities, excluding short-term securities, for the year ended December 31, 2013 were as follows:

Purchases			Sales
U.S. Government	Non U.S. Government		U.S. Government		Non U.S. Government
$0	$	415,216,848	$	0	$	1,036,272,420

During the year ended December 31, 2013, the Portfolio engaged in security sale transactions with other affiliated portfolios. These amounted to $32,910,257 in sales of investments, which are included above.

5. Investment Management Fees and Other Transactions with Affiliates

Investment Management Agreement - MetLife Advisers is the investment adviser to the Portfolio. The Trust has entered into an investment management agreement with MetLife Advisers with respect to the Portfolio. For providing investment management services to the Portfolio, MetLife Advisers receives monthly compensation at the following annual rates:

Management Fees earned by MetLife Advisers for the year ended December 31, 2013	% per annum			Average Daily Net Assets
$27,533,988		0.750	%	Of the first $1 billion
		0.700	%	On the next $2 billion
		0.650	%	On amounts in excess of $3 billion

Prior to February 3, 2014 MetLife Advisers had entered into an investment subadvisory agreement with respect to the Portfolio under which Davis Selected Advisers, L.P. was compensated by MetLife Advisers to provide subadvisory services for the Portfolio.

Management Fee Waivers - Pursuant to an expense agreement, MetLife Advisers has agreed, for the period April 29, 2013 through April 27, 2014, to reduce its advisory fees set out above under “Investment Management Agreement” for each class of the Portfolio as follows:

% per annum	Average Daily Net Assets
0.050%	On the first $50 million
0.075%	On the next $450 million
0.100%	On the next $500 million
0.050%	On the next $2 billion
0.025%	On amounts in excess of $4.5 billion

MSF-15

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

An identical expense agreement was in place for the period April 30, 2012 through April 28, 2013. Amounts waived for the year ended December 31, 2013 are shown as management fee waivers in the Statement of Operations.

Certain officers and trustees of the Trust may also be officers of MetLife Advisers; however, such officers and trustees receive no compensation from the Trust.

Transfer Agency Agreement - MetLife serves as the transfer agent for the Trust. MetLife receives no fees for its services to the Trust under the transfer agency agreement.

Distribution and Service Fees - The Trust has a distribution agreement with MetLife Investors Distribution Company (“MIDC” or the “Distributor”) in which MIDC serves as the distributor for the Portfolio’s Class A, B and E Shares. MIDC is a wholly-owned subsidiary of MetLife Investors Group, Inc., an affiliate of the Adviser. The Trust has also adopted a Distribution and Service Plan under Rule 12b-1 of the 1940 Act for the Portfolio’s Class B and E Shares. Under the Distribution and Service Plan, the Class B and E Shares of the Portfolio pay a fee to compensate the Insurance Companies (or their affiliates) and other broker-dealers and financial intermediaries involved in the offer and sale of Portfolio shares for promoting or selling and servicing the Class B and E Shares. The fees under the Distribution and Service Plan for each class of the Portfolio’s shares are calculated as a percentage of the Portfolio’s average daily net assets that are attributable to that Class. Currently, the fee is 0.25% per year for Class B Shares and 0.15% per year for Class E Shares. Amounts incurred by the Portfolio for the year ended December 31, 2013 are shown as Distribution and service fees in the Statement of Operations.

Deferred Trustee Compensation - Each Trustee who is not currently an employee of the Adviser or any of its affiliates receives compensation from the Trust for his or her service to the Trust. A deferred compensation plan (the “Plan”) is available to the Trustees on a voluntary basis. Deferred amounts remain in the Trust until distributed in accordance with the provisions of the Plan. The value of a participating Trustee’s deferral account is based on theoretical investments of deferred amounts, on the normal payment dates in certain portfolios of the Trust or Met Investors Series Trust, an affiliate of the Trust, as designated by the participating Trustee. Changes in the value of participants’ deferral accounts are reflected as Trustees’ fees and expenses in the Statement of Operations. The portion of the accrued obligations allocated to the Portfolio under the Plan is reflected as Deferred trustees’ fees in the Statement of Assets and Liabilities.

6. Contractual Obligations

Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Trust. Additionally, the Trust has a variety of indemnification obligations under contracts with its service providers. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

7. Income Tax Information

The tax character of distributions paid for the periods ended December 31, 2013 and 2012 was as follows:

Ordinary Income			Long-Term Capital Gain				Total
2013	2012		2013		2012		2013		2012
$52,030,881	$	28,577,651	$	65,759,579	$	—	$	117,790,460	$	28,577,651

As of December 31, 2013, the components of distributable earnings (accumulated losses) on a federal income tax basis were as follows:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gain		Net Unrealized Appreciation		Loss Carryforwards		Total
$39,145,226	$	329,496,474	$	1,476,563,653	$	—	$	1,845,205,353

The Portfolio utilizes the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for up to eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

As of December 31, 2013, the Portfolio had no post-enactment accumulated capital losses and no pre-enactment accumulated capital loss carryforwards.

MSF-16

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Notes to Financial Statements—December 31, 2013—(Continued)

8. Subsequent Events

On November 20, 2013, the Board approved a new Subadvisory Agreement (the “Agreement”) with respect to the Portfolio between MetLife Advisers and Wellington Management Company, LLP (“Wellington”). The Agreement is not subject to shareholder approval and became effective February 3, 2014. The Advisory Agreement between the Fund, with respect to the Portfolio, and MetLife Advisers will remain in effect and fees payable thereunder to MetLife Advisers will not change. Under the Agreement, Wellington became subadviser to the Portfolio, succeeding Davis Selected Advisers, L.P., and became responsible for the day-to-day management of the Portfolio’s investment operations under the oversight of MetLife Advisers and the Board. The name of the Davis Venture Value Portfolio changed to the WMC Core Equity Opportunities Portfolio at the time the Agreement took effect.

MSF-17

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Report of Independent Registered Public Accounting Firm

To the Shareholders of WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio) and the Board of Trustees of Metropolitan Series Fund:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio), one of the portfolios constituting Metropolitan Series Fund, (the “Trust”) as of December 31, 2013, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio) of Metropolitan Series Fund, as of December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Deloitte & Touche LLP

Boston, Massachusetts

February 26, 2014

MSF-18

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund

The Trustees and executive officers of the Trust, their ages and their principal occupations during the past five years are set forth below. Unless otherwise indicated, the business address of each is One Financial Center, Boston, MA 02111. Each Trustee who is deemed an “interested person,” as such term is defined in the 1940 Act, is indicated by an asterisk. Those Trustees who are not “interested persons” as defined in the 1940 Act are referred to as “Independent Trustees.” Additional information about the Trustees is available in the Statement of Additional Information, which is available without charge, upon request, by calling (800) 848-3854.

Trustees of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Interested Trustee
Elizabeth M. Forget* (47)	Trustee, Chairman of the Board, President and Chief Executive Officer	Indefinite; From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	Senior Vice President, MetLife Inc.; President, MetLife Advisers, LLC and a predecessor company.	79	Trustee, Met Investors Series Trust (the “MIST Trust”);** various MetLife-affiliated boards.
Independent Trustees
Stephen M. Alderman (54)	Trustee	Indefinite; From April 2012 to present	Shareholder in the law firm of Garfield & Merel, Ltd.	79	Trustee, MIST Trust;** Director, International Truck Leasing Corp.
Robert J. Boulware (57)	Trustee	Indefinite; From April 2012 to present	Managing Director, Pilgrim Funds, LLC (private equity fund).	79	Trustee, MIST Trust;** Trustee, Vertical Capital Income Fund (closed-end fund); Director, Gainsco, Inc. (auto insurance).
Susan C. Gause (61)	Trustee	Indefinite; From April 2012 to present	Private Investor.	79	Trustee, MIST Trust;** Trustee, HSBC Funds.
Nancy Hawthorne (62)	Trustee	Indefinite; From May 2003 to present	Chief Executive Officer, Clerestory LLC (corporate advisor).	79	MIST Trust;** Director, THL Credit, Inc.**; Director, Avid Technology, Inc.**
Barbara A. Nugent (57)	Trustee	Indefinite; From January 2014 to present	President, True North Board Governance, LLC (consulting); until 2014, partner in the law firm of Stradley Ronon Stevens & Young, LLP.	79	Trustee, MIST Trust**; Director, Episcopal Healthcare Foundation; until 2014, member, Mutual Fund Directors Forum Advisory Board.

MSF-19

Metropolitan Series Fund

Trustees and Officers of Metropolitan Series Fund—(Continued)

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During the Past 5 Years(1)	Number of Portfolios in Fund Complex(2) overseen	Other Directorships Held by Trustee During the Past 5 Years(1)
Keith M. Schappert (62)	Trustee	Indefinite; From August 2009 to present	Principal, Schappert Consulting LLC (asset management consulting).	79	Trustee, MIST Trust;** Director, The Commonfund for Nonprofit Organizations; until 2011, Director, Trilogy Global Advisors; Director, Mirae Asset Discovery Funds,** Director, Calamos Investments.
Linda B. Strumpf (66)	Trustee	Indefinite; From May 2000 to present	Chair of the Investment Committee, Leona M. and Harry B. Helmsley Charitable Trust; until 2011, Chief Investment Officer, Leona M. and Harry B. Helmsley Charitable Trust.	79	Since 2012, Trustee, MIST Trust,** Trustee and Member of Investment Committee, The Pennsylvania State University.
Dawn M. Vroegop (47)	Trustee	Indefinite; From May 2009 to present	Private Investor.	79	Trustee, MIST Trust,** Trustee, Driehaus Mutual Funds; Director and Investment Committee Chair, City College of San Francisco Foundation.

Executive Officers of the Trust

Name and Age	Position(s) Held with Registrant	Term of Office and Length of Time Served	Principal Occupation(s) During Past 5 Years(1)
Elizabeth M. Forget (47)	President, Chief Executive Officer, Trustee and Chairman of the Board	From May 2006 (President and Chief Executive Officer)/ August 2006 (Trustee and Chairman of the Board) to present	See principal occupation information in the table above.
Jeffrey L. Bernier (42)	Vice President	From February 2008 to present	Vice President, MetLife, Inc.; Senior Vice President, MetLife Advisers, LLC and a predecessor company.
Peter H. Duffy (58)	Chief Financial Officer and Treasurer	From November 2000 to present	Senior Vice President, MetLife Advisers, LLC; Vice President, MetLife, Inc.
Andrew L. Gangolf (59)	Secretary	From May 2011 to present	Senior Vice President, MetLife Advisers, LLC; Senior Vice President & Assistant General Counsel, AllianceBerstein Investments, Inc.
Jeffrey P. Halperin (46)	Chief Compliance Officer	From November 2005 to present	Vice President, MetLife, Inc.; Chief Compliance Officer, MIST; Chief Compliance Officer, MSF Trust; Chief Compliance Officer, MetLife Advisers, LLC and a predecessor company; Chief Compliance Officer, MetLife Investment Management, LLC (formerly MetLife Investment Advisors Company, LLC).
Alan C. Leland, Jr. (61)	Vice President	From February 2005 to present	Treasurer and Chief Financial Officer, MetLife Advisers, LLC; Vice President, MetLife Group Inc.; Vice President, MetLife, Inc.

* Ms. Forget is an “interested person” of the Trust because of her positions with MetLife Advisers, LLC and her ownership of securities issued by MetLife, Inc., the ultimate parent company of MetLife Advisers, LLC.

** Indicates a directorship with a registered investment company or a company subject to the reporting requirements of the Securities Exchange Act of 1934, as amended.

(1) Previous positions during the past five years with the Trust, MetLife, Inc. or the Adviser are omitted if not materially different.

(2) The Fund Complex includes 49 Portfolios of the MIST Trust and 30 Portfolios of the Trust.

MSF-20

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements

At an in-person meeting of the Boards of Trustees (the “Board”) of Met Investors Series Trust and Metropolitan Series Fund (“MIST” and “MSF,” respectively, and collectively, the “Trusts”) held on November 19-20, 2013, the Board, including a majority of the Trustees who are not considered to be “interested persons” of the Trusts (the “Independent Trustees”) under the Investment Company Act of 1940, as amended (the “1940 Act”), approved for an annual period the continuation of each Trust’s advisory agreement (the “Advisory Agreement”) with MetLife Advisers, LLC (the “Adviser”) and the applicable sub-advisory agreements (each a “Sub-Advisory Agreement,” and collectively with the Advisory Agreement, the “Agreements”) between the Adviser and the investment sub-advisers (each a “Sub-Adviser,” and collectively, the “Sub-Advisers”) for each of the series of the Trusts, including the WMC Core Equity Opportunities Portfolio (each a “Portfolio,” and collectively, the “Portfolios”).¹ With respect to the WMC Core Equity Opportunities Portfolio, the Board approved its Advisory Agreement and two Sub-Advisory Agreements: One Sub-Advisory Agreement for the then-existing Sub-Adviser, Davis Selected Advisers, L.P. (“Davis”), and one Sub-Advisory Agreement for the new Sub-Adviser, Wellington Management Company, LLP (“Wellington”), which was proposed to succeed BlackRock on or about February 3, 2014. The Davis Sub-Advisory Agreement was approved for the period of time leading up until Wellington’s succession of Davis.

In considering the Agreements, the Board reviewed a variety of materials provided by the Adviser and the Sub-Advisers relating to the Portfolios, including comparative performance, fee and expense information for an appropriate peer group of similar mutual funds, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser and the Sub-Advisers under their respective Agreements. The Board also took into account its experience with the Adviser and the Sub-Advisers and information provided to the Board in its meetings throughout the year with respect to the services provided by the Adviser and the Sub-Advisers, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from certain of the Sub-Advisers with respect to the Portfolios they manage. The Independent Trustees also assessed reports provided by the Board’s independent consultant, who reviewed and provided analyses regarding investment performance, fees and expenses, and other information provided by, or at the direction of, the Adviser and the Sub-Advisers, as more fully discussed below.

The Independent Trustees were separately advised by independent legal counsel throughout the process, and met with independent legal counsel in periodic executive sessions. Prior to voting to continue the Agreements at the November meeting, the Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements. The Board also met in person with personnel of the Adviser on September 17, 2013 for the specific purpose of giving preliminary consideration to the proposed continuation of the Agreements and to request additional information they considered reasonably necessary to their deliberations. The Independent Trustees also discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

In considering whether to approve the renewal of the Advisory Agreement with the Adviser and any applicable Sub-Advisory Agreements with respect to a Portfolio, the Board reviewed and analyzed the factors it deemed relevant, including: (1) the nature, extent and quality of the services to be provided to the Portfolios by the Adviser and the Sub-Advisers; (2) the performance of the Portfolios as compared to a peer group and an appropriate index; (3) the Adviser’s and each of the Sub-Adviser’s personnel and operations; (4) the financial condition of the Adviser and of the Sub-Advisers; (5) the level and method of computing each Portfolio’s advisory and sub-advisory fees; (6) the profitability of the Adviser under the Advisory Agreement and of certain of the Sub-Advisers under the Sub-Advisory Agreements; (7) any “fall-out” benefits to the Adviser, the Sub-Advisers and their affiliates (i.e., ancillary benefits realized by the Adviser, the Sub-Advisers or their affiliates from the Adviser’s or Sub-Advisers’ relationship with the Trusts); (8) the anticipated effect of growth in size on Portfolio expenses; (9) fees paid to certain of the Sub-Advisers by comparable institutional and retail accounts; and (10) possible conflicts of interest.

Nature, extent and quality of services. The Board evaluated the nature, extent and quality of the services that the Adviser, and the Sub-Advisers as relevant, have provided to the Portfolios. The Board considered the Adviser’s services as investment manager to the Portfolios, including services relating to the selection and oversight of the Sub-Advisers for the applicable Portfolios. The Board considered, among other things, the Adviser’s oversight of the provision of services to the Portfolios by the Sub-Advisers, including with respect to investment activities and trading practices, and the Sub-Adviser’s compliance with fund policies, objectives and Board directives, compliance policies and procedures and applicable law. The Adviser’s services in coordinating and overseeing the activities of the Trusts’ other service providers were also considered. The Board also evaluated the expertise and performance of the personnel of the Adviser who performed services for the Portfolios throughout the year.

¹ The Pyramis Managed Risk Portfolio recently commenced operations and, therefore, the Agreement with respect to this Portfolio was not up for renewal.

MSF-21

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

The Board considered information received from the Trust’s Chief Compliance Officer (“CCO”) regarding the Portfolios’ compliance policies and procedures established pursuant to Rule 38a-l under the 1940 Act. The Board also evaluated the CCO’s ongoing reports concerning the CCO’s oversight of the risk assessment processes of the Sub-Advisers.

With respect to the services provided by each of the Sub-Advisers, the Board considered, among other things, information provided to the Board by each Sub-Adviser. The Board considered the Sub-Adviser’s current level of staffing and its overall resources, as well as its compensation program. The Board reviewed each Sub-Adviser’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Sub-Adviser’s investment and compliance personnel who provide services to the Portfolios. The Board also considered, among other things, the Sub-Adviser’s compliance program and any disciplinary history. The Board also took into account the Sub-Adviser’s risk assessment and monitoring process. The Board noted each Sub-Adviser’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with each of the Sub-Advisers and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Sub-Advisers and procedures reasonably designed by them to help assure compliance with the federal securities laws, including issues related to late trading and market timing, best execution, fair value pricing, and proxy voting procedures, among others. The Board also took into account the financial condition of each Sub-Adviser. In its review, the Board also received and took into account information regarding any services and/or payments provided to the Adviser by the Sub-Advisers in connection with marketing activities.

The Board considered each Sub-Adviser’s investment process and philosophy. The Board took into account that each Sub-Adviser’s responsibilities include the development and maintenance of an investment program for the applicable Portfolio which is consistent with the Portfolio’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also reviewed each Sub-Adviser’s brokerage policies and practices.

Performance. The Board considered the performance of the Portfolios as described in the quarterly reports prepared by management, and as also analyzed in reports prepared by the Independent Trustees’ independent consultant. The Board noted that the Adviser reviews with the Board on a quarterly basis detailed information about the Portfolios’ performance results, portfolio composition and investment strategies. The Board also reviewed and considered a separate report prepared by Lipper Inc. (“Lipper”), an independent third party, which provided a statistical analysis comparing the Portfolios’ investment performance, expenses, and fees to comparable funds underlying variable insurance products (the “Performance Universe”). In addition, the Independent Trustees met separately with a representative of Bobroff Consulting, Inc., an independent consultant (“Bobroff), at a special board meeting in September 2013, to review the separate reports prepared by such consultant (“Bobroff Report”), which analyzed the report prepared by Lipper. Both the Lipper Report and the Bobroff Report relate to the Portfolio’s performance and expenses when Davis was the Sub-Adviser. The Board also considered each Portfolio’s more recent performance subsequent to the performance period covered by the Lipper reports, and management’s discussion of the same, including the effect of current market conditions on each Portfolio’s more recent performance.

The Board reviewed the Portfolios’ performance records and the Adviser’s and Sub-Advisers’ management styles and, to the extent applicable, long-term performance records with the Portfolios and comparable funds. The Board focused particular attention on Portfolios with less favorable performance records. The Board was mindful of the Adviser’s focus on each Sub-Adviser’s performance and noted that the Adviser has been active in monitoring and responding to any performance issues with respect to the Portfolios. The Board also took into account its discussions with management regarding factors that contributed to the performance of the Portfolios.

Among other data relating specifically to the WMC Core Equity Opportunities Portfolio’s performance, the Board considered that the Portfolio underperformed the median of its Performance Universe and its Lipper Index for the one-, three- and five-year periods ended June 30, 2013. The Board further considered that the Portfolio outperformed its benchmark, the S&P 500 Index, for the one year period ended October 31, 2013 but underperformed for the three- and five-year periods ended October 31, 2013. The Board also took into account management’s discussion of the Portfolio’s performance and the pending Sub-Adviser change effective on or about February 3, 2014.

With respect to Wellington, the Board considered the performance of an investment strategy Wellington proposed to use in managing the Portfolio (the “Proposed Strategy”). Among other data relating specifically to the Proprosed Strategy, the Board noted that the Proposed Strategy had outperformed the Portfolio for the trailing three- and five-year periods ended September 30, 2013 and underperformed the Portfolio for the trailing one-year period ended September 30, 2013. The Board noted that the Proposed Strategy had underperformed its benchmark, the Russell 1000 Index, for the one-, three- and five-year periods ended September 30, 2013. The Board also noted that the Proposed Strategy performed above the median of its peer group for the same periods. In addition, the Board

MSF-22

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

took into consideration the differences in principal investment strategies between the Portfolio and the Proposed Strategy. The Board further noted the proposed Sub-Adviser change would be effective on or about February 3, 2014.

Fees and Expenses. The Board gave consideration to the advisory fees payable under the Advisory Agreement and the sub-advisory fees payable under each of the Sub-Advisory Agreements. In this regard, the Board reviewed the advisory fees payable on a Portfolio-by-Portfolio basis based on information provided by the Adviser. The Independent Trustees, with the assistance of Bobroff, also examined the fees paid by a Portfolio in light of fees paid to other investment managers by comparable funds, as well as considered the fees charged by the Adviser to manage other comparable funds, as applicable. The Lipper report included comparisons of the Adviser’s fee schedule with that of its peers based on an asset-based analysis of relative fee structures according to the size of the Portfolio. In addition, the Board considered the Portfolios’ advisory and sub-advisory fees and total expenses as compared to similarly situated investment companies underlying variable insurance products deemed to be comparable to the Portfolios as determined by Lipper. The Board considered a Portfolio’s ranking within a smaller group of peer funds chosen by Lipper (the “Expense Group”), as well as the Portfolio’s ranking within broader groups of funds (the “Expense Universe” and the “Sub-advised Expense Universe”). The Board also considered a Portfolio’s contractual sub-advisory fees, as applicable, as compared to the Sub-advised Expense Universe as well as a smaller group of funds (the “Sub-advised Expense Group”). In comparing a Portfolio’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative fees.

The Board noted that the sub-advisory fees for the Portfolios are paid by the Adviser, not the Portfolios, out of the advisory fee. It was further noted that the Adviser negotiates such fees at arm’s length. The Board also considered that the Adviser had entered into expense limitation agreements with certain of the Portfolios, pursuant to which the Adviser has agreed to waive a portion of its advisory fee and/or reimburse certain expenses as a means of limiting a Portfolio’s total annual operating expenses. The Board further considered the amount of sub-advisory fees paid out by the Adviser and the amount of the management fees that it retained in light of the services performed by Sub-Advisers and Adviser, respectively.

The Board considered that the WMC Core Equity Opportunities Portfolio’s actual management fees and total expenses (exclusive of 12b-1 fees) were below the Expense Group median, the Expense Universe median and the Sub-advised Expense Universe median. The Board further noted that the Portfolio’s contractual management fees were above the asset-weighted average of the Expense Group at the Portfolio’s current size. The Board also noted that the Portfolio’s contractual sub-advisory fees were above the average of the Sub-advised Expense Group and the Sub-advised Expense Universe at the Portfolio’s current size. The Board further noted that the Adviser had waived fees and/or reimbursed expenses during the past year.

With respect to the hiring of Wellington, the Board noted that the rate of compensation to be paid to Wellington is lower at current asset levels than the rate of compensation the Adviser paid to Davis for managing the Portfolio under the Davis Sub-Advisory Agreement. The Board further considered, with the assistance of a Lipper-based report prepared by Bobroff, the Portfolio’s peer group ranking in light of its revised fee arrangement. In addition, the Board noted that the Adviser had recently negotiated a reduction to the Portfolio’s sub-advisory fee schedule with Wellington and that the Adviser agreed to waive a corresponding portion of its advisory fee in order for contractholders to benefit from the lower sub-advisory fee effective February 3, 2014.

Profitability. The Board examined the profitability of the Adviser on a Portfolio-by-Portfolio basis. The Board also considered that the Distributor, MetLife Investors Distribution Company, receives Rule 12b-1 payments to support the distribution of the products. The Board considered the profitability to the Sub-Advisers and their affiliates as a result of their relationships with the Portfolios, and the Board considered the ability of the Adviser to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length. The Board also reviewed Portfolio specific data with regard to the profitability of the Portfolios to each Sub-Adviser, as available.

Economies of scale. The Board also considered the effect of the Portfolios’ growth in size on their fees. The Board noted that the fee schedules for most of the Portfolios contain breakpoints that reduce the fee rate above specified asset levels. The Board noted those Portfolios that did not contain breakpoints in the advisory fee and took into account management’s discussion of the same. The Board noted that those Portfolios with advisory fee schedules containing breakpoints generally reflect the inclusion of breakpoints in the sub-advisory fee schedule for such Portfolios. The Board considered the effective fees under the Advisory Agreement for a Portfolio as a percentage of assets at different asset levels and possible economies of scale that may be realized if the assets of the Portfolio grow. Among other data, the Board examined the effect of a Portfolio’s growth in size on various fee schedules and reviewed the Lipper and Bobroff Reports, which compared fees among peers. The Board also generally noted that if a Portfolio’s assets increase over time, the Portfolio may realize other economies of scale if assets increase proportionally more than certain other fixed expenses. In addition, the Board noted that the Adviser had taken a number of steps to date intended to share the benefits of economies of scale with contractholders.

MSF-23

Metropolitan Series Fund

WMC Core Equity Opportunities Portfolio (formerly, Davis Venture Value Portfolio)

Board of Trustees’ Consideration of Advisory and Sub-Advisory Agreements—(Continued)

With respect to the WMC Core Equity Opportunities Portfolio, the Board noted that the Portfolio’s advisory fee and sub-advisory fee each contains breakpoints that reduce the advisory fee rate on assets above certain specified asset levels. The Board considered the fact that the Portfolio’s fee levels decline as portfolio assets increase.

Other factors. As part of its evaluation of the Adviser’s compensation, the Board considered other benefits that may be realized by the Adviser and its affiliates from their relationship with the Trusts. Among them, the Board recognized that an affiliate of the Adviser, MetLife Investors Distribution Company, serves as the Distributor for the Trusts, and, as such, receives payments pursuant to Rule 12b-1 from the Portfolios to compensate it for providing shareholder services and selling activities, which could lead to growth in the Trusts’ assets and corresponding benefits from such growth, including economies of scale. The Board also considered that affiliates of the Adviser may benefit from certain indirect tax benefits relating to dividend received deductions and foreign tax credits. In conjunction with these considerations, the Board noted the costs of providing investment management and other services to the Portfolios and the ongoing commitment of the Adviser to the Portfolios.

The Board considered other benefits that may be realized by each Sub-Adviser and its affiliates from their relationship with the Trusts, including the opportunity to provide advisory services to additional portfolios of the Trusts and reputational benefits. In conjunction with these considerations, the Board noted the costs of providing investment advisory services to the Portfolios and the ongoing commitment of the Sub-Advisers to the Portfolios.

The Board considered possible conflicts of interest in the form of material benefits or detriments to the Trusts resulting from the nature of the Trusts’ and the Adviser’s or the Sub-Advisers’ affiliations and the services that are provided to the Trusts, and the manner in which such conflicts were mitigated.

Conclusions. After full consideration of the factors discussed above, the Board, including a majority of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement, as applicable, with respect to each Portfolio, unless otherwise noted. In making its approvals, the Board concluded that the nature, extent and quality of services provided by the Adviser and each Sub-Adviser supported the renewal of the Agreements. The Board also concluded that the investment performance of each Fund was such that each Agreement should continue. In addition, the Board concluded that fees paid by a Portfolio to the Adviser and, if applicable, the Sub-Adviser appeared to be acceptable in light of nature, extent and quality of the services provided by the Adviser and Sub-Adviser. Further, the Board concluded that the Adviser’s profitability in providing services under the Advisory Agreements did not appear unreasonably high in light of the nature, extent and quality of the services provided by the Adviser. Finally, the Board concluded that the Advisory and Sub-Advisory fees in some measure share economies of scale with contractholders. In approving the renewal of each of the Agreements, the Board, including the Independent Trustees, did not identify any single factor as controlling, and generally attributed different weights to various factors for the various Portfolios. The Board evaluated all information available to them on a Portfolio-by-Portfolio basis, and their decisions were made separately with respect to each Portfolio.

MSF-24

Item 2. Code of Ethics.

As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer, or persons performing similar functions (the “Code of Ethics”). During the period covered by this report, no material amendments were made to the provisions of the Code of Ethics, nor did the registrant grant any waivers, including any implicit waivers, from any provision of the Code of Ethics.

Item 3. Audit Committee Financial Expert.

The registrant’s Board of Trustees has determined that the registrant has at least one “audit committee financial expert” (as defined in Item 3 of Form N-CSR) serving on its audit committee. Susan C. Gause, Nancy Hawthorne, Keith M. Schappert, Linda B. Strumpf, and Dawn M. Vroegop have each been determined to be an “audit committee financial expert” and each is “independent” (as each term is defined in Item 3 of Form N-CSR).

Item 4. Principal Accountant Fees and Services.

Information provided in response to Item 4 includes amounts billed during the applicable time period for services rendered by Deloitte & Touche LLP (“Deloitte”), the registrant’s principal accountant.

(a) Audit Fees

The aggregate fees billed for professional services rendered by Deloitte for the audit of the registrant’s annual financial statements and for services that are normally provided by Deloitte in connection with statutory and regulatory filings for the fiscal years ended December 31, 2012 and December 31, 2013 were $1,060,828 and $1,100,510, respectively.

(b) Audit-Related Fees

During the fiscal years ended December 31, 2012 and December 31, 2013, Deloitte billed $0 and $0, respectively, for assurance and related services that relate directly to the operations and financial reporting of the registrant, the registrant’s investment adviser or any other entity controlling, controlled by, or under common control with the registrant’s investment adviser that provides ongoing services to the registrant.

(c) Tax Fees

The aggregate fees billed for professional services rendered by Deloitte for tax compliance, tax advice and tax planning in the form of preparation of excise filings and income tax returns for the fiscal years ended December 31, 2012 and December 31, 2013 were $208,125 and $210,580, respectively. Represent fees for services rendered to the registrant for review of tax returns for the year end December 31, 2013 and for tax compliance, tax advice and tax planning in the form of preparation of excise filings and income tax returns for the fiscal year end December 31, 2012.

During the fiscal years ended December 31, 2012 and December 31, 2013, no fees for tax compliance, tax advice or tax planning services that relate directly to the operations and financial reporting of the registrant were billed by Deloitte to the registrant’s investment adviser or any other entity controlling, controlled by, or under common control with the registrant’s investment adviser that provides ongoing services to the registrant.

(d) All Other Fees

The registrant was not billed for any other products or services provided by Deloitte for the fiscal years ended December 31, 2012 and December 31, 2013 other than the services reported in paragraphs (a) through (c) above.

During the fiscal years ended December 31, 2012 and December 31, 2013, no fees for other products or services that relate directly to the operations and financial reporting of the registrant, other than the services reported in paragraphs (a) through (c) above, were billed by Deloitte to the registrant’s investment adviser or any other entity controlling, controlled by, or under common control with the registrant’s investment adviser that provides ongoing services to the registrant.

(e)(1) The registrant’s Audit Committee has established pre-approval procedures pursuant to paragraph (c)(7)(i)(B) of Rule 2-01 of Regulation S-X, which include regular pre-approval procedures and interim pre-approval procedures. Under the regular pre-approval procedures, the Audit Committee pre-approves at its regularly scheduled meetings audit and non-audit services that are required to be pre-approved under paragraph (c)(7) of Rule 2-01 of Regulation S-X. Under the interim pre-approval procedures, any member of the Audit Committee who is an independent Trustee is authorized to pre-approve proposed services that arise between regularly scheduled Audit Committee meetings and that need to commence prior to the next regularly scheduled Audit Committee meeting. Such Audit Committee member must report to the Audit Committee at its next regularly scheduled meeting on the pre-approval decision.

(2) Not applicable.

(f) Not applicable.

(g) The aggregate fees billed for the most recent fiscal year and the preceding fiscal year by the registrant’s principal accountant for non-audit services rendered to the registrant, its investment adviser, and adviser affiliates that provide ongoing services to the registrant for 2013 and 2012 were $0 and $0, respectively.

(h) The Audit Committee of the registrant’s Board of Trustees considered the provision of non-audit services that were rendered to the registrant’s investment adviser (not including any subadviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X and concluded that such services are compatible with maintaining the principal accountant’s independence.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a) Schedule of Investments is included as a part of the report to shareholders included under Item 1 of this Form N-CSR.

(b) Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

The registrant does not have procedures by which shareholders may recommend nominees to the registrant’s Board of Trustees.

Item 11. Controls and Procedures.

(a) The President and Treasurer of the registrant have concluded, based on their evaluation of the effectiveness of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act) as of a date within 90 days of the filing date of this report on Form N-CSR, that the design and operation of such procedures provide reasonable assurance that information required to be disclosed by the registrant in this report on Form N-CSR is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

(b) There were no significant changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the registrant’s second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits

(a)(1) Code of Ethics is attached hereto.

(a)(2) The certifications required by Rule 30a-2(a) under the 1940 Act are attached hereto.

(a)(3) Not applicable.

(b) The certifications required by Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

METROPOLITAN SERIES FUND
By:	/s/ Elizabeth M. Forget
	Elizabeth M. Forget
	President and Chief Executive Officer

Date: March 5, 2014

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:	/s/ Elizabeth M. Forget
	Elizabeth M. Forget
	President and Chief Executive Officer

Date: March 5, 2014

By:	/s/ Peter H. Duffy
	Peter H. Duffy
	Chief Financial Officer and Treasurer

Date: March 5, 2014