METLIFE INSURANCE COMPANY OF CONNECTICUT
METLIFE LIFE AND ANNUITY COMPANY OF CONNECTICUT
REGISTERED FIXED ACCOUNT OPTION
FOR USE WITH ANNUITY CONTRACTS
The Fixed Account Option described in this prospectus is available only in
conjunction with certain group variable annuity contracts (the "Contracts"
and/or "Certificates") issued by MetLife Insurance Company of Connecticut or
MetLife Life and Annuity Company of Connecticut (each, a "Company") and funded
by MetLife of CT Separate Account QP for Variable Annuities, MetLife of CT
Separate Account Five for Variable Annuities or MetLife of CT Separate Account
Six for Variable Annuities (the "Separate Account"). The Company may, in the
future, offer the Fixed Account option to additional contracts funded through
other separate accounts. The specific features of the Contract and the Separate
Account are disclosed in greater detail in the Contract prospectus. Where
permitted by state law, we reserve the right under MetLife Retirement Account
contracts to restrict purchase payments into the Fixed Account whenever the
credited interest rate on the Fixed Account is equal to the minimum Guaranteed
Interest Rate specified under your Contract.
The group annuity contracts may be issued to Contract Owners on an unallocated
or allocated basis.
This prospectus explains:
- the Fixed Account Option
- MetLife Insurance Company of Connecticut
- MetLife Life and Annuity Company of Connecticut
- the Interest Rates
- Transfers to and from the Fixed Account Option
- Surrenders
- Market Value Adjustment
- other aspects of the Fixed Account Option
Your Contract is issued by either MetLife Insurance Company of Connecticut or
MetLife Life and Annuity Company of Connecticut. MetLife Life and Annuity
Company of Connecticut does not solicit or issue insurance products in the State
of New York. Refer to your Contract for the name of your issuing company. Both
companies are located at One Cityplace, 185 Asylum Street, Hartford, Connecticut
06103-3415. Telephone Number, 1-800-874-1225. MetLife Investors Distribution
Company, 5 Park Plaza, Suite 1900, Irvine, CA 92614, is the principal
underwriter and distributor of the Contracts.
NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES
COMMISSION HAS APPROVED OR DISAPPROVED THESE SECURITIES OR THE ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
MUTUAL FUNDS, ANNUITIES AND INSURANCE PRODUCTS ARE NOT DEPOSITS OF ANY BANK, AND
ARE NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR
ANY OTHER GOVERNMENT AGENCY.
PROSPECTUS DATED APRIL 30, 2007
TABLE OF CONTENTS
<Table>
Glossary of Special Terms............... 3
Summary................................. 5
The Insurance Company................... 6
The Fixed Account Option................ 6
The Accumulation Period............... 6
Purchase Payments.................. 6
Declared Interest Rates of the
Initial and Subsequent Renewal
Periods.......................... 7
Cash Values........................ 7
The Annuity Contract and Your
Retirement Plan.................. 7
Transfers............................... 8
Transfers from the Fixed Account...... 8
Transfers to the Fixed Account........ 8
Surrenders.............................. 8
General............................... 8
Payment of Full or Partial
Surrenders......................... 9
Contract Termination.................. 9
Market Value Adjustment............... 9
Annuity Period........................ 11
Misstatement.......................... 11
Investments by the Company.............. 12
Distribution of the Contracts........... 12
Federal Income Tax Considerations....... 14
Taxation of the Company............... 14
Information Regarding the Contracts... 14
Incorporation of Certain Documents by
Reference............................. 14
Experts................................. 15
</Table>
2
GLOSSARY OF SPECIAL TERMS
ACCUMULATION PERIOD: The period before annuity payments begin.
ANNUITANT: A Participant on whose life Annuity payments are to be made under a
contract.
ANNUITY: Payment of income for a stated period or amount.
ANNUITY COMMENCEMENT DATE: The date on which Annuity payments are to begin.
ANNUITY PERIOD: The period during which Annuity payments are made.
CASH SURRENDER VALUE: The Cash Value less any amounts deducted upon surrender,
any applicable premium tax and any outstanding loans.
CASH VALUE: The Purchase Payment(s) plus all interest earned, minus all
surrenders, charges and applicable premium taxes previously deducted.
CERTIFICATE ANNIVERSARY: Each anniversary of the Certificate Date.
CERTIFICATE DATE: The date an individual Certificate of Participation is issued
under a group contract.
CERTIFICATE YEAR: Each 12-month period beginning with the date an individual
certificate of participation is issued under a group Contract.
COMPANY (WE, US, OUR): MetLife Insurance Company of Connecticut or the MetLife
Life and Annuity Company of Connecticut, depending on the state where your
Contract is issued.
COMPETING FUND: Any investment option under the Plan, which in our opinion,
consists primarily of fixed income securities and/or money market instruments.
CONTRACT ANNIVERSARY: Each anniversary of the Contract Date.
CONTRACT/CERTIFICATE VALUE: The amount of all purchase payments, plus any
applicable credits, plus or minus any investment experience or interest.
CONTRACT DATE: The date shown on the Contract specifications page on which the
Contract is issued.
CONTRACT OWNER: The employer, individual or entity owning the contract.
CONTRACT YEAR: Each 12-month period beginning with the effective date of the
contract.
DECLARED INTEREST RATE(S): One or more rates of interest which may be declared
by the Company. Such rates will never be less than the Guaranteed Interest Rate
stated in the contract and may apply to some or all of the values under the
Fixed Account Option for periods of time determined by the Company.
FIXED ACCOUNT OPTION: An annuity option which does not vary with the investment
experience of a Separate Account as described in this Prospectus.
GENERAL ACCOUNT: The General Account of the Company that holds values
attributable to the Fixed Account Option.
GUARANTEE PERIOD: The period between the initial Premium Payment or Renewal Date
and the Maturity Date during which a Guaranteed Interest Rate is credited.
HOME OFFICE: MetLife Insurance Company of Connecticut or MetLife Life and
Annuity Company of Connecticut (sometimes referred to as the "Company") located
at One Cityplace, Hartford, Connecticut 06103-3415.
IN WRITING: A written form satisfactory to us and received at our Home Office.
MARKET VALUE ADJUSTMENT: The Market Value Adjustment reflects the relationship,
at the time of surrender, between the rate of interest credited to funds on
deposit under the Fixed Account Option at the time of discontinuance to the rate
of interest credited on new deposits at the time of discontinuance.
3
MARKET ADJUSTED VALUE: The value of funds held in the Fixed Account Option
increased or decreased by the Market Value Adjustment.
PARTICIPANT: An eligible person who is a member in a tax qualified Plan under
Sections 401, 403(b) or 457 of the Internal Revenue Code of 1986, as amended
(the "Code"), or a nonqualified deferred Compensation Plan.
PARTICIPANT'S INDIVIDUAL ACCOUNT: An account to which amounts are credited to a
Participant or Beneficiary under the contract.
PREMIUM TAX: A tax charged by a state or municipality on premiums, Purchase
Payments or contract values.
PURCHASE PAYMENT: The premium payment applied to the Contract.
SALES CHARGE: Any applicable surrender charge or contingent deferred sales
charge, as defined in the Contract.
SEPARATE ACCOUNT: MetLife of CT Separate Account QP for Variable Annuities
("Separate Account QP"), MetLife of CT Separate Account Five for Variable
Annuities ("Separate Account Five") or MetLife of CT Separate Account Six for
Variable Annuities ("Separate Account Six").
SEPARATE ACCOUNT OPTION: A Funding option available under your Contract, the
value of which varies with the investment experience of the underlying mutual
fund.
YOU, YOUR: "You", depending on the context, may be the Participant or the
Contract Owner and a natural person, a trust established for the benefit of a
natural person, a charitable remainder trust, or a plan (or the employer
purchaser who has purchased the Contact on behalf of the plan).
4
SUMMARY
This prospectus describes the Fixed Account Option available as a companion
contract with variable annuity contracts of Separate Account QP (Gold Track and
Gold Track Select Contracts), Separate Account Five or Separate Account Six
(MetLife Retirement Account Contracts). The contracts are used with:
- qualified pension and profit-sharing plans
- tax-deferred annuity plans (for public school teachers and employees
and employees of certain other tax-exempt and qualifying employers)
- deferred compensation plans of state and local governments and
nonqualified deferred compensation plans
- individual retirement accounts
MetLife Insurance Company of Connecticut or MetLife Life and Annuity Company of
Connecticut ("we" or the "Company") issues the contracts. MetLife Life and
Annuity Company of Connecticut does not solicit or issue insurance products in
the State of New York. Refer to your Contract for the name of your issuing
company. Purchase Payments made under the contracts and directed to the Fixed
Account Option become a part of the Company's General Account. Purchase Payments
may also be allocated to one or more Separate Account Options. The variable
annuity contract and underlying mutual funds are described in separate
prospectuses. Please read all prospectuses carefully.
During the Accumulation Period, the Fixed Account Option provides for Purchase
Payments to be credited with an initial interest rate for a 12-month period. We
guarantee that the initial credited interest rate will never be less than the
minimum interest rate permitted under state law. The initial interest rate will
be declared quarterly for Gold Track and Gold Track Select Contracts issued in
connection with plans established under Section 401, Section 457, and certain
plans established under Section 403(b) of the Code. The initial interest rate
will be declared monthly for all MetLife Retirement Account Contracts and for
Gold Track Contracts issued in connection with combination plans established
pursuant to Sections 403 (b) /401 and certain contracts issued in connection
with Section 403(b) plans.
At the end of the 12-month guarantee period, a renewal interest rate will be
determined by the Company. We guarantee that the renewal interest rate will
never be less that the minimum interest rate permitted under state law. At the
end of the initial guarantee period, the first renewal rate will be guaranteed
to the end of the calendar year. The second and all subsequent renewal rates
will be declared each January 1 thereafter, and will be guaranteed through
December 31 of that year. The rates of interest credited will affect a contract
or account's Cash Value. (See "Cash Values".) Such rates may also be used to
determine amounts payable upon termination of the contracts. (See
"Surrenders -- Contract Termination".)
The Company may offer the Fixed Account Option with guaranteed rates that are
declared on a calendar quarterly basis and applied to all Purchase Payments for
the remainder of the calendar quarter. At the end of the calendar quarter, the
Company will declare a new guarantee rate that will be applied to all new
Purchase Payments allocated to the Fixed Account Option for the following
calendar quarter, as well as Purchase Payments that were previously applied to
the Fixed Account Option.
Generally, the Company intends to invest assets directed to the Fixed Account
Option in investment-grade securities. The Company has no specific formula for
determining the initial interest rates or renewal interest rates. However, such
a determination will generally reflect interest rates available on the types of
debt instruments in which the Company intends to invest the amounts directed to
the Fixed Account Option. In addition, the Company's management may also
consider various other factors in determining these rates for a given period,
including regulatory and tax requirements; sales commission and administrative
expenses borne by the Company; general economic trends; and competitive factors.
(See "Investments by the Company".)
The Contract Owner or Participant, if so authorized, may, during the
Accumulation Period, direct all or a portion of a contract or account's Cash
Value under the Fixed Account Option to one or more of the investment options of
the Separate Account. No Sales Charges will be deducted on such transfers.
However, there are restrictions which may limit the amount that may be so
directed and transfers may be deferred in certain cases. (See "Transfers from
the Fixed Account".)
5
Distributions and transfers from the Fixed Account Option are made on a last-in,
first-out basis. We will determine the Cash Surrender Value as of the next
valuation date after we receive a written request at our Home Office. We reserve
the right to defer payment of the Fixed Account Option for up to six months from
the date we receive the written request. If a payment is deferred for more than
30 days after we receive the request, we will pay a minimum interest rate on the
amount.
THE INSURANCE COMPANY
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Please refer to your Contract to determine which Company issued your Contract.
MetLife Insurance Company of Connecticut is a stock insurance company chartered
in 1863 in the state of Connecticut and has been continuously engaged in the
insurance business since that time. It is licensed to conduct life insurance
business in all states of the United States, the District of Columbia, Puerto
Rico, Guam, the U.S. and British Virgin Islands and the Bahamas. The Company is
a wholly-owned subsidiary of MetLife, Inc., a publicly traded company. MetLife,
Inc., through its subsidiaries and affiliates, is a leading provider of
insurance and other financial services to individual and institutional
customers. The Company's home office is located at One Cityplace, Hartford,
Connecticut 06103-3415.
MetLife Life and Annuity Company of Connecticut is a stock insurance company
chartered in 1973 in Connecticut and continuously engaged in the insurance
business since that time. It is licensed to conduct life insurance business in
all states of the United States (except New York), the District of Columbia and
Puerto Rico. The Company is an indirect wholly-owned subsidiary of MetLife,
Inc., a publicly traded company. The Company's home office is located at One
Cityplace, Hartford, Connecticut 06103-3415.
THE FIXED ACCOUNT OPTION
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The Fixed Account Option is available only in conjunction with the purchase of a
variable annuity contract (Gold Track, Gold Track Select or MetLife Retirement
Account; "Gold Track", "Gold Track Select" and "MetLife Retirement Account")
issued by the Company. The Contracts are available as individual or group
Contracts. Participants under group Contracts are issued Certificates
summarizing the provisions of the group Contract. For convenience, we refer to
both individual Contract Owners and Participants as Contract Owners. Where
permitted by state law, we reserve the right to restrict purchase payments into
the Fixed Account Option under your MetLife Retirement Account Contract whenever
the credited interest rate on the Fixed Account is equal to the minimum
Guaranteed Interest Rate specified under your Contract.
The contracts provide for both an Accumulation Period and an Annuity Period.
During the Accumulation Period, the Employee/Trustee may direct Purchase
Payments to the Fixed Account (part of the Company's general account). During
the Annuity Period, the value of the Annuity Contract is used to purchase Fixed
or Variable Annuities. The operation of the Contract during the Annuity Period
is described in the Contract prospectus accompanying this prospectus.
THE ACCUMULATION PERIOD
PURCHASE PAYMENTS
During the Accumulation Period, all or a portion of Purchase Payments (less any
premium taxes), may be allocated to the Fixed Account Option. We may refuse to
accept total purchase payments over $3,000,000.
We accept Purchase Payments made by check or cashier's check. We do not accept
cash, money orders or traveler's checks. We reserve the right to refuse purchase
payments made via a personal check in excess of $100,000. Purchase payments over
$100,000 may be accepted in other forms, including but not limited to, EFT/wire
transfers, certified checks, corporate checks, and checks written on financial
institutions. The form in which we receive a purchase payment may determine how
soon subsequent disbursement requests may be fulfilled.
6
DECLARED INTEREST RATES OF THE INITIAL AND SUBSEQUENT RENEWAL PERIODS
The Fixed Account guarantees an initial interest rate for a 12-month period. For
the following contracts we will declare initial interest rates quarterly:
- Gold Track Select Contracts issued in connection with a plan
established under Sections 401, 457 or 403(b) of the Code
- Gold Track Contracts for plans established under Sections 401, 457
For the following, we will declare initial interest rates monthly:
- MetLife Retirement Account Contracts
- Gold Track Contracts issued in connection with a plan established
under Section 403(b) or combination contracts under Sections
403(b)/401
At the end of the 12-month guarantee period, a renewal interest rate will be
determined. The rate will never be less than the minimum interest rate permitted
under state law. At the end of the initial guarantee period, the first renewal
rate will be guaranteed to the end of that calendar year. The second and all
future renewal rates will be declared each subsequent January 1 and guaranteed
through December 31 of each year.
The Company may offer the Fixed Account Option with guaranteed rates that are
declared on a calendar quarterly basis and applied to all Purchase Payments for
the remainder of the calendar quarter. At the end of the calendar quarter, the
Company will declare a new guarantee rate that will be applied to all new
Purchase Payments allocated to the Fixed Account Option for the following
calendar quarter, as well as Purchase Payments that were previously applied to
the Fixed Account Option.
The Company has no specific formula for determining the rate(s) of interest that
it will declare. Generally, the rates we determine will reflect interest rates
available on the types of debt instruments in which we intend to invest the
amounts directed to the Fixed Account Option (See "Investments by the Company".)
In addition, the Company's management may also consider various other factors in
determining interest rates for a given period, including regulatory and tax
requirements; sales commission and administrative expenses borne by the Company;
general economic trends; and competitive factors. THE COMPANY'S MANAGEMENT WILL
MAKE THE FINAL DETERMINATION AS TO ANY DECLARED INTEREST RATES AND ANY INTEREST
IN EXCESS OF THE MINIMUM INTEREST RATE ALLOWED UNDER STATE LAW. THE COMPANY
CANNOT PREDICT NOR GUARANTEE THE RATES OF ANY FUTURE DECLARED INTEREST IN EXCESS
OF THE MINIMUM RATE.
CASH VALUES
We will credit amounts held under the Fixed Account Option with interest. The
minimum Guaranteed Interest Rate will never be lower than the minimum rate
permitted under state law. Interest is credited daily. Purchase Payments (other
than the initial Purchase Payment) are allocated to the Fixed Account Option as
of the close of the business day on which we receive the Purchase Payment at the
Home Office. Therefore, Purchase Payments begin earning interest the day after
we receive the Purchase Payment in good order.
THE ANNUITY CONTRACT AND YOUR RETIREMENT PLAN
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If you participate through a retirement plan or other group arrangement, the
Contract may provide that all or some of your rights or choices as described in
this Prospectus are subject to the plan's terms. For example, limitations on
your rights may apply to purchase payments, withdrawals, transfers, loans, the
death benefit and pay-out options.
The Contract may provide that a plan administrative fee will be paid by making a
withdrawal from your Contract/Certificate Value. Also, the Contract may require
that you or your beneficiary obtain a signed authorization from your employer or
plan administrator to exercise certain rights. We may rely on your employer's or
plan administrator's statements to us as to the terms of the plan or your
entitlement to any amounts. We are not a party to your employer's retirement
plan. We will not be responsible for determining what your plan says. You should
consult the Contract and plan document to see how you may be affected.
7
TRANSFERS
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No transfers are allowed between the Fixed Account Option and any Competing
Fund.
Where permitted by state law, we reserve the right to restrict transfers from
the Separate Account options in a MetLife Retirement Account Contract into the
Fixed Account Option whenever the credited interest rate on the Fixed Account is
equal to the minimum Guaranteed Interest Rate specified under your Contract.
The charges for transfers are described in the Contract prospectus which
accompanies this prospectus. No Sales Charges apply when a transfer is made.
Amounts previously transferred from the Fixed Account Option to the Separate
Account Options may not be transferred back to the Fixed Account Option or any
Competing Fund for a period of at least 3 months from the date of the transfer.
The Company may eliminate this restriction in circumstances where Guaranteed
Interest Rates on the Fixed Account Option are declared and credited on a
quarterly basis.
TRANSFERS FROM THE FIXED ACCOUNT
The Contract Owner may transfer amounts in the Fixed Account Option to one or
more of the Separate Account Options subject to the Competing Fund restrictions
described in your Contract. All transfers will be made on a last-in, first-out
basis. That is, the money most recently deposited or transferred into the
account will be transferred or surrendered first.
We reserve the right to limit transfers from the Fixed Account in any calendar
year to 20% of the Contract/Certificate Cash Value in the Fixed Account Option
as of the end of the preceding Contract/Certificate year. (See also
"Surrenders.")
TRANSFERS TO THE FIXED ACCOUNT
METLIFE RETIREMENT ACCOUNT CONTRACTS
The Contract Owner may transfer amounts in the Separate Account Options to the
Fixed Account Option subject to the Competing Fund restrictions described in
your Contract. In addition, amounts previously transferred from a Competing Fund
to a Separate Account Option which is not a Competing Fund may not be
transferred to the Fixed Account Option for a period of at least 3 months from
the date of transfer.
If the Contract Owner selects the Optional Death Benefit and Credit under the
Contract, the following additional restrictions apply:
- Purchase Payments allocated to a Separate Account Option which is not
a Competing Fund may not be transferred to the Fixed Account for a
period of at least 3 months from the date of the Purchase Payment.
- If a Purchase Payment has been made within the last five
Contract/Certificate Years, transfers from the Separate Account
Options to the Fixed Account Option may not exceed 20% per year of the
Contract/Certificate Value in the Separate Account Options on the
Contract/Certificate Anniversary.
GOLD TRACK AND GOLD TRACK SELECT CONTRACTS
Values held in a Separate Account Option may be transferred to the Fixed Account
Option at any time subject to any Competing Fund restrictions which may apply.
SURRENDERS
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GENERAL
Subject to the termination provisions described below, the Contract Owner may
request a full or partial surrender of Cash Values at any time from the Fixed
Account Option.
8
We may withhold payment of Cash Surrender Value or Participant's loan proceeds
if any portion of those proceeds would be derived from a Contract Owner's check
that has not yet cleared (i.e., that could still be dishonored by your banking
institution). We may use telephone, fax, Internet or other means of
communications to verify that payment from the Contract Owner's check has been
or will be collected. We will not delay payment longer than necessary for us to
verify that payment has been or will be collected. Contract Owners may avoid the
possibility of delay in the disbursement of proceeds coming from a check that
has not yet cleared by providing us with a certified check.
PAYMENT OF FULL OR PARTIAL SURRENDERS
In the event of a partial surrender from the Fixed Account Option, we will pay
the requested value less any applicable Sales Charges. All partial surrenders
will be made on a last-in, first-out basis. If an allocated account is
surrendered for reasons other than contract termination, we will pay the Cash
Value, less any outstanding loan surrenders not previously deducted, less any
Premium Tax, the administrative charge, and any Sales Charges, as applicable.
PLEASE CONSULT THE ACCOMPANYING VARIABLE ANNUITY CONTRACT PROSPECTUS FOR ANY
APPLICABLE SALES CHARGES.
CONTRACT TERMINATION
If the Contract is discontinued, no further Purchase Payments or transfers will
be allowed. On the date we receive a written request to terminate the Contract,
or within 31 days after we notify you of our intent to terminate the Contract,
any amounts transferred from the Fixed Account Option to the Separate Account
Options during the 30 days before the date of discontinuance will be transferred
back to the Fixed Account Option.
If the Contract is discontinued because of Plan termination due to the
dissolution or liquidation of the employer under US Code Title 11 procedures,
the Cash Surrender Value will be distributed directly to the employees entitled
to share in such distributions pursuant to the plan. Distribution may be in the
form of cash payments, annuity options or deferred annuities. This provision
does not apply to plans established under Section 457 of the Code.
MARKET VALUE ADJUSTMENT
The following discussion of Market Adjusted Values applies only to Contract
Owners who are not individuals.
If the Contract Owner requests a full surrender of the Contract or of all
contract values held in the Fixed Account Option for reasons other than listed
above; or if the Company discontinues the Contract (in all states other than New
York and in New York, if issued prior to April 30, 2007), the Company will
determine the Market Adjusted Value of the Fixed Account Option. For Contracts
issued in New York on or after April 30, 2007, we will pay the Contract Owner
the Cash Value of the Fixed Account Option if the Company discontinues the
Contract.
The amount payable to the Contract Owner if a Contract is discontinued may be
increased or decreased by the application of the Market Value Adjustment
formula. The formula is the following:
Market Adjusted Value = Cash Value x (1 + RO)/\(5) / (1 + R1 + .0025)/\(5)
Where:
RO is the average interest rate credited to amounts in the Fixed Account
Option at the time of termination, and
R1 is the interest rate credited on new deposits for this class of
contracts at the time of termination.
FOR CONTRACTS ISSUED IN EVERY STATE EXCEPT NEW YORK:
If, as of the date of discontinuance, the Market Adjusted Value is less than the
Cash Value of the Fixed Account Option, the Contract Owner may select one of the
payment methods described below:
1) The Market Adjusted Value (less any applicable Sales Charge) in one
lump sum within 60 days of the date of discontinuance, or
2) The Cash Surrender Value of the Fixed Account Option in installments
over a 5-year period. The amount deducted on Surrender, if any, is
determined as of the date of discontinuance, and will apply to all
installment payments. Interest will be credited to the remaining Cash
Value of the Fixed Account Option
9
during this installment Period at a fixed effective annual interest
rate of not less than the minimum rate permitted under state law. The
first payment will be made no later than 60 days following the
Contract Owner's request for surrender or our written notification of
our intent to discontinue the Contract. The remaining payments will be
mailed on each anniversary of the discontinuance for four years.
During that period, no additional surrenders are allowed.
If, as of the date of discontinuance, the Market Adjusted Value is greater than
the Cash Value of the Fixed Account Option, the Contract Owner may select one of
the payment methods as described below:
1) The Cash Surrender Value of the Fixed Account Option, in one lump sum
within 60 days of the date of discontinuance, or
2) The Cash Value of the Fixed Account Option in installments over a 5-
year period. Interest will be credited to the remaining Cash Value of
the Fixed Account Option during this installment period at a fixed
effective annual interest rate of not less than the minimum rate
permitted under state law. The first payment will be made no later
than 60 days following the Contract Owner's request for surrender or
our written notification of our intent to discontinue the Contract.
The remaining payments will be mailed on each anniversary of the
discontinuance for four years. During that period, no additional
surrenders are allowed.
ALLOCATED CONTRACTS ISSUED IN NEW YORK PRIOR TO APRIL 30, 2007:
If the Market Adjusted Value is less than the Cash Value of the Fixed Account as
of the date of discontinuance, we will pay you the Market Adjusted Value, less
any amounts deducted on surrender, less any loans outstanding in one lump sum.
This amount will never be less than 90% of the Cash Value of the Fixed Account,
less any outstanding loans as of the date of discontinuance. We may defer
payment of this amount for up to six months from the date of discontinuance. If
a payment is deferred more than 10 working days from the date of discontinuance,
we will credit interest during the deferred period in the same manner as
described in your Contract.
If the Market Adjusted Value is greater than the Cash Value of the Fixed Account
as of the date of discontinuance, we will pay the Cash Surrender Value of the
Fixed Account as of the date of discontinuance in one lump sum. We may defer
payment of this amount for up to six months from the date of discontinuance. If
a payment is deferred more than 10 working days from the date of discontinuance,
we will credit interest during the deferred period in the same manner as
described in your Contract.
UNALLOCATED CONTRACTS ISSUED IN NEW YORK PRIOR TO APRIL 30, 2007:
You may select either of the following methods of payout:
a) LUMP SUM PAYMENT OPTION. If the Market Adjusted Value is less than the
Cash Value of the Fixed Account as of the date of the discontinuance,
we will pay you the Market Adjusted Value, less any amounts deducted
on Surrender, in one lump sum within 60 days of the date of
discontinuance. If the Market Adjusted Value is greater than the Cash
Value of the Fixed Account as of the date of discontinuance, we will
pay you the Cash Surrender Value of the Fixed Account within 60 days
of the date of discontinuance.
b) INSTALLMENT PAYMENT OPTION. We will pay you the Cash Value of the
Fixed Account in installments over a 5-year period. Interest will be
credited to the remaining Cash Value of the Fixed Account during this
installment period at a fixed effective annual interest rate of not
less than 1.5% below the net effective rate being credited to the
contract on the date of discontinuance. The first payment will be made
no later than 60 days following our mailing the written notice to you
at the most current address available on our records. The remaining
payments will be mailed on each anniversary of the discontinuance date
for 4 years. Allowable distributions shown on the Contract
Specifications page are not permitted during the 5-year installment
period.
10
FOR CONTRACTS ISSUED IN NEW YORK ON OR AFTER APRIL 30, 2007:
EXCEPT GOLD TRACK SELECT ALLOCATED CONTRACTS ISSUED TO NON-ERISA 403(B) PLANS
AND GOVERNMENTAL 457 PLANS SUBJECT TO THE NEW YORK STATE DEFERRED COMPENSATION
BOARD RULES AND REGULATIONS:
Upon discontinuance, the Contract Owner may select one of the payment methods
described below:
a) the Market Adjusted Value, less any amounts deducted on surrender,
less any loans outstanding in one lump-sum within 60 days of the date
of discontinuance. We may defer the payment for this amount for up to
six months from the date of discontinuance. If a payment is deferred
more than 10 working days from the date of discontinuance, interest
will continue to be earned during the deferred period in the same
manner as described in the Contract; or
b) the Cash Value of the Fixed Account in installments over a 5 year
period. Interest will be credited to the remaining Cash Value of the
Fixed Account during this installment period at a fixed effective
annual interest rate of not less than 1.5% below the net effective
rate being credited to the Contract on the date of discontinuance. The
first payment will be made no later than 60 days following the
Company's mailing of the written notice of Contract discontinuance to
the Contract Owner at the most current address available on the
Company's records. The remaining payments will be mailed on each
anniversary of the discontinuance date for 4 years. Allowable
distributions shown on the Contract Specifications page are not
allowed during the 5 year installment period.
GOLD TRACK SELECT ALLOCATED CONTRACTS ISSUED TO NON-ERISA 403(B) PLANS IN NEW
YORK ON OR AFTER APRIL 30, 2007:
The formula used in connection with these non-ERISA 403(b) Plans is exactly the
same as described above except that the total surrender charge and market value
adjustment will not exceed 10% or the Cash Value of the Fixed Account.
Additionally on or after the 10(th) Certificate Year, the Market Value will
equal the Cash Value.
GOLD TRACK SELECT CONTRACTS ISSUED TO GOVERNMENTAL 457 PLANS SUBJECT TO THE NEW
YORK STATE DEFERRED COMPENSATION BOARD RULES AND REGULATIONS ON OR AFTER APRIL
30, 2007:
We will pay the Cash Value of the Fixed Account in one lump sum to the Contract
Owner, or participant if so authorized, no later than 30 days following the date
of discontinuance. If we defer payment for 10 working days or more, interest
will continue to be earned during the deferred period at the rate required by
law or at the rate currently being credited under this Contract, whichever is
greater. No surrender charges nor market value adjustment will be assessed
against the cash value of the Fixed Account if the Contract is discontinued.
ANNUITY PERIOD
We will normally make annuity payments within fifteen business days after we
receive a settlement claim, or any other later specified date. Subsequent
payments will be made periodically on the anniversaries of the first payment.
MISSTATEMENT
We may require proof of age of the Owner, beneficiary or Annuitant before making
any payments under this Contract that are measured by the Owner's, beneficiary's
or Annuitant's life. If the age of the measuring life has been misstated, the
amount payable will be the amount that would have been provided at the correct
age.
Once Annuity payments have begun, any underpayments will be deducted from or
added to the payment or payments made after the adjustment in certain states, we
are required to pay interest on any underpayments.
The Separate Account contract prospectus describes more fully the Annuity Period
and annuity options under the Contracts. Please note, however, that
annuitization is irrevocable; once fixed Annuity payments have begun, the
annuity benefit cannot be surrendered for a lump sum settlement.
RESTRICTIONS ON FINANCIAL TRANSACTIONS
Federal laws designed to counter terrorism and prevent money laundering might,
in certain circumstances, require us to block a Contract Owner's ability to make
certain transactions and thereby refuse to accept any request for
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transfers, withdrawals, surrenders, or death benefits, until the instructions
are received from the appropriate regulator. We may also be required to provide
additional information about you and your Contract to government regulators.
INVESTMENTS BY THE COMPANY
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We must invest our assets according to applicable state laws regarding the
nature, quality and diversification of investments that may be made by life
insurance companies. In general, these laws permit investments, within specified
limits and subject to certain qualifications, in Federal, state, and municipal
obligations, corporate bonds, preferred and common stocks, real estate
mortgages, real estate and certain other investments. All General Account assets
of the Company would be available to meet the Company's guarantee under the
Fixed Account Option. The proceeds from the Fixed Account Option will become
part of the Company's general assets and are available to fund the claims of all
classes of customers of the Company.
In establishing Declared Interest Rates, the Company will consider the yields
available on the instruments in which it intends to invest the amounts directed
to the Fixed Account Option. The current investment strategy for the Contracts
is to invest in investment-grade fixed income securities, including public
bonds, privately placed bonds, and mortgages, some of which may be zero coupon
securities. While this generally describes our investment strategy, we are not
obligated to follow any particular strategy except as may be required by Federal
and state laws.
DISTRIBUTION OF THE CONTRACTS
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DISTRIBUTION AND PRINCIPAL UNDERWRITING AGREEMENT. MetLife Insurance Company of
Connecticut and MetLife Life and Annuity Company of Connecticut (together the
"Company") have appointed MetLife Investors Distribution Company ("MLIDC") to
serve as the principal underwriter and distributor of the securities offered
through this prospectus, pursuant to the terms of a Distribution and Principal
Underwriting Agreement. Prior to October 20, 2006, the principal underwriter and
distributor was MLI Distribution LLC, which merged with and into MLIDC on that
date. MLIDC, which is an affiliate of the Company, also acts as the principal
underwriter and distributor of other annuity contracts and variable annuity
contracts and variable life insurance policies issued by the Company and its
affiliated companies. The Company reimburses MLIDC for expenses MLIDC incurs in
distributing the Contracts (e.g., commissions payable to retail broker-dealers
who sell the Contracts). MLIDC does not retain any fees under the Contracts.
MLIDC's principal executive offices are located at 5 Park Plaza, Suite 1900,
Irvine, CA 92614. It is not anticipated that the merger will have an impact on
the distribution of the Contracts or the level of compensation paid in
connection with such distribution.
MLIDC is registered as a broker-dealer with the Securities and Exchange
Commission ("SEC") under the Securities Exchange Act of 1934, as well as the
securities commissions in the states in which it operates, and is a member of
the National Association of Securities Dealers, Inc. ("NASD").
MLIDC and the Company enter into selling agreements with affiliated and
unaffiliated broker-dealers who are registered with the SEC and are members of
the NASD, and with entities that may offer the Contracts but are exempt from
registration. Applications for the Contract are solicited by registered
representatives who are associated persons of such affiliated or unaffiliated
broker-dealer firms. Such representatives act as appointed agents of the Company
under applicable state insurance law and must be licensed to sell variable
insurance products. The Company intends to offer the Contract in all
jurisdictions where it is licensed to do business and where the Contract is
approved. The Contracts are offered on a continuous basis.
COMPENSATION. Broker-dealers who have selling agreements with MLIDC and the
Company are paid compensation for the promotion and sale of the Contracts.
Registered representatives who solicit sales of the Contract typically receive a
portion of the compensation payable to the broker-dealer firm. The amount the
registered representative receives depends on the agreement between the firm and
the registered representative. This agreement may also provide for the payment
of other types of cash and non-cash compensation and other benefits. A broker-
dealer firm or registered representative of a firm may receive different
compensation for selling one product over another and/or may be inclined to
favor one product provider over another product provider due to differing
compensation rates.
We generally pay compensation as a percentage of purchase payments invested in
the Contract. Alternatively, we may pay lower compensation on purchase payments
but pay periodic asset-based compensation based on all or a
12
portion of the Contract/Certificate Value. The amount and timing of compensation
may vary depending on the selling agreement but is not expected to exceed 10% of
Purchase Payments (if up-front compensation is paid to registered
representatives) and up to 2% annually of average Contract/Certificate Value (if
asset-based compensation is paid to registered representatives).
The Company and MLIDC have also entered into preferred distribution arrangements
with certain broker-dealer firms. These arrangements are sometimes called "shelf
space" arrangements. Under these arrangements, the Company and MLIDC pay
separate, additional compensation to the broker-dealer firm for services the
broker-dealer provides in connection with the distribution of the Company's
products. These services may include providing the Company with access to the
distribution network of the broker-dealer, the hiring and training of the
broker-dealer's sales personnel, the sponsoring of conferences and seminars by
the broker-dealer, or general marketing services performed by the broker-dealer.
The broker-dealer may also provide other services or incur other costs in
connection with distributing the Company's products.
These preferred distribution arrangements will not be offered to all broker-
dealer firms and the terms of such arrangements may differ between broker-dealer
firms. Compensation payable under such arrangements may be based on aggregate,
net or anticipated sales of the Contracts, total assets attributable to sales of
the Contract by registered representatives of the broker-dealer firm or based on
the length of time that a Contract Owner has owned the Contract. Any such
compensation payable to a broker-dealer firm will be made by MLIDC or the
Company out of their own assets and will not result in any additional direct
charge to you. Such compensation may cause the broker-dealer firm and its
registered representatives to favor the Company's products. The Company and MIDC
have entered into preferred distribution arrangements with its affiliate Tower
Square Securities, Inc. and as well as with unaffiliated broker-dealer firms.
The Company may enter into similar agreements with its other affiliates,
Metropolitan Life Insurance Company, MetLife Securities, Inc., Walnut Street
Securities, Inc. and New England Securities Corporation. A list of the
unaffiliated broker-dealer firms which have entered into such arrangements is
available on our website.
SALE OF THE CONTRACTS BY AFFILIATES OF THE COMPANY. The Company and MLIDC may
offer the Contracts through retail broker-dealer firms that are affiliates of
the Company, including Tower Square Securities, Inc., Metropolitan Life
Insurance Company, MetLife Securities, Inc., Walnut Street Securities, Inc. and
New England Securities Corporation. The compensation paid to affiliated broker-
dealer firms for sales of the Contracts is generally not expected to exceed, on
a present value basis, the percentages described above. These broker-dealer
firms pay their registered representatives all or a portion of the commissions
received for their sales of Contracts; some firms may retain a portion of
commissions. The amount the broker-dealer firms pass on to their registered
representatives is determined in accordance with their internal compensation
programs. These programs may also include other types of cash compensation, such
as bonuses, equity awards (such as stock options), training allowances,
supplementary salary, financing arrangements, marketing support, medical and
other insurance benefits, retirement benefits, non-qualified deferred
compensation plans, and other benefits. For registered representatives of
certain affiliates, the amount of this additional cash compensation is based
primarily on the amount of proprietary products sold and serviced by the
representative. Proprietary products are those issued by the Company or its
affiliates. The managers who supervise these registered representatives may also
be entitled to additional cash compensation based on the sale of proprietary
products by their representatives. Because the additional cash compensation paid
to these registered representatives and their managers is primarily based on
sales of proprietary products, these registered representatives and their
managers have an incentive to favor the sale of proprietary products over other
products issued by non-affiliates.
MetLife registered representatives, receive cash payments for the products they
sell and service based upon a 'gross dealer concession' model. The cash payment
is equal to a percentage of the gross dealer concession. For MetLife registered
representatives other than those in our MetLife Resources (MLR) Division, the
percentage is determined by a formula that takes into consideration the amount
of premiums and purchase payments applied to proprietary products that the
registered representative sells and services. The percentage could be as high as
100%. (MLR registered representatives receive compensation based upon premiums
and purchase payments applied to all products sold and serviced by the
representative.) In addition, all MetLife registered representatives are
entitled to the additional compensation described above based on sales of
proprietary products. Because sales of proprietary products are a factor
determining the percentage of gross dealer concessions and/or the amount of
additional compensation to which MetLife registered representatives are
entitled, they have an incentive to favor the sale of proprietary products. In
addition, because their sales managers' compensation is based on the sales made
by the representatives they supervise, these sales managers also have an
incentive to favor the sale of proprietary products.
13
The Company's affiliates also offer their registered representatives and their
managers non-cash compensation incentives, such as conferences, trips, prizes
and awards. Other non-cash compensation payments may be made for other services
that are not directly related to the sale of products. These payments may
include support services in the form of recruitment and training of personnel,
production of promotional materials and similar services.
From time to time, MetLife Associates LLC or Metropolitan Life Insurance Company
pays organizations, associations and nonprofit organizations compensation to
endorse or sponsor the Company's variable annuity contracts or for access to the
organization's members. We or our affiliates may also pay duly licensed
individuals associated with these organizations cash compensation for the sales
of the Contracts. This compensation may include: the payment of fees, funding
their programs, scholarships, events or awards, such as a principal of the year
award; leasing their office space or paying fees for display space at their
events; purchasing advertisements in their publications; or reimbursing or
defraying their expenses. We also retain finders and consultants to introduce
MetLife Associates LLC or Metropolitan Life Insurance Company to potential
clients and for establishing and maintaining relationships between MetLife
Associates LLC or Metropolitan Life Insurance Company and various organizations.
We or our affiliates may pay duly licensed individuals associated with these
organizations cash compensation for the sales of the Contracts.
FEDERAL INCOME TAX CONSIDERATIONS
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TAXATION OF THE COMPANY
The Company is taxed as a life insurance company under Part I of Subchapter L of
the Code. The assets underlying the Fixed Account Option under the Contracts
will be owned by the Company. The income earned on such assets will be the
Company's income.
INFORMATION REGARDING THE CONTRACTS
Tax information of the Contracts/Certificates and distributions is briefly
described in the accompanying Contract prospectus.
INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
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Under the Securities Act of 1933, the Company has filed with the Commission a
registration statement (the "Registration Statement") relating to the Contracts
offered by this prospectus. This prospectus has been filed as a part of the
Registration Statement and does not contain all of the information set forth in
the Registration Statement and the exhibits, and reference is hereby made to
such Registration Statement and exhibits for further information relating to the
Company and the Contracts.
The Company's latest annual report on Form 10-K for both MetLife Insurance
Company of Connecticut and MetLife Life and Annuity Company of Connecticut have
been filed with the Commission. It is incorporated by reference into this
prospectus. The Form 10-K for the period ended December 31, 2006 contains
additional information about the Company, including consolidated audited
financial statements for the Company's latest fiscal year. MetLife Insurance
Company of Connecticut filed its Form 10-K on April 2, 2007 via EDGAR File No.
033-03094. MetLife Life and Annuity Company of Connecticut filed its Form 10-K
on March 7, 2007 via EDGAR File No. 033-58677. All other reports filed by the
Company pursuant to Section 13(a) or 15(d) of the Exchange Act (such as
quarterly and periodic reports) or proxy or information statements filed
pursuant to Section 14 of the Exchange Act since the end of the fiscal year
ending December 31, 2006 are also incorporated by reference into this
prospectus.
There have been no material changes in the Company's affairs which have occurred
since the end of the latest fiscal year for which consolidated audited financial
statements were included in the latest Form 10-K or which have not been
described in a Form 10-Q or Form 8-K filed by the Company under the Exchange
Act.
If requested, the Company will furnish, without charge, a copy of any and all of
the reports or documents that have been incorporated by reference into this
prospectus. You may direct your requests to the Company at One Cityplace, 185
Asylum Street, Hartford, CT 06199-0009. The telephone number is 1-800-874-1225.
You may also access the incorporated reports and other documents at
www.metlife.com.
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You may also read and copy any materials that the Company files with the SEC at
the SEC's Public Reference Room at 100 F Street, N.E., Washington, DC 20549. The
public may obtain information on the operation of the Public Reference Room by
calling the SEC at 1-800-551-8090. The SEC maintains an Internet site that
contains reports, proxy and information statements, and other information
regarding issuers that file electronically with the SEC at (http://www.sec.gov).
EXPERTS
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Legal matters in connection with federal laws and regulations affecting the
issue and sale of the Contracts described in this Prospectus and the
organization of the Company, its authority to issue such Contracts under
Connecticut law and the validity of the forms of the Contracts under Connecticut
law have been passed on by legal counsel for the Company.
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMS
METLIFE INSURANCE COMPANY OF CONNECTICUT (FORMERLY, THE TRAVELERS INSURANCE
COMPANY)
The consolidated financial statements and related financial statement schedules
incorporated in this prospectus by reference from the Company's Annual Report on
Form 10-K for the years ended December 31, 2006 and 2005 have been audited by
Deloitte & Touche LLP, an independent registered public accounting firm, as
stated in their report, which is incorporated herein by reference (which report
expresses an unqualified opinion and includes an explanatory paragraph relating
to a Transfer Agreement entered into on October 11, 2006 between the Company and
MetLife Investors Group, Inc.), and have been so incorporated in reliance upon
the report of such firm given upon their authority as experts in accounting and
auditing.
METLIFE LIFE AND ANNUITY COMPANY OF CONNECTICUT (FORMERLY, THE TRAVELERS LIFE
AND ANNUITY COMPANY)
The consolidated financial statements and related financial statement schedules
of MetLife Life and Annuity Company of Connecticut (formerly, "The Travelers
Life and Annuity Company") (the "Company") incorporated in this prospectus by
reference from the Company's Annual Report on Form 10-K for the year ended
December 31, 2006 and 2005 have been audited by Deloitte & Touche LLP, an
independent registered public accounting firm, as stated in their report, which
is incorporated herein by reference (which report expresses an unqualified
opinion and includes an explanatory paragraph referring to the acquisition of
the Company by MetLife Inc. on July 1, 2005 and the application of the purchase
method of accounting) as of December 31, 2006 and 2005 (SUCCESSOR) and the
related consolidated statements of income, stockholder's equity, and cash flows
for the year ended December 31, 2006 (SUCCESSOR) and six months ended December
31, 2005 (SUCCESSOR), and June 30, 2005 (PREDECESSOR) and the financial
statement schedules as of December 31, 2006 and 2005 (SUCCESSOR), and for the
year ended December 31, 2006 (SUCCESSOR), and six months ended December 31, 2005
(SUCCESSOR) and June 30, 2005 (PREDECESSOR), and have been so incorporated in
reliance upon the report of such firm given upon their authority as experts in
accounting and auditing.
The financial statements and schedules of MetLife Life and Annuity Company of
Connecticut (formerly The Travelers Life and Annuity Company) for the year ended
December 31, 2004 have been incorporated by reference herein in reliance upon
the reports of KPMG LLP, independent registered public accounting firm, also
incorporated by reference herein, and upon the authority of said firm as experts
in accounting and auditing.
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METLIFE INSURANCE COMPANY OF CONNECTICUT
METLIFE LIFE AND ANNUITY COMPANY OF CONNECTICUT
REGISTERED FIXED ACCOUNT OPTION
FOR USE WITH ANNUITY CONTRACTS
Book 29 April 30, 2007