SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* EQUITY INTERMEDIARY CO (Last) (First) (Middle) 700 Market Street (Street) St. Louis MO 63101 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol REINSURANCE GROUP OF AMERICA INC [ RGA ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 12/16/2003
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $.01 per share	12/16/2003		J(1)		4,784,689	A	(2)	32,243,539	D
Common Stock, par value $.01 per share	12/16/2003		J(1)		4,784,689	A	(2)	32,243,539	D
Common Stock, par value $.01 per share	12/16/2003		J(1)		4,784,689	A	(2)	32,243,539	D
Common Stock, par value $.01 per share	12/16/2003		P		2,532,600	A	(3)	32,243,539	D
Common Stock, par value $.01 per share	12/16/2003		J(4)		2,532,600	A	(5)	32,243,539	I	See Footnote(6)
Common Stock, par value $.01 per share	12/16/2003		J(4)		2,532,600	A	(5)	32,243,539	I	See Footnote(6)
Common Stock, par value $.01 per share	12/16/2003		J(4)		2,532,600	A	(5)	32,243,539	I	See Footnote(6)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* EQUITY INTERMEDIARY CO (Last) (First) (Middle) 700 Market Street (Street) St. Louis MO 63101 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* METLIFE INC (Last) (First) (Middle) One Madison Avenue (Street) New York NY 10010 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* METROPOLITAN LIFE INSURANCE CO/NY (Last) (First) (Middle) One Madison Avenue (Street) New York NY 10010 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GENAMERICA FINANCIAL CORP (Last) (First) (Middle) 700 Market Street (Street) St. Louis MO 63101 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GENERAL MAERICAN LIFE INSURANCE CO (Last) (First) (Middle) 700 MARKET STREET (Street) ST. LOUIS MO 63101 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. These shares were transferred from Metropolitan Life Insurance Company ("MetLife") to GenAmerica Financial Corporation ("GenAmerica"); from GenAmerica to General American Life Insurance Company ("GenAm Life"); and from GenAm Life to Equity Intermediary Company ("EIM"); each transfer was made as a capital contribution. EIM is a wholly-owned subsidiary of GenAm Life, which is a wholly-owned subsidiary of GenAmerica, which is a wholly-owned subsidiary of MetLife, which is a wholly-owned subsidiary of MetLife, Inc. ("MLINC").

2. As a capital contribution, no consideration was paid for these shares.

3. MLINC transferred these shares to EIM in exchange for 93,402 shares of Series A Cumulative Preferred Stock of EIM, par value $1,000 per share.

4. As a result of the transfer of these shares by MLINC to EIM (see footnote 3), MetLife, GenAmerica and GenAm Life, as direct and indirect parent companies of EIM, gained indirect beneficial ownership of these shares. (See footnote 6).

5. No consideration was paid for the indirect beneficial ownership of these shares.

6. These shares are directly owned by EIM, a wholly-owned subsidiary of GenAm Life, which is a wholly-owned subsidiary of GenAmerica, which is a wholly-owned subsidiary of MetLife, which is a wholly-owned subsidiary of MLINC. Therefore, these shares are indirectly owned by MLINC, MetLife, GenAmerica and GenAm Life.

	/s/ Anthony J. Williamson, Director, Vice President and Treasurer, Equity Intermediary Company	12/18/2003
	/s/ Anthony J. Williamson, Senior Vice President and Treasurer, MetLife, Inc.	12/18/2003
	/s/ Anthony J. Williamson, Senior Vice President and Treasurer, Metropolitan Life Insurance Company	12/18/2003
	/s/ Anthony J. Williamson, Vice President and Treasurer, GenAmerica Financial Corporation	12/18/2003
	/s/ Anthony J. Williamson, Vice President and Treasurer, General American Life Insurance Company	12/18/2003
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.