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February 23, 2023 Newswires
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BRIGHTHOUSE FINANCIAL, INC. – 10-K – Management's Discussion and Analysis of Financial Condition and Results of Operations

Edgar Glimpses
Index to Management's Discussion and Analysis of Financial Condition and Results
                                 of Operations

                                                  Page
  Introduction                                     61
  Executive Summary                                62
  Risk Management Strategies                       62
  Industry Trends and Uncertainties                65
  Summary of Critical Accounting Estimates         66
  Non-GAAP and Other Financial Disclosures         70
  Results of Operations                            72
  Investments                                      84
  Derivatives                                      92
  Policyholder Liabilities                         94
  Liquidity and Capital Resources                  97


                                       60
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  Table of Contents
The following discussion may contain forward-looking statements that reflect our
plans, estimates and beliefs. Our actual results could differ materially from
those discussed in these forward-looking statements. Factors that could cause or
contribute to these differences include those factors discussed below and
elsewhere in this report, particularly in "Note Regarding Forward-Looking
Statements and Summary of Risk Factors" and "Risk Factors." This Management's
Discussion and Analysis of Financial Condition and Results of Operations should
also be read in conjunction with "Quantitative and Qualitative Disclosures About
Market Risk" and our consolidated financial statements included elsewhere
herein.

Introduction


This Management's Discussion and Analysis of Financial Condition and Results of
Operations is intended to help the reader understand the results of operations,
financial condition and cash flows of Brighthouse Financial for the periods
indicated. In addition to Brighthouse Financial, Inc., the companies and
businesses included in the results of operations, financial condition and cash
flows are:

•Brighthouse Life Insurance Company (together with its subsidiaries and
affiliates, "BLIC"), our largest insurance subsidiary, domiciled in Delaware and
licensed to write business in all U.S. states (except New York), the District of
Columbia, the Bahamas, Guam, Puerto Rico, the British Virgin Islands and the
U.S. Virgin Islands;

•NELICO, domiciled in Massachusetts and licensed to write business in all U.S.
states and the District of Columbia;

•BHNY, domiciled in New York and licensed to write business only in New York,
which is a subsidiary of Brighthouse Life Insurance Company;

•BRCD, our reinsurance subsidiary domiciled and licensed in Delaware, which is a
subsidiary of Brighthouse Life Insurance Company;


•Brighthouse Advisers, serving as investment advisor to certain proprietary
funds that are underlying investments under our and MetLife's variable insurance
products;

•Brighthouse Services, LLC, an internal services and payroll company;


•Brighthouse Securities, registered as a broker-dealer with the SEC, approved as
a member of FINRA and registered as a broker-dealer and licensed as an insurance
agency in all required states; and

•Brighthouse Holdings, LLC ("BH Holdings"), a direct holding company subsidiary
of Brighthouse Financial, Inc. domiciled in Delaware.


Prior to discussing our results of operations, we present information that we
believe is useful to understanding the discussion of our financial results. This
information precedes our results of operations discussion and is most beneficial
when read in the sequence presented. A summary of key informational sections is
as follows:

•"Executive Summary" provides summarized information regarding our business,
segments and financial results.


•"Risk Management Strategies" describes the Company's risk management strategy
to protect against capital markets risks specific to our variable annuity and
ULSG businesses.

•"Industry Trends and Uncertainties" discusses updates and changes to a number
of trends and uncertainties that we believe may materially affect our future
financial condition, results of operations or cash flows.

•"Summary of Critical Accounting Estimates" explains the most critical estimates
and judgments applied in determining our results in accordance with GAAP.


•"Non-GAAP and Other Financial Disclosures" defines key financial measures
presented in our results of operations discussion that are not calculated in
accordance with GAAP but are used by management in evaluating company and
segment performance. As described in this section, adjusted earnings is
presented by key business activities which are derived, but different, from the
line items presented in the GAAP statement of operations. This section also
refers to certain other terms used to describe our insurance business and
financial and operating metrics but is not intended to be exhaustive.

•"Results of Operations" begins with a discussion of our AAR, including a
summary of the changes made to the key assumptions in 2022 and 2021, as well as
the resulting impact on net income (loss) available to shareholders in each
period.

Our Results of Operations discussion and analysis presents a review for the
years ended December 31, 2022 and 2021 and year-to-year comparisons between
these years. Our Results of Operations discussion and analysis for the year
ended December 31, 2021, including a review of the 2021 AAR and year-to-year
comparisons between the years ended December

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Table of Contents


31, 2021 and 2020 can be found in "Management's Discussion and Analysis of
Financial Condition and Results of Operations - Results of Operations" in our
Annual Report on Form 10-K for the year ended December 31, 2021 (our "2021
Annual Report"), which was filed with the SEC on February 24, 2022, and such
discussions are incorporated herein by reference.

Executive Summary


We are one of the largest providers of annuity and life insurance products in
the U.S. through multiple independent distribution channels and marketing
arrangements with a diverse network of distribution partners. We are organized
into three segments: (i) Annuities, (ii) Life and (iii) Run-off, which consists
of products that are no longer actively sold and are separately managed. In
addition, we report certain of our results of operations in Corporate & Other.
See "Business - Segments and Corporate & Other" and Note 2 of the Notes to the
Consolidated Financial Statements for further information regarding our segments
and Corporate & Other.

Net income (loss) available to shareholders and adjusted earnings, a non-GAAP
financial measure, were as follows:

                                                                          Years Ended December 31,
                                                                           2022                2021
                                                                           

(In millions)
Income (loss) available to shareholders before provision for income
tax

                                                                   $       (281)         $   (302)
Less: Provision for income tax expense (benefit)                              (182)             (105)
Net income (loss) available to shareholders (1)                       $     

(99) $ (197)

Pre-tax adjusted earnings, less net income (loss) attributable to
noncontrolling interests and preferred stock dividends

                $        675          $  1,961
Less: Provision for income tax expense (benefit)                                18               368
Adjusted earnings                                                     $        657          $  1,593


__________________

(1)We use the term "net income (loss) available to shareholders" to refer to
"net income (loss) available to Brighthouse Financial, Inc.'s common
shareholders" throughout the results of operations discussions.


For the year ended December 31, 2022, we had a net loss available to
shareholders of $99 million and adjusted earnings of $657 million, compared to a
net loss available to shareholders of $197 million and adjusted earnings of $1.6
billion for the year ended December 31, 2021. Net loss available to shareholders
for the year ended December 31, 2022 was primarily due to increasing long-term
interest rates, which resulted in an unfavorable change in the estimated fair
value of the freestanding interest rate derivatives we use to hedge our ULSG
business and net investment losses reflecting net losses on sales of fixed
maturity securities. These unfavorable impacts were partially offset by net
favorable changes in the estimated fair value of our guaranteed minimum living
benefits ("GMLB") riders ("GMLB Riders") due to market factors and favorable
pre-tax adjusted earnings.

See "- Non-GAAP and Other Financial Disclosures." See "- Results of Operations"
for a detailed discussion of our results. See Note 1 of the Notes to the
Consolidated Financial Statements for information regarding the adoption of new
accounting pronouncements in 2022.

Risk Management Strategies


We employ risk management strategies to protect against capital markets risk.
These strategies are specific to our variable annuity and ULSG businesses, and
they also include a macro hedge strategy to manage our exposure to interest rate
risk.

Interest Rate Hedging

We are exposed to interest rate risk in most of our products, with the more
significant longer dated exposure residing in our in-force variable annuity
guarantees and ULSG business. Historically, we individually managed the interest
rate risk in these two blocks with hedge targets based on statutory metrics
designed principally to protect the capital of our largest insurance subsidiary,
BLIC.

Since the adoption of VA Reform, the capital metric of combined RBC ratio aligns
with our management metrics and more holistically captures interest rate risk.
We manage the interest rate risk in our variable annuity and ULSG businesses
together, although individual hedge targets still exist for variable annuities
and ULSG. Accordingly, the related portfolio of interest rate derivatives are
managed in the aggregate with rebalancing and trade executions determined by the
net exposure.
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By managing the interest rate exposure on a net basis, we expect to more
efficiently manage the derivative portfolio, protect capital and reduce costs.
We refer to this aggregated approach to managing interest rate risk as our macro
interest rate hedging program. This program may also include hybrid options that
have other risk exposure in addition to interest rate exposure.

The gross notional amount and estimated fair value of the derivatives held in
our macro interest rate hedging program were as follows at:

                                                                  December 31, 2022                                             December 31, 2021
                                                Gross Notional             Estimated Fair Value              Gross Notional              Estimated Fair Value
Instrument Type                                   Amount (1)           Assets            Liabilities           Amount (1)            Assets             Liabilities
                                                                                                    (In millions)
Interest rate swaps                             $     2,330          $     38          $         46          $     1,780          $      229          $         17
Interest rate options                                28,688                22                   232                8,050                  83                     -
Interest rate forwards                               16,848                35                 2,387                9,808                 627                   109
Hybrid options                                            -                 -                     -                  900                   8                     -
Total                                           $    47,866          $     95          $      2,665          $    20,538          $      947          $        126


_______________

(1)The gross notional amounts presented do not necessarily represent the
relative economic coverage provided by derivative instruments because certain
positions were closed out by entering into offsetting positions that are not
netted in the above table.

The aggregate interest rate derivatives are then allocated to the variable
annuity guarantee and ULSG businesses based on the hedge targets of the
respective programs as of the balance sheet date. Allocations are primarily for
purposes of calculating certain product specific metrics needed to run the
business which in some cases are still individually measured and to facilitate
the quarterly settlement of reinsurance activity associated with BRCD. We intend
to maintain an adequate amount of liquid investments in the investment
portfolios supporting these businesses to cover any contingent collateral
posting requirements from this hedging strategy.

Variable Annuity Exposure Risk Management


With the adoption of VA Reform, our management of and our hedging strategy
associated with our variable annuity business aligns with the regulatory
framework. Given this alignment and the fact that we have a large non-variable
annuity business, we manage capital metrics on a combined RBC ratio. In support
of our target combined RBC ratio of 400% to 450% in normal market conditions, we
expect to maintain a capital and exposure risk management program that targets
total assets supporting our variable annuity contracts at or above the CTE98
level in normal market conditions. We refer to our target level of assets as our
Variable Annuity Target Funding Level. With our risk management focus on the
core drivers of our combined RBC ratio, we can also better manage our RBC in
stressed market scenarios. See "Glossary" for the definition of CTE98.

When setting our hedge target, we consider the fact that our obligations under
Shield Annuity contracts decrease in falling equity markets when variable
annuity guarantee obligations increase, and increase in rising equity markets
when variable annuity guarantee obligations decrease. Shield Annuities are
included with variable annuities in our statutory reserve requirements, as well
as in our CTE estimates. See "Glossary" for the definition of CTE.

Our exposure risk management program seeks to mitigate the potential adverse
effects of changes in capital markets, specifically equity markets and interest
rates, on our Variable Annuity Target Funding Level, as well as on our statutory
distributable earnings. We utilize a combination of short-term and longer-term
derivative instruments to establish a layered maturity of protection, which we
believe will reduce rollover risk during periods of market disruption or higher
volatility. We continually review our hedging strategy in the context of our
overall capitalization targets as well as monitor the capital markets for
opportunities to adjust our derivative positions to manage our variable annuity
exposure, as appropriate.

Under this strategy, we plan to operate with a first loss position of no more
than $500 million. The first loss position is relative to our Variable Annuity
Target Funding Level such that the impact on reserves and thus total adjusted
capital could be greater than the first loss position. However, under such a
scenario there would be an offset in required statutory capital.

We believe the level of our capital protection in down markets provides us
financial flexibility and supports deploying capital for growing long-term,
sustainable shareholder value. However, because our hedging strategy places a
lower priority on offsetting changes to GAAP liabilities, GAAP net income
volatility will likely result when markets are volatile and over

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time potentially impact stockholders' equity. See "Risk Factors - Risks Related
to Our Business - Our variable annuity exposure risk management strategy may not
be effective, may result in significant volatility in our profitability measures
and may negatively affect our statutory capital" and "- Summary of Critical
Accounting Estimates."

The gross notional amount and estimated fair value of the derivatives held in
our variable annuity hedging program, as well as the interest rate hedges
allocated from our macro interest rate hedging program, were as follows at:

                                                                        December 31, 2022                                                    December 31, 2021
                                                  Gross Notional                 Estimated Fair Value                  Gross Notional                 Estimated Fair Value
              Instrument Type                       Amount (1)               Assets                Liabilities           Amount (1)               Assets                Liabilities
                                                                                                             (In millions)
Equity index options                              $    13,862          $       525               $        350          $    20,695          $       889               $        876
Equity total return swaps                              32,909                  520                        747               32,719                  493                        588
Equity variance swaps                                       -                    -                          -                  281                    9                          1
Interest rate swaps                                     2,330                   38                         46                1,780                  229                         17
Interest rate options                                  27,088                   21                        126                7,450                   28                          -
Interest rate forwards                                 10,565                   35                      1,255                4,440                  218                         13
Hybrid options                                              -                    -                          -                  900                    8                          -
Total                                             $    86,754          $     1,139               $      2,524          $    68,265          $     1,874               $      1,495


_______________

(1)The gross notional amounts presented do not necessarily represent the
relative economic coverage provided by option instruments because certain
positions were closed out by entering into offsetting positions that are not
netted in the above table.

ULSG Market Risk Exposure Management


The ULSG block includes the business retained by our insurance subsidiaries and
the portion of it that is ceded to BRCD for providing redundant, non-economic
reserve financing support. The primary market risk associated with our ULSG
block is the uncertainty around the future levels of U.S. interest rates and
bond yields. To help ensure we have sufficient assets to meet future ULSG
policyholder obligations, we have employed an actuarial approach based upon ULSG
CFT to set our ULSG asset requirement target for BRCD, which reinsures the
majority of the ULSG business written by our insurance subsidiaries. For the
business retained by our insurance subsidiaries, we set our ULSG asset
requirement target to equal the actuarially determined statutory reserves,
which, taken together with our ULSG asset requirement target of BRCD, comprises
our ULSG Target. Under the ULSG CFT approach, we assume that interest rates
remain flat or lower than current levels and our actuarial assumptions include a
provision for adverse deviation. These underlying assumptions used in ULSG CFT
include scenarios that are more conservative than those required under GAAP,
which assumes a long-term upward mean reversion of interest rates and best
estimate actuarial assumptions without additional provisions for adverse
deviation.

We seek to mitigate interest rate exposures associated with these liabilities by
holding ULSG Assets to closely match our ULSG Target under different interest
rate environments. "ULSG Assets" are defined as (i) total general account assets
supporting statutory reserves and capital in the ULSG portfolios of our
insurance subsidiaries and BRCD and (ii) interest rate derivative instruments
allocated from the macro interest rate hedging program to mitigate ULSG interest
rate exposures.

The net statutory reserves for the ULSG business in our insurance subsidiaries
and BRCD (which is in part supported by reserve financings) were $23.4 billion
and $22.8 billion for the years ended December 31, 2022 and 2021, respectively.

Our ULSG Target is sensitive to the actual and future expected level of
long-term U.S. interest rates. If interest rates fall, our ULSG Target
increases. Likewise, if interest rates rise, our ULSG Target declines. The
interest rate derivatives allocated to ULSG Assets prioritizes the ULSG Target
(comprised of ULSG CFT and statutory considerations), with less emphasis on
mitigating GAAP net income volatility. This could increase the period to period
volatility of net income and equity due to differences in the sensitivity of the
ULSG Target and GAAP liabilities to the changes in interest rates.

We closely monitor the sensitivity of our ULSG Assets and ULSG Target to changes
in interest rates. We seek to maintain ULSG Assets above the ULSG Target across
a wide range of interest rate scenarios. At December 31, 2022, BRCD assets
exceeded the ULSG CFT requirement. In addition, our macro interest rate hedging
program is designed to help us maintain ULSG Assets above the ULSG Target when
interest rates decline. Maintaining ULSG Assets that closely match our ULSG
Target supports our target combined RBC ratio of 400% to 450% in normal market
conditions.
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Industry Trends and Uncertainties


Throughout this Management's Discussion and Analysis of Financial Condition and
Results of Operations, we discuss a number of trends and uncertainties that we
believe may materially affect our future financial condition, results of
operations or cash flows. Where these trends or uncertainties are specific to a
particular aspect of our business, we often include such a discussion under the
relevant caption of this Management's Discussion and Analysis of Financial
Condition and Results of Operations, as part of our broader analysis of that
area of our business. In addition, the following factors represent some of the
key general trends and uncertainties that have influenced the development of our
business and our historical financial performance and that we believe will
continue to influence our business and results of operations in the future.

Changes in Accounting Standards


Our financial statements are subject to the application of GAAP, which is
periodically revised by the FASB. The FASB issued an accounting standards update
("ASU"), effective January 1, 2023, that results in significant changes to the
accounting for long-duration insurance contracts, including a requirement that
all variable annuity guarantees be considered market risk benefits and measured
at fair value. LDTI is expected to change the pattern and market sensitivity of
the Company's earnings. See Note 1 of the Notes to the Consolidated Financial
Statements for a discussion of the estimated impacts. See also "Risk Factors -
Risks Related to Our Business - Changes in accounting standards issued by the
Financial Accounting Standards Board may adversely affect our financial
statements."

Financial and Economic Environment


Our business and results of operations are materially affected by conditions in
the capital markets and the economy generally. Stressed conditions, volatility
and disruptions in the capital markets or financial asset classes can have an
adverse effect on us. Equity market performance can affect our profitability for
variable annuities and other separate account products as a result of the
effects it has on product demand, revenues, expenses, reserves and our risk
management effectiveness. The level of long-term interest rates and the shape of
the yield curve can have a negative effect on the profitability for variable
annuities and the demand for, and the profitability of, spread-based products
such as fixed annuities, index-linked annuities and universal life insurance.
Low interest rates and risk premium, including credit spread, affect new money
rates on invested assets and the cost of product guarantees. Insurance premium
growth and demand for our products is impacted by the general health of U.S.
economic activity. A sustained or material increase in inflation could also
affect our business in several ways. During inflationary periods, the value of
fixed income investments falls which could increase realized and unrealized
losses. Interest rates have increased and may continue to increase due to
central bank policy responses to combat inflation, which may positively impact
our business in certain respects, but could also increase the risk of a
recession or an equity market downturn and could negatively impact various
portions of our business, including our investment portfolio. Inflation also
increases our expenses (including, among others, for labor and third-party
services), potentially putting pressure on profitability if such costs cannot be
passed through to policyholders in our product prices. Prolonged and elevated
inflation could adversely affect the financial markets and the economy generally
and dispelling it may require governments to pursue a restrictive fiscal and
monetary policy, which could constrain overall economic activity and inhibit
revenue growth. See "Risk Factors - Economic Environment and Capital
Markets-Related Risks - If difficult conditions in the capital markets and the
U.S. economy generally persist or are perceived to persist, they may materially
adversely affect our business and results of operations" and "Risk Factors -
Risks Related to our Investment Portfolio - Our investment portfolio is subject
to significant financial risks both in the U.S. and global financial markets,
including credit risk, interest rate risk, inflation risk, market valuation
risk, liquidity risk, real estate risk, derivatives risk, and other factors
outside our control, the occurrence of any of which could have a material
adverse effect on our financial condition and results of operations."

The above factors affect our expectations regarding future margins. We review
our long-term assumptions about capital markets returns and interest rates,
along with other assumptions such as contract holder behavior, as part of our
annual actuarial review. As additional company specific or industry information
on contract holder behavior becomes available, related assumptions may change
and may potentially have a material impact on liability valuations and net
income.

COVID-19 Pandemic


We continue to closely monitor developments related to the COVID-19 pandemic,
which has negatively impacted us in certain respects, as discussed below. At
this time, it continues to not be possible to estimate the severity, duration
and frequency of any additional "waves" or emerging variants of COVID-19. It
likewise remains not possible to predict or estimate the longer-term effects of
the pandemic, or any actions taken to contain or address the pandemic, on the
economy at large and on our business, financial condition, results of operations
and prospects, including the impact on our investment portfolio and our ratings,
or the need for us to revisit or revise any targets we may provide to the
markets or any aspects of our business model.
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We continue to closely monitor all aspects of our business, including but not
limited to, levels of sales and claims activity, policy lapses or surrenders,
and payments of premiums. We have observed varying degrees of impact in these
areas, and we have taken prudent and proportionate measures to address such
impacts, though such impacts have not been material through December 31, 2022.
Additionally, while circumstances resulting from the COVID-19 pandemic have not
materially impacted services we receive from third-party vendors or led to the
identification of new loss contingencies or any increases in existing loss
contingencies, there can be no assurance that any future impact from the
COVID-19 pandemic, including, without limitation, with respect to revenues and
expenses associated with our products, services we receive from third-party
vendors, or loss contingencies, will not be material. We continue to closely
monitor this evolving situation as we remain focused on ensuring the health and
safety of our employees, on supporting our partners and customers as usual and
on mitigating potential adverse impacts to our business.

Demographics


We believe that demographic trends in the U.S. population, the increase in
under-insured individuals, the potential risk to governmental social safety net
programs and the shifting of responsibility for retirement planning and
financial security from employers and other institutions to individuals,
highlight the need of individuals to plan for their long-term financial security
and will create opportunities to generate significant demand for our products.

By focusing our product development and marketing efforts to meeting the needs
of certain targeted customer segments identified as part of our strategy, we
will be able to focus on offering a smaller number of products that we believe
are appropriately priced given current economic conditions. We believe this
strategy will benefit our expense ratio thereby increasing our profitability.

Competitive Environment


The life insurance industry remains highly fragmented and
competitive. See "Business - Competition." In particular, we believe that
financial strength and financial flexibility are highly relevant differentiators
from the perspective of customers and distributors. We believe we are adequately
positioned to compete in this environment.

Regulatory Developments


Our insurance subsidiaries and BRCD are regulated primarily at the state level,
with some products and services also subject to federal regulation. In addition,
BHF and its insurance subsidiaries are subject to regulation under the insurance
holding company laws of various U.S. jurisdictions. Furthermore, some of our
operations, products and services are subject to ERISA, consumer protection
laws, securities, broker-dealer and investment advisor regulations, as well as
environmental and unclaimed property laws and regulations. See "Business -
Regulation," as well as "Risk Factors - Regulatory and Legal Risks."

Summary of Critical Accounting Estimates

The preparation of financial statements in conformity with GAAP requires
management to adopt accounting policies and make estimates and assumptions that
affect amounts reported on the Consolidated Financial Statements.

The most critical estimates include those used in determining:

•liabilities for future policy benefits;

•amortization of DAC;

•estimated fair values of freestanding derivatives and the recognition and
estimated fair value of embedded derivatives requiring bifurcation; and

•measurement of income taxes and the valuation of deferred tax assets.


In applying our accounting policies, we make subjective and complex judgments
that frequently require estimates about matters that are inherently uncertain.
Many of these policies, estimates and related judgments are common in the
insurance and financial services industries; others are specific to our business
and operations. Actual results could differ from these estimates.

The above critical accounting estimates are described below and in Note 1 of the
Notes to the Consolidated Financial Statements.

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Liability for Future Policy Benefits


Future policy benefits for traditional long-duration insurance contracts (term,
whole life insurance and income annuities) are payable over an extended period
of time and the related liabilities are equal to the present value of future
expected benefits to be paid, reduced by the present value of future expected
net premiums. Assumptions used to measure the liability are based on the
Company's experience and include a margin for adverse deviation. The most
significant assumptions used in the establishment of liabilities for future
policy benefits are mortality, benefit election and utilization, withdrawals,
policy lapse and investment returns. These assumptions, intended to estimate the
experience for the period the policy benefits are payable, are established at
the time the policy is issued and are not updated unless a premium deficiency
exists. Utilizing these assumptions, liabilities are established for each line
of business. If experience is less favorable than assumed and a premium
deficiency exists, DAC may be reduced, or additional insurance liabilities
established, resulting in a reduction in earnings.

Future policy benefit liabilities for GMDBs and certain GMIBs relating to
variable annuity contracts are based on estimates of the expected value of
benefits in excess of the projected account balance, recognizing the excess
ratably over the accumulation period based on total expected assessments. The
most significant assumptions for variable annuity guarantees included in future
policyholder benefits are projected general account and separate account
investment returns, as well as policyholder behavior, including mortality,
benefit election and utilization, and withdrawals.

Future policy benefit liabilities for ULSG are determined by estimating the
expected value of death benefits payable when the account balance is projected
to be zero using a range of scenarios and recognizing those benefits ratably
over the contract period based on total expected assessments. The Company also
maintains a profit followed by losses reserve on universal life insurance with
secondary guarantees, determined by projecting future earnings and establishing
a liability to offset losses that are expected to occur in later years. The most
significant assumptions used in estimating our ULSG liabilities are the general
account rate of return, premium persistency, mortality and lapses, which are
reviewed and updated at least annually.

The measurement of our ULSG liabilities can be significantly impacted by changes
in our expected general account rate of return, which is driven by our
assumption for long-term treasury yields. Our practice of projecting treasury
yields uses a mean reversion approach that assumes that long-term interest rates
are less influenced by short-term fluctuations and are only changed when
sustained interim deviations are expected. As part of our 2022 AAR, we increased
our projected long-term general account earned rate, as well as our mean
reversion rate over a period of ten years from 3.00% to 3.50%, which resulted in
a decrease in our ULSG liabilities of $107 million. We also updated other
assumptions related to ULSG, see "- Results of Operations - Annual Actuarial
Review" for more information.

We regularly review our assumptions supporting our estimates of all actuarial
liabilities for future policy benefits. For universal life insurance and
variable annuity product guarantees, assumptions are updated periodically,
whereas for traditional long-duration insurance contracts, assumptions are
established at inception and not updated unless a premium deficiency exists. We
also review our liability projections to determine if profits are projected in
earlier years followed by losses projected in later years, which could require
us to establish an additional liability. We aggregate insurance contracts by
product and segment in assessing whether a premium deficiency or profits
followed by losses exists. Differences between actual experience and the
assumptions used in pricing our policies and guarantees, as well as adjustments
to the related liabilities, result in changes to earnings.

See Note 1 of the Notes to the Consolidated Financial Statements for additional
information on our accounting policy relating to variable annuity guarantees and
the liability for future policy benefits.

Deferred Policy Acquisition Costs


DAC represents deferred costs that relate directly to the successful acquisition
or renewal of insurance contracts. The recovery of DAC is dependent upon the
future profitability of the related business.

DAC related to deferred annuities and universal life insurance contracts is
amortized based on expected future gross profits, which is determined by using
assumptions consistent with measuring the related liabilities. DAC balances and
amortization for variable annuity and universal life insurance contracts can be
significantly impacted by changes in expected future gross profits related to
projected separate account rates of return. Our practice of determining changes
in projected separate account returns assumes that long-term appreciation in
equity markets is not changed by short-term market fluctuations and is only
changed when sustained interim deviations are expected. We monitor these events
and only change the assumption when our long-term expectation changes. The
effect of an increase (decrease) by 100 basis points in the assumed future rate
of return is reasonably likely to result in a decrease (increase) in the DAC
amortization with an offset to our unearned revenue liability which nets to
approximately $260 million. We use a mean reversion approach to separate
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account returns where the mean reversion period is five years with a long-term
separate account return after the five-year reversion period is over. The
current long-term rate of return assumption for variable annuity and variable
universal life insurance contracts is in the 6.00-7.00% range.

We also generally review other long-term assumptions underlying the projections
of expected future gross profits on an annual basis. These assumptions primarily
relate to general account investment returns, mortality, in-force or
persistency, benefit elections and utilization, and withdrawals. Assumptions
used in the calculation of expected future gross profits which have
significantly changed are updated annually. If the update of assumptions causes
expected future gross profits to increase, DAC amortization will generally
decrease, resulting in a current period increase to earnings. The opposite
result occurs when the assumption update causes expected future gross profits to
decrease.

Our DAC balances are also impacted by replacing expected future gross profits
with actual gross profits in each reporting period, including changes in annuity
embedded derivatives and the related nonperformance risk. When the change in
expected future gross profits principally relates to the difference between
actual and estimates in the current period, an increase in profits will
generally result in an increase in amortization and a decrease in profits will
generally result in a decrease in amortization.

See Notes 1 and 4 of the Notes to the Consolidated Financial Statements for
additional information relating to DAC accounting policy and amortization.

Derivatives


We use freestanding derivative instruments to hedge various capital markets
risks in our products, including: (i) certain guarantees, some of which are
reported as embedded derivatives; (ii) current or future changes in the fair
value of our assets and liabilities; and (iii) current or future changes in cash
flows. All derivatives, whether freestanding or embedded, are required to be
carried on the balance sheet at fair value with changes reflected in either net
income (loss) available to shareholders or in OCI, depending on the type of
hedge. Below is a summary of critical accounting estimates by type of
derivative.

Freestanding Derivatives


The determination of the estimated fair value of freestanding derivatives, when
quoted market values are not available, is based on market standard valuation
methodologies and inputs that management believes are consistent with what other
market participants would use when pricing such instruments. Derivative
valuations can be affected by changes in interest rates, foreign currency
exchange rates, financial indices, credit spreads, default risk, nonperformance
risk, volatility, liquidity and changes in estimates and assumptions used in the
pricing models. See Note 7 of the Notes to the Consolidated Financial Statements
for additional information on significant inputs into the OTC derivative pricing
models and credit risk adjustment.

Embedded Derivatives in Variable Annuity Guarantees


We issue variable annuity products with guaranteed minimum benefits, some of
which are embedded derivatives measured at estimated fair value separately from
the host variable annuity product, with changes in estimated fair value reported
in net derivative gains (losses). The estimated fair values of these embedded
derivatives are determined based on the present value of projected future
benefits minus the present value of projected future fees attributable to the
guarantee. The projections of future benefits and future fees require capital
markets and actuarial assumptions, including expectations concerning
policyholder behavior. A risk neutral valuation methodology is used under which
the cash flows from the guarantees are projected under multiple capital markets
scenarios using observable risk-free rates and implied equity volatilities.

Market conditions, including, but not limited to, changes in interest rates,
equity indices, market volatility and variations in actuarial assumptions,
including policyholder behavior, mortality and risk margins related to
non-capital markets inputs, as well as changes in our nonperformance risk may
result in significant fluctuations in the estimated fair value of the guarantees
that could have a material impact on net income. Changes to actuarial
assumptions, principally related to contract holder behavior such as
annuitization utilization and withdrawals associated with GMIB riders, can
result in a change of expected future cash outflows of a guarantee between the
accrual-based model for insurance liabilities and the fair value-based model for
embedded derivatives. See Note 1 of the Notes to the Consolidated Financial
Statements for additional information relating to the determination of the
accounting model.

Risk margins are established to capture the non-capital markets risks of the
instrument which represent the additional compensation a market participant
would require to assume the risks related to the uncertainties in certain
actuarial

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assumptions. The establishment of risk margins requires the use of significant
management judgment, including assumptions of the amount and cost of capital
needed to cover the guarantees.

Assumptions for embedded derivatives are reviewed at least annually, and if they
change significantly, the estimated fair value is adjusted by a cumulative
charge or credit to net income.

See Notes 7 and 8 of the Notes to the Consolidated Financial Statements for
additional information on our embedded derivatives and the determination of
their fair values.

Embedded Derivatives in Index-Linked Annuities


The Company issues and assumes through reinsurance index-linked annuities that
contain equity crediting rates accounted for as an embedded derivative. The
crediting rates are measured at estimated fair value which is determined using a
combination of an option pricing methodology and an option-budget approach. The
estimated fair value includes capital markets and actuarial policyholder
behavior and biometric assumptions, including expectations for renewals at the
end of the term period. Market conditions, including interest rates and implied
volatilities, and variations in actuarial assumptions and risk margins, as well
as changes in our nonperformance risk adjustment may result in significant
fluctuations in the estimated fair value that could have a material impact on
net income.

Nonperformance Risk Adjustment


The valuation of our embedded derivatives includes an adjustment for the risk
that we fail to satisfy our obligations, which we refer to as our nonperformance
risk. The nonperformance risk adjustment is captured as a spread over the
risk-free rate in determining the discount rate to discount the cash flows of
the liability.

The spread over the risk-free rate is based on our creditworthiness taking into
consideration publicly available information relating to spreads in the
secondary market for BHF's debt. These observable spreads are then adjusted, as
necessary, to reflect the financial strength ratings of the issuing insurance
subsidiaries as compared to the credit rating of BHF.

The following table illustrates the impact that a range of reasonably likely
variances in BHF's credit spread would have on our consolidated balance sheet,
excluding the effect of income tax, related to the embedded derivative valuation
on certain variable annuity products measured at estimated fair value. Even when
credit spreads do not change, the impact of the nonperformance risk adjustment
on fair value will change when the cash flows within the fair value measurement
change. The table only reflects the impact of changes in credit spreads on the
consolidated balance sheet and not these other potential changes. In determining
the ranges, we have considered current market conditions, as well as the market
level of spreads that can reasonably be anticipated over the near-term.

                                                                        

Balance Sheet Carrying Value at

                                                                               December 31, 2022
                                                                      Policyholder
                                                                    Account Balances           DAC and VOBA
                                                                                 (In millions)
100% increase in our credit spread                                 $          1,064          $          46
As reported                                                        $          1,455          $         219
50% decrease in our credit spread                                  $          1,733          $         343


Income Taxes

We provide for federal and state income taxes currently payable, as well as
those deferred due to temporary differences between the financial reporting and
tax bases of assets and liabilities. Our accounting for income taxes represents
our best estimate of various events and transactions. Tax laws are often complex
and may be subject to differing interpretations by the taxpayer and the relevant
governmental taxing authorities. In establishing a provision for income tax
expense, we must make judgments and interpretations about the application of tax
laws. We must also make estimates about when in the future certain items will
affect taxable income in the various taxing jurisdictions.

In establishing a liability for unrecognized tax benefits, assumptions may be
made in determining whether, and to what extent, a tax position may be
sustained. Once established, unrecognized tax benefits are adjusted when there
is more information available or when events occur requiring a change.

Valuation allowances are established against deferred tax assets, particularly
those arising from carryforwards, when management determines, based on available
information, that it is more likely than not that deferred income tax assets
will
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not be realized. The realization of deferred tax assets related to carryforwards
depends upon the existence of sufficient taxable income within the carryforward
periods under the tax law in the applicable tax jurisdiction. Significant
judgment is required in projecting future taxable income to determine whether
valuation allowances should be established, as well as the amount of such
allowances. See Note 1 of the Notes to the Consolidated Financial Statements for
additional information relating to our determination of such valuation
allowances.

We may be required to change our provision for income taxes when estimates used
in determining valuation allowances on deferred tax assets significantly change,
or when new information indicates the need for adjustment in valuation
allowances. Additionally, future events, such as changes in tax laws, tax
regulations, or interpretations of such laws or regulations, could have an
impact on the provision for income tax and the effective tax rate. Any such
changes could significantly affect the amounts reported in the financial
statements in the year these changes occur.

See Notes 1 and 13 of the Notes to the Consolidated Financial Statements for
additional information on our income taxes.

Non-GAAP and Other Financial Disclosures

Our definitions of non-GAAP and other financial measures may differ from those
used by other companies.

Non-GAAP Financial Disclosures

Adjusted Earnings


In this report, we present adjusted earnings as a measure of our performance
that is not calculated in accordance with GAAP. Adjusted earnings is used by
management to evaluate performance and facilitate comparisons to industry
results. We believe the presentation of adjusted earnings, as the Company
measures it for management purposes, enhances the understanding of our
performance by the investor community by highlighting the results of operations
and the underlying profitability drivers of our business. Adjusted earnings
should not be viewed as a substitute for net income (loss) available to
Brighthouse Financial, Inc.'s common shareholders, which is the most directly
comparable financial measure calculated in accordance with GAAP. See "- Results
of Operations" for a reconciliation of adjusted earnings to net income (loss)
available to Brighthouse Financial, Inc.'s common shareholders.

Adjusted earnings, which may be positive or negative, focuses on our primary
businesses by excluding the impact of market volatility, which could distort
trends.

The following are significant items excluded from total revenues in calculating
adjusted earnings:

•Net investment gains (losses);

•Net derivative gains (losses) except earned income and amortization of premium
on derivatives that are hedges of investments or that are used to replicate
certain investments, but do not qualify for hedge accounting treatment
("Investment Hedge Adjustments"); and

•Certain variable annuity GMIB fees ("GMIB Fees").

The following are significant items excluded from total expenses in calculating
adjusted earnings:

•Amounts associated with benefits related to GMIBs ("GMIB Costs");

•Amounts associated with periodic crediting rate adjustments based on the total
return of a contractually referenced pool of assets ("Market Value
Adjustments"); and


•Amortization of DAC and value of business acquired ("VOBA") related to (i) net
investment gains (losses), (ii) net derivative gains (losses) and (iii) GMIB
Fees and GMIB Costs.

The tax impact of the adjustments discussed above is calculated net of the
statutory tax rate, which could differ from our effective tax rate.

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We present adjusted earnings in a manner consistent with management's view of
the primary business activities that drive the profitability of our core
businesses. The following table illustrates how each component of adjusted
earnings is calculated from the GAAP statement of operations line items:


Component of Adjusted Earnings                                 How Derived from GAAP (1)
(i)               Fee income                                   (i)               Universal life and investment-type product policy fees
                                                                                 (excluding (a) unearned revenue adjustments related to net
                                                                                 investment gains (losses) and net derivative gains (losses)
                                                                                 and (b) GMIB Fees) plus Other revenues and amortization of
                                                                                 deferred gains on reinsurance.
(ii)              Net investment spread                        (ii)              Net investment income plus Investment Hedge Adjustments and
                                                                                 interest received on ceded fixed annuity reinsurance
                                                                                 deposit funds reduced by Interest credited to policyholder
                                                                           

account balances and interest on future policy benefits.
(iii)

             Insurance-related activities                 (iii)             Premiums less Policyholder benefits and claims (excluding
                                                                                 (a) GMIB Costs, (b) Market Value Adjustments, (c) interest
                                                                                 on future policy benefits and (d) amortization of deferred
                                                                                 gains on reinsurance) plus the pass through of performance
                                                                                 of ceded separate account assets.
(iv)              Amortization of DAC and VOBA                 (iv)              Amortization of DAC and VOBA (excluding amounts related to
                                                                                 (a) net investment gains (losses), (b) net derivative gains
                                                                                 (losses) and (c) GMIB Fees and GMIB Costs).
(v)               Other expenses, net of DAC capitalization    (v)          

Other expenses reduced by capitalization of DAC.
(vi)

              Provision for income tax expense (benefit)   (vi)         

Tax impact of the above items.

_______________

(1)Italicized items indicate GAAP statement of operations line items.

Consistent with GAAP guidance for segment reporting, adjusted earnings is also
our GAAP measure of segment performance. Accordingly, we report adjusted
earnings by segment in Note 2 of the Notes to the Consolidated Financial
Statements.

Adjusted Net Investment Income


We present adjusted net investment income to measure our performance for
management purposes, and we believe it enhances the understanding of our
investment portfolio results. Adjusted net investment income represents GAAP net
investment income plus Investment Hedge Adjustments. For a reconciliation of
adjusted net investment income to net investment income, the most directly
comparable GAAP measure, see table note (3) to the summary yield table located
in "- Investments - Current Environment - Investment Portfolio Results."

Other Financial Disclosures


Similar to adjusted net investment income, we present net investment income
yields as a performance measure we believe enhances the understanding of our
investment portfolio results. Net investment income yields are calculated on
adjusted net investment income as a percentage of average quarterly asset
carrying values. Asset carrying values exclude unrealized gains (losses),
collateral received in connection with our securities lending program,
freestanding derivative assets and collateral received from derivative
counterparties. Investment fee and expense yields are calculated as a percentage
of average quarterly asset estimated fair values. Asset estimated fair values
exclude collateral received in connection with our securities lending program,
freestanding derivative assets and collateral received from derivative
counterparties.
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Results of Operations

                         Index to Results of Operations

                                                                                         Page
  Annual Actuarial Review                                                                 73
  Consolidated Results for the Years Ended December 31, 2022 and 2021                     74

Reconciliation of Net Income (Loss) Available to Shareholders to Adjusted
Earnings

                                                                                  76

Consolidated Results for the Years Ended December 31, 2022 and 2021 - Adjusted
Earnings

                                                                                  77

Segments and Corporate & Other Results for the Years Ended December 31, 2022 and
2021 - Adjusted Earnings

              78
  GMLB Riders for the Years Ended December 31, 2022 and 2021                              83


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Annual Actuarial Review


We typically conduct our AAR in the third quarter of each year. As a result of
the 2022 AAR, we increased the long-term general account earned rate, driven by
an increase in our mean reversion rate from 3.00% to 3.50%, which had the
largest impact on our ULSG business. For our variable annuity business, in
addition to the update to the long-term general account earned rate, we updated
fund allocations, market volatility and maintenance expenses, as well as
assumptions regarding policyholder behavior, including mortality, lapses and
withdrawals. For our life business, in addition to the update to the long-term
general account earned rate, we updated assumptions regarding policyholder
behavior, including mortality, premium persistency, lapses, withdrawals and
maintenance expenses.

In 2021, the most significant impact from our AAR was updating assumptions
regarding policyholder behavior, including mortality, premium persistency,
lapses, withdrawals and maintenance expenses. We also increased our long-term
general account earned rate, while maintaining our mean reversion rate at 3.00%.
These updates had the largest impact on our ULSG business. For our variable
annuity business, we updated our annuitization and separate account assumptions,
including fund fees, allocations and volatility, in addition to the policyholder
behavior assumptions described above.

The impact of the AAR on income (loss) available to shareholders before
provision for income tax was as follows:

                                                                          Years Ended December 31,
                                                                          2022                 2021
                                                                               (In millions)
GMLBs                                                                $        (94)         $     (42)
Included in pre-tax adjusted earnings:
Other annuity business                                                        (57)                 4
Life business                                                                 (25)                15
Run-off                                                                       162               (113)
Total included in pre-tax adjusted earnings                                    80                (94)
Total impact on income (loss) available to shareholders before
provision for income tax                                             $        (14)         $    (136)


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Consolidated Results for the Years Ended December 31, 2022 and 2021


Unless otherwise noted, all amounts in the following discussions of our results
of operations are stated before income tax except for adjusted earnings, which
are presented net of income tax.

                                                                                  Years Ended December 31,
                                                                                  2022                 2021
                                                                                        (In millions)
Revenues
Premiums                                                                     $        662          $      707
Universal life and investment-type product policy fees                              3,141               3,636
Net investment income                                                               4,138               4,881
Other revenues                                                                        476                 446
Net investment gains (losses)                                                        (248)                (59)
Net derivative gains (losses)                                                         304              (2,469)
Total revenues                                                                      8,473               7,142

Expenses

Policyholder benefits and claims                                                    4,165               3,443
Interest credited to policyholder account balances                                  1,439               1,312
Capitalization of DAC                                                                (425)               (493)
Amortization of DAC and VOBA                                                          956                 144
Interest expense on debt                                                              153                 163
Other expenses                                                                      2,357               2,781
Total expenses                                                                      8,645               7,350
Income (loss) before provision for income tax                                        (172)               (208)
Provision for income tax expense (benefit)                                           (182)               (105)
Net income (loss)                                                                      10                (103)
Less: Net income (loss) attributable to noncontrolling interests                        5                   5
Net income (loss) attributable to Brighthouse Financial, Inc.                           5                (108)
Less: Preferred stock dividends                                                       104                  89

Net income (loss) available to Brighthouse Financial, Inc.'s common
shareholders

$ (99) $ (197)

The components of net income (loss) available to shareholders were as follows:


                                                                                 Years Ended December 31,
                                                                                 2022                 2021
                                                                                      (In millions)
GMLB Riders                                                                 $      1,028          $  (2,166)
Other derivative instruments                                                      (1,814)               (57)
Net investment gains (losses)                                                       (248)               (59)
Other adjustments                                                                     78                 19

Pre-tax adjusted earnings, less net income (loss) attributable to
noncontrolling interests and preferred stock dividends

                               675              1,961

Income (loss) available to shareholders before provision for income
tax

                                                                                 (281)              (302)
Provision for income tax expense (benefit)                                          (182)              (105)
Net income (loss) available to shareholders                                 

$ (99) $ (197)



GMLB Riders. The guaranteed minimum living benefits reflect (i) changes in the
carrying value of GMLB liabilities, including GMIBs, GMWBs and GMABs, as well as
Shield Annuities; (ii) changes in the estimated fair value of the related
hedges, as well as any ceded reinsurance of the liabilities; (iii) the fees
earned from the GMLB liabilities; and (iv) the effects of DAC amortization
related to the preceding components.

Other Derivative Instruments. We have other derivative instruments, in addition
to the hedges and embedded derivatives included in the GMLB Riders, for which
changes in estimated fair value are recognized in net derivative gains (losses).
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Freestanding Derivatives. We have freestanding derivatives that economically
hedge certain invested assets and insurance liabilities. The majority of this
hedging activity, excluding the GMLB Riders, is focused in the following areas:

•as part of the Company's macro interest rate hedging program, the use of
interest rate swaps, swaptions and interest rate forwards in connection with
ULSG;


•use of interest rate swaps when we have duration mismatches where suitable
assets with maturities similar to those of our long-dated liabilities are not
readily available in the market and use of interest rate forwards hedging
reinvestment risk from maturing assets with higher yields than currently
available in the market that support long-dated liabilities;

•use of foreign currency swaps when we hold fixed maturity securities
denominated in foreign currencies that are matching insurance liabilities
denominated in U.S. dollars; and

•use of equity index options to hedge index-linked annuity products against
adverse changes in equity markets.

The market impacts on the hedges are accounted for in net income (loss) while
the offsetting economic impact on the items they are hedging are either not
recognized or recognized through OCI in equity.


Embedded Derivatives. Certain ceded reinsurance agreements in our Life and
Run-off segments are written on a coinsurance with funds withheld basis. The
funds withheld component is accounted for as an embedded derivative with changes
in the estimated fair value recognized in net income (loss) in the period in
which they occur. In addition, the changes in liability values of our fixed
index-linked annuity products that result from changes in the underlying equity
index are accounted for as embedded derivatives.

Pre-tax Adjusted Earnings. See "- Non-GAAP and Other Financial Disclosures -
Non-GAAP Financial Disclosures - Adjusted Earnings."

Year Ended December 31, 2022 Compared with the Year Ended December 31, 2021


Loss available to shareholders before provision for income tax was $281 million
($99 million, net of income tax), a lower loss of $21 million ($98 million, net
of income tax) from a loss available to shareholders before provision for income
tax of $302 million ($197 million, net of income tax) in the prior period.

The increase in income before provision for income tax was driven by the
following favorable item:

•gains from GMLB Riders, see "- GMLB Riders for the Years Ended December 31,
2022
and 2021."

The increase in income before provision for income tax was partially offset by
the following unfavorable items:


•the unfavorable impact of long-term benchmark interest rates on interest rate
derivatives used to manage interest rate exposure in our ULSG business, as the
long-term benchmark interest rate increased more in the current period than in
the prior period;

•lower pre-tax adjusted earnings, as discussed in greater detail below; and

•net investment losses reflecting higher current period net losses on sales of
fixed maturity securities.


The provision for income tax, expressed as a percentage of income (loss) before
provision for income tax, resulted in an effective tax rate of 106% in the
current period compared to 50% in the prior period. The increase in the
effective tax rate was driven by lower pre-tax adjusted earnings, as discussed
in greater detail below. Our effective tax rate differs from the statutory tax
rate primarily due to the impacts of the dividends received deduction, tax
credits and current period non-recurring items.
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Reconciliation of Net Income (Loss) Available to Shareholders to Adjusted
Earnings

The reconciliation of net income (loss) available to shareholders to adjusted
earnings was as follows:


                                                                                Year Ended December 31, 2022
                                                                                                           Corporate &
                                                     Annuities           Life            Run-off              Other               Total
                                                                                        (In millions)

Net income (loss) available to shareholders $ 1,761 $ (8) $ (2,652) $ 800 $ (99)
Add: Provision for income tax expense
(benefit)

                                                 208               1               470                  (861)             (182)
Income (loss) available to shareholders
before provision for income tax                         1,969              (7)           (2,182)                  (61)             (281)
Less: GMLB Riders                                       1,028               -                 -                     -             1,028
Less: Other derivative instruments                        (36)              2            (1,823)                   43            (1,814)
Less: Net investment gains (losses)                      (149)            (32)              (78)                   11              (248)
Less: Other adjustments                                    (8)              -                86                     -                78
Pre-tax adjusted earnings, less net income
(loss) attributable to noncontrolling
interests and preferred stock dividends                 1,134              23              (367)                 (115)              675
Less: Provision for income tax expense
(benefit)                                                 208               1               (78)                 (113)               18
Adjusted earnings                                  $      926          $   22          $   (289)         $         (2)         $    657


                                                                               Year Ended December 31, 2021
                                                                                                          Corporate &
                                                     Annuities           Life            Run-off             Other              Total
                                                                                       (In millions)

Net income (loss) available to shareholders $ (641) $ 292 $ 688 $ (536) $ (197)
Add: Provision for income tax expense
(benefit)

                                                 347              75              (538)                  11             (105)
Income (loss) available to shareholders
before provision for income tax                          (294)            367               150                 (525)            (302)
Less: GMLB Riders                                      (2,166)              -                 -                    -           (2,166)
Less: Other derivative instruments                        140               7              (221)                  17              (57)
Less: Net investment gains (losses)                       (72)              -               114                 (101)             (59)
Less: Other adjustments                                     8              (2)               13                    -               19
Pre-tax adjusted earnings, less net income
(loss) attributable to noncontrolling
interests and preferred stock dividends                 1,796             362               244                 (441)           1,961
Less: Provision for income tax expense
(benefit)                                                 347              75                53                 (107)             368
Adjusted earnings                                  $    1,449          $  287          $    191          $      (334)         $ 1,593


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Consolidated Results for the Years Ended December 31, 2022 and 2021 - Adjusted
Earnings

The components of adjusted earnings were as follows:

                                                                             Years Ended December 31,
                                                                              2022                 2021
                                                                                   (In millions)
Fee income                                                              $       3,375          $   3,836
Net investment spread                                                           2,054              2,858
Insurance-related activities                                                   (2,093)            (1,970)
Amortization of DAC and VOBA                                                     (467)              (218)
Other expenses, net of DAC capitalization                                      (2,085)            (2,451)

Less: Net income (loss) attributable to noncontrolling interests
and preferred stock dividends

                                                     109                 94

Pre-tax adjusted earnings, less net income (loss) attributable to
noncontrolling interests and preferred stock dividends

                            675              1,961
Provision for income tax expense (benefit)                                         18                368
Adjusted earnings                                                       $         657          $   1,593

Year Ended December 31, 2022 Compared with the Year Ended December 31, 2021

Adjusted earnings were $657 million in the current period, a decrease of $936
million
.

Key net unfavorable impacts were:

•lower net investment spread due to:

•lower returns on other limited partnerships compared to the prior period;

partially offset by

•higher average invested assets resulting from positive net flows in the general
account; and

•higher average invested long-term assets from funding agreements issued in
connection with our institutional spread margin business;

•lower net fee income due to:

•lower asset-based fees resulting from lower average separate account balances,
a portion of which is offset in other expenses;

•higher ceded cost of insurance fees consistent with unfavorable equity market
returns in our Life segment, which is mostly offset in other expenses; and

•an adjustment in the prior period related to modeling improvements resulting
from an actuarial system conversion in our Life segment;

partially offset by

•higher unearned revenue amortization resulting from changes made in connection
with the AAR in our Life segment;

•higher net amortization of DAC and VOBA due to:

•the impact on future gross profits from lower separate account returns and
unfavorable equity market performance;

•an unfavorable impact resulting from changes in assumptions made in connection
with the AAR in our Life and Annuities segments; and

•an adjustment in the prior period related to modeling improvements resulting
from an actuarial system conversion in our Annuities segment;

partially offset by

•an adjustment in the current period related to actuarial model refinements in
Corporate & Other; and

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•higher net costs associated with insurance-related activities due to:

•higher paid claims, net of reinsurance, in our Annuities and Run-off segments;

•a net increase in GMDB liabilities resulting from unfavorable equity market
performance; and

•higher liabilities in our ULSG business resulting from the impact of new
reinsurance agreements entered into in the current period;

partially offset by

•a net decrease in liability balances resulting from changes made in connection
with the AAR in our Run-off and Annuities segments;

•an adjustment in the prior period related to modeling improvements resulting
from an actuarial system conversion in our Run-off segment; and

•an adjustment in the current period related to actuarial model refinements in
Corporate & Other.

Key net favorable impacts were:

•lower other expenses due to:

•lower asset-based variable annuity expenses resulting from lower average
separate account balances, a portion of which is mostly offset in fee income;

•higher premium paid in excess of debt principal related to the repurchase of
senior notes in the prior period;

•lower transition services agreement expenses;

•higher ceded cost of insurance expenses consistent with unfavorable equity
market returns in our Life segment, which is offset in fee income;

•lower interest expenses in the current period related to prior year tax
matters;

•lower establishment costs; and

•lower deferred compensation and operational expenses;

partially offset by

•the settlement of a reinsurance-related matter in the current period.


The provision for income tax, expressed as a percentage of pre-tax adjusted
earnings, resulted in an effective tax rate of 2% in the current period compared
to 18% in the prior period. Our effective tax rate differs from the statutory
tax rate primarily due to the impacts of the dividends received deduction, tax
credits and current period non-recurring items.

Segments and Corporate & Other Results for the Years Ended December 31, 2022 and
2021 - Adjusted Earnings


Annuities

The components of adjusted earnings for our Annuities segment were as follows:

                                                       Years Ended December 31,
                                                          2022                 2021
                                                            (In millions)
Fee income                                      $       2,487                $ 2,857
Net investment spread                                   1,207                  1,188
Insurance-related activities                             (792)                  (410)
Amortization of DAC and VOBA                             (351)                  (185)
Other expenses, net of DAC capitalization              (1,417)              

(1,654)

Pre-tax adjusted earnings                               1,134               

1,796

Provision for income tax expense (benefit)                208                    347
Adjusted earnings                               $         926                $ 1,449


A significant portion of our adjusted earnings is driven by separate account
balances related to our variable annuity business. Most directly, these balances
determine asset-based fee income, but they also impact DAC amortization and
asset-
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based commissions. The changes in our variable annuities separate account
balances are presented in the table below. Variable annuities separate account
balances decreased for the year ended December 31, 2022, driven by unfavorable
investment performance, negative net flows and policy charges.

                                                    Year Ended December 31, 2022 (1)
                                                              (In millions)
Balance, beginning of period                       $                         105,197
Premiums and deposits                                                          1,240
Withdrawals, surrenders and contract benefits                                 (7,619)
Net flows                                                                     (6,379)
Investment performance                                                       (18,583)
Policy charges                                                                (2,285)
Net transfers from (to) general account                                         (152)
Balance, end of period                             $                          77,798

Average balance                                    $                          86,467


_______________

(1)Includes income annuities for which separate account balances at December 31,
2022
were $145 million.

Year Ended December 31, 2022 Compared with the Year Ended December 31, 2021

Adjusted earnings were $926 million in the current period, a decrease of $523
million
.


Key unfavorable impacts were:

•higher costs associated with insurance-related activities due to:

•a net increase in GMDB liabilities resulting from unfavorable equity market
performance;

•higher volume and severity of GMDB claims; and


•an increase in GMDB liabilities, partially offset by a favorable adjustment to
deferred sales inducements, resulting primarily from changes in policyholder
behavior and capital markets assumptions, as well as model refinements, made in
connection with the AAR;

•lower asset-based fees resulting from lower average separate account balances,
a portion of which is offset in other expenses; and

•higher amortization of DAC and VOBA due to:

•an adjustment in the prior period related to modeling improvements resulting
from an actuarial system conversion;

•the impact on future gross profits from lower separate account returns and
unfavorable equity market performance; and


•an unfavorable impact primarily resulting from changes in policyholder behavior
and capital markets assumptions, as well as model refinements made in connection
with the AAR.

Key favorable impacts were:

•lower other expenses due to:

•lower asset-based variable annuity expenses resulting from lower average
separate account balances, a portion of which is offset in fee income;

•lower deferred compensation expenses; and

•lower transition services agreement expenses.

The provision for income tax, expressed as a percentage of pre-tax adjusted
earnings, resulted in an effective tax rate of 18% in the current period
compared to 19% in the prior period. Our effective tax rate differs from the
statutory tax rate primarily due to the impact of the dividends received
deduction.

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Life

The components of adjusted earnings for our Life segment were as follows:

                                                        Years Ended December 31,
                                                            2022                  2021
                                                             (In millions)
Fee income                                      $         248                    $ 335
Net investment spread                                     141                      360
Insurance-related activities                             (121)                    (131)
Amortization of DAC and VOBA                             (127)                     (22)
Other expenses, net of DAC capitalization                (118)              

(180)

Pre-tax adjusted earnings                                  23               

362

Provision for income tax expense (benefit)                  1                       75
Adjusted earnings                               $          22                    $ 287

Year Ended December 31, 2022 Compared with the Year Ended December 31, 2021

Adjusted earnings were $22 million in the current period, a decrease of $265
million
.

Key net unfavorable impacts were:

•lower net investment spread due to lower returns on other limited partnerships
compared to the prior period;

•higher amortization of DAC and VOBA due to:


•an unfavorable impact primarily resulting from changes in policyholder behavior
and capital markets assumptions, as well as model refinements made in connection
with the AAR; and

•the impact on gross profits from lower separate account returns;

partially offset by

•an adjustment in the prior period related to modeling improvements resulting
from an actuarial system conversion; and

•lower net fee income due to:

•higher ceded cost of insurance fees consistent with unfavorable equity market
returns, which is mostly offset in other expenses;

•an adjustment in the prior period related to modeling improvements resulting
from an actuarial system conversion; and

•higher ceded cost of insurance fees resulting from the impact of new
reinsurance agreements entered into in the current period;

partially offset by

•higher unearned revenue amortization primarily resulting from changes in
policyholder behavior assumptions made in connection with the AAR.

Key favorable impacts were:

•lower other expenses due to:

•higher ceded cost of insurance expenses consistent with unfavorable equity
market returns, which is mostly offset in fee income;

•lower transition services agreement expenses; and

•lower deferred compensation and operational expenses.


The provision for income tax, expressed as a percentage of pre-tax adjusted
earnings, resulted in an effective tax rate of 4% in the current period compared
to 21% in the prior period. Our effective tax rate differs from the statutory
tax rate primarily due to the impact of the dividends received deduction.
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Run-off


The components of adjusted earnings for our Run-off segment were as follows:

                                                         Years Ended December 31,
                                                            2022                   2021
                                                              (In millions)
Fee income                                      $          640                   $   644
Net investment spread                                      521                     1,236
Insurance-related activities                            (1,235)                   (1,445)
Amortization of DAC and VOBA                                 -                         -
Other expenses, net of DAC capitalization                 (293)             

(191)

Pre-tax adjusted earnings                                 (367)             

244

Provision for income tax expense (benefit)                 (78)                       53
Adjusted earnings                               $         (289)                  $   191

Year Ended December 31, 2022 Compared with the Year Ended December 31, 2021

Adjusted earnings were a loss of $289 million in the current period, a decrease
of $480 million.

Key net unfavorable impacts were:

•lower net investment spread due to lower returns on other limited partnerships
compared to the prior period; and

•higher other expenses due to:

•the settlement of a reinsurance-related matter in the current period;

partially offset by

•lower transition services agreement expenses.

Key net favorable impacts were:

•lower net costs associated with insurance-related activities, primarily in our
ULSG business, due to:

•a decrease in liability balances primarily resulting from changes in
policyholder behavior and capital markets assumptions, as well as model
refinements made in connection with the AAR; and

•an adjustment in the prior period related to modeling improvements resulting
from an actuarial system conversion;

partially offset by

•higher liabilities resulting from the impact of new reinsurance agreements on
certain ULSG business entered into in the current period; and

•higher paid claims, net of reinsurance.

The provision for income tax, expressed as a percentage of pre-tax adjusted
earnings, resulted in an effective tax rate of 21% in the current period
compared to 22% in the prior period. Our effective tax rate differs from the
statutory tax rate primarily due to the impact of the dividends received
deduction.

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Corporate & Other

The components of adjusted earnings for Corporate & Other were as follows:

                                                                            Years Ended December 31,
                                                                             2022                2021
                                                                                  (In millions)
Fee income                                                              $         -          $       -
Net investment spread                                                           185                 74
Insurance-related activities                                                     55                 16
Amortization of DAC and VOBA                                                     11                (11)
Other expenses, net of DAC capitalization                                      (257)              (426)

Less: Net income (loss) attributable to noncontrolling interests
and preferred stock dividends

                                                   109                 94

Pre-tax adjusted earnings, less net income (loss) attributable to
noncontrolling interests and preferred stock dividends

                         (115)              (441)
Provision for income tax expense (benefit)                                     (113)              (107)
Adjusted earnings                                                       $        (2)         $    (334)

Year Ended December 31, 2022 Compared with the Year Ended December 31, 2021

Adjusted earnings were a loss of $2 million in the current period, a lower loss
of $332 million.

Key favorable impacts were:

•lower other expenses due to:

•higher premium paid in excess of debt principal related to the repurchase of
senior notes in the prior period;

•lower interest expenses in the current period related to prior year tax
matters; and

•lower establishment costs;

•higher net investment spread due to higher average invested long-term assets
from funding agreements issued in connection with our institutional spread
margin business;

•lower costs associated with insurance-related activities due to:

•an adjustment in the current period related to actuarial model refinements; and

•lower paid claims, net of reinsurance; and

•lower amortization of DAC and VOBA due to an adjustment in the current period
related to actuarial model refinements.

Key unfavorable impact was:

•higher preferred stock dividends in the current period.


The provision for income tax, expressed as a percentage of pre-tax adjusted
earnings, resulted in a higher effective tax rate in the current period compared
to the prior period. Our effective tax rate differs from the statutory tax rate
primarily due to the impacts of the dividends received deduction, tax credits
and current period non-recurring items. We believe the effective tax rate for
Corporate & Other is not generally meaningful, neither on a standalone basis nor
for comparison to prior periods, since taxes for Corporate & Other are derived
from the difference between the overall consolidated effective tax rate and
total taxes for the combined operating segments.
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GMLB Riders for the Years Ended December 31, 2022 and 2021


The overall impact on income (loss) available to shareholders before provision
for income tax from the performance of GMLB Riders, which includes (i) changes
in carrying value of the GAAP liabilities, (ii) the mark-to-market of hedges and
reinsurance, (iii) fees and (iv) associated DAC offsets, was as follows:

                              Years Ended December 31,
                                 2022                 2021
                                    (In millions)
Liabilities             $      2,292               $ (1,832)
Hedges                        (1,551)                (1,130)
Ceded reinsurance                (66)                   (96)
Fees (1)                         834                    828
GMLB DAC                        (481)                    64
Total GMLB Riders       $      1,028               $ (2,166)


_______________

(1)Excludes living benefit fees, included as a component of adjusted earnings,
of $51 million and $60 million for the years ended December 31, 2022 and 2021,
respectively.

GMLB Liabilities. Liabilities reported as part of GMLB Riders ("GMLB
Liabilities") include (i) guarantee rider benefits accounted for as embedded
derivatives, (ii) guarantee rider benefits accounted for as insurance and (iii)
Shield Annuities embedded derivatives. Liabilities related to guarantee rider
benefits represent our obligation to protect policyholders against the
possibility that a downturn in the markets will reduce the specified benefits
that can be claimed under the base annuity contract. Any periods of significant
or sustained downturns in equity markets, increased equity volatility, or
reduced interest rates could result in an increase in the valuation of these
liabilities. An increase in these liabilities would result in a decrease to our
net income (loss) available to shareholders, which could be significant. Shield
Annuities provide the contract holder the ability to participate in the
appreciation of certain financial markets up to a stated level, while offering
protection from a portion of declines in the applicable indices or benchmark. We
believe that Shield Annuities provide us with risk offset to liabilities related
to guarantee rider benefits.

GMLB Hedges and Reinsurance. We enter into freestanding derivatives to hedge the
market risks inherent in the GMLB Liabilities. Generally, the same market
factors that impact the estimated fair value of the guarantee rider embedded
derivatives impact the value of the hedges, though in the opposite direction.
However, the changes in value of the GMLB Liabilities and related hedges may not
be symmetrical and the divergence could be significant due to certain factors,
such as the guarantee riders accounted for as insurance are not recognized at
estimated fair value and there are unhedged risks within the GMLB Liabilities.
We may also use reinsurance to manage our exposure related to the GMLB
Liabilities.

GMLB Fees. We earn fees from the guarantee rider benefits, which are calculated
based on the policyholder's Benefit Base. Fees calculated based on the Benefit
Base are more stable in market downturns, compared to fees based on the account
value because the Benefit Base excludes the impact of a decline in the market
value of the policyholder's account value. We use the fees directly earned from
the guarantee riders to fund the reserves, future claims and costs associated
with the hedges of market risks inherent in these liabilities. For guarantee
rider embedded derivatives, the future fees are included in the estimated fair
value of the embedded derivative liabilities, with changes recorded in net
derivative gains (losses). For guarantee rider benefits accounted for as
insurance, while the related fees do affect the valuation of these liabilities,
they are not included in the resulting liability values, but are recorded
separately in universal life and investment-type product policy fees.

GMLB DAC. Changes in the estimated fair value of GMLB Liabilities that are
accounted for as embedded derivatives result in a corresponding recognition of
DAC amortization that generally has an inverse effect on net income (loss),
which we refer to as the DAC offset. While the DAC offset is generally the most
significant driver of GMLB DAC, it can be impacted by other adjustments
including amortization related to guarantee benefit riders accounted for as
insurance.

See "- Risk Management Strategies - Variable Annuity Exposure Risk Management"
for discussion of our management of and our hedging strategy associated with our
variable annuity business.

Year Ended December 31, 2022 Compared with the Year Ended December 31, 2021

Comparative results from GMLB Riders were favorable by $3.2 billion, primarily
driven by:

•favorable changes to the estimated fair value of Shield liabilities;

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partially offset by

•unfavorable changes to the estimated fair value of variable annuity liability
reserves;

•unfavorable changes to GMLB DAC; and

•unfavorable changes to the estimated fair value of our GMLB hedges.

Lower equity markets resulted in the following impacts:

•favorable changes to the estimated fair value of Shield liabilities;

•favorable changes to the estimated fair value of our GMLB hedges; and

•favorable changes in ceded reinsurance;

partially offset by

•unfavorable changes to the estimated fair value of variable annuity liability
reserves; and

•unfavorable changes to GMLB DAC.

Higher interest rates resulted in the following impacts:

•unfavorable changes to the estimated fair value of our GMLB hedges;

•unfavorable changes to the estimated fair value of Shield liabilities;

•unfavorable changes to GMLB DAC; and

•unfavorable changes in ceded reinsurance;

partially offset by

•favorable changes to the estimated fair value of variable annuity liability
reserves.

There was a favorable change in the adjustment for nonperformance risk in the
current period.


Investments

Investment Risk Management Strategy


We manage the risks related to our investment portfolio through asset-type
allocation as well as industry and issuer diversification. We also use risk
limits to promote diversification by asset sector, avoid concentrations in any
single issuer and limit overall aggregate credit and equity risk exposure. We
manage real estate risk through geographic, property type and product type
diversification and asset allocation. Interest rate risk is managed as part of
our Asset Liability Management ("ALM") strategies. We also utilize product
design, such as the use of market value adjustment features and surrender
charges to manage interest rate risk. These ALM strategies include maintaining
an investment portfolio that targets a weighted average duration that reflects
the duration of our estimated liability cash flow profile. For certain of our
liability portfolios, it is not possible to invest assets for the full liability
duration, thereby creating some asset/liability mismatch. We also use certain
derivatives in the management of credit, interest rate, equity market and
foreign currency exchange rate risks.

Investment Management Agreements


Other than our derivatives trading, which we manage in-house, we have engaged a
select group of experienced external asset management firms to manage the
investment of the assets comprising our general account portfolio and certain
separate account assets of our insurance subsidiaries, as well as assets of BHF
and our reinsurance subsidiary, BRCD.

Current Environment


Our business and results of operations are materially affected by conditions in
capital markets and the economy, generally. As a U.S. insurance company, we are
affected by the monetary policy of the Federal Reserve in the U.S. The Federal
Reserve may increase or decrease the federal funds rate in the future, which may
have an impact on the pricing levels of risk-bearing investments and may
adversely impact the level of product sales. We are also affected by the
monetary policy of central banks around the world due to the diversification of
our investment portfolio. See "- Industry Trends and Uncertainties - Financial
and Economic Environment."

In 2022, the Federal Reserve increased the target range for the federal funds
rate seven times, from between 0% and 0.25% to between 4.25% and 4.50% as of
December 31, 2022. On February 1, 2023, the Federal Reserve further increased
the target range for the federal funds rate from between 4.25% and 4.50% to
between 4.50% and 4.75%. The Federal Reserve
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has indicated further increases to the target range for the federal funds rate
could occur. These target range increases have contributed to a decrease in the
net unrealized gains in our investment portfolio, and any additional target
increases could similarly contribute to further decreases. We are also affected
by the monetary policy of central banks around the world due to the
diversification of our investment portfolio.

In the current period, as a result of rising interest rates, the unrealized
losses on our fixed maturity securities exceeded the unrealized gains. If
interest rates continue to rise, our unrealized gains would decrease, and our
unrealized losses would increase, perhaps substantially.


See "Risk Factors - Risks Related to Our Investment Portfolio - Our investment
portfolio is subject to significant financial risks both in the U.S. and global
financial markets, including credit risk, interest rate risk, inflation risk,
market valuation risk, liquidity risk, real estate risk, derivatives risk, and
other factors outside our control, the occurrence of any of which could have a
material adverse effect on our financial condition and results of operations."

Selected Sector Investments


Recent elevated levels of market volatility have affected the performance of
various asset classes. See "Risk Factors - Risks Related to Our Investment
Portfolio - Our investment portfolio is subject to significant financial risks
both in the U.S. and global financial markets, including credit risk, interest
rate risk, inflation risk, market valuation risk, liquidity risk, real estate
risk, derivatives risk, and other factors outside our control, the occurrence of
any of which could have a material adverse effect on our financial condition and
results of operations," and "Risk Factors - Risks Related to Our Investment
Portfolio - Ongoing military actions, the continued threat of terrorism, climate
change as well as other catastrophic events may adversely affect the value of
our investment portfolio and the level of claim losses we incur."

There has been an increased market focus on retail sector investments as a
result of evolving consumer habits. Our exposure to retail sector corporate
fixed maturity securities was $1.5 billion, with net unrealized gains (losses)
of ($216) million, of which 95% were investment grade, at December 31, 2022.


In addition to the fixed maturity securities discussed above, we have retail
sector exposure through mortgage loans and certain Structured Securities. See
"Risk Factors - Risks Related to Our Investment Portfolio - Our investment
portfolio is subject to significant financial risks both in the U.S. and global
financial markets, including credit risk, interest rate risk, inflation risk,
market valuation risk, liquidity risk, real estate risk, derivatives risk, and
other factors outside our control, the occurrence of any of which could have a
material adverse effect on our financial condition and results of operations,"
"- Investments - Mortgage Loans" and Note 6 of the Notes to the Consolidated
Financial Statements for information on mortgage loans, including credit quality
by portfolio segment and commercial mortgage loans by property type.
Additionally, see "- Investments - Fixed Maturity Securities Available-for-sale
- Structured Securities" for information on Structured Securities, including
security type, risk profile and ratings profile.

We monitor direct and indirect investment exposure across sectors and asset
classes and adjust our level of investment exposure, as appropriate. At this
time, we do not expect that our general account investments in these sectors and
asset classes will have a material adverse effect on our results of operations
or financial condition.

Investment Portfolio Results

The following summary yield table presents the yield and adjusted net investment
income for our investment portfolio for the periods indicated. As described
below, this table reflects certain differences from the presentation of net
investment income presented in the GAAP statement of operations. This summary
yield table presentation is consistent with how we measure our investment
performance for management purposes, and we believe it enhances understanding of
our investment portfolio results.

                                                                 Years Ended December 31,
                                                 2022                      2021                      2020
                                         Yield %      Amount       Yield %      Amount       Yield %      Amount
                                                                  (Dollars in millions)
Investment income (1)                     3.96  %    $ 4,363        5.13  %    $ 5,046        4.21  %    $ 3,755
Investment fees and expenses (2)         (0.14)         (154)      (0.13)         (144)      (0.14)         (136)
Adjusted net investment income (3)        3.82  %    $ 4,209        5.00  %    $ 4,902        4.07  %    $ 3,619


_______________

(1)Investment income yields are calculated as investment income as a percentage
of average quarterly asset carrying values. Investment income excludes
recognized gains and losses and reflects the adjustments discussed in table note
(3) below to
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arrive at adjusted net investment income. Asset carrying values exclude
unrealized gains (losses), collateral received in connection with our securities
lending program, freestanding derivative assets and collateral received from
derivative counterparties.

(2)Investment fee and expense yields are calculated as a percentage of average
quarterly asset estimated fair values. Asset estimated fair values exclude
collateral received in connection with our securities lending program,
freestanding derivative assets and collateral received from derivative
counterparties.


(3)Adjusted net investment income presented in the yield table varies from the
most directly comparable GAAP measure due to certain reclassifications, as
presented below.

                                                                               Years Ended December 31,
                                                                        2022               2021             2020
                                                                                    (In millions)
Net investment income                                              $   4,138            $ 4,881          $ 3,601
Less: Investment hedge adjustments                                       (71)               (21)             (18)

Adjusted net investment income - in the above yield table $ 4,209

            $ 4,902          $ 3,619


See "- Results of Operations - Consolidated Results for the Years Ended December
31, 2022
and 2021" and "Management's Discussion and Analysis of Financial
Condition and Results of Operations - Results of Operations - Consolidated
Results for the Years Ended December 31, 2021 and 2020" in our 2021 Annual
Report for an analysis of the year over year changes in net investment income.

Fixed Maturity Securities Available-for-sale


Fixed maturity securities held by type (public or private) were as follows at:

                                                            December 31, 2022                              December 31, 2021
                                                 Estimated Fair                                 Estimated Fair
                                                     Value                % of Total                Value                % of Total
                                                                                  (Dollars in millions)
Publicly-traded                                  $   62,199                       82.3  %       $   72,925                       83.3  %
Privately-placed                                     13,378                       17.7              14,657                       16.7
Total fixed maturity securities                  $   75,577                      100.0  %       $   87,582                      100.0  %
Percentage of cash and invested assets                 67.1   %                                       71.4   %


See Note 8 of the Notes to the Consolidated Financial Statements for further
information on our valuation controls and procedures including our formal
process to challenge any prices received from independent pricing services that
are not considered representative of estimated fair value.

See Notes 1 and 6 of the Notes to the Consolidated Financial Statements for
further information about fixed maturity securities by sector, contractual
maturities, continuous gross unrealized losses and the allowance for credit
losses.

Fixed Maturity Securities Credit Quality - Ratings


Rating agency ratings are based on availability of applicable ratings from
rating agencies on the NAIC credit rating provider list, including Moody's, S&P,
Fitch, Dominion Bond Rating Service and Kroll Bond Rating Agency. If no rating
is available from a rating agency, then an internally developed rating is used.

The NAIC has methodologies to assess credit quality for certain Structured
Securities comprised of non-agency RMBS, CMBS and ABS. The NAIC's objective with
these methodologies is to increase the accuracy in assessing expected losses,
and to use the improved assessment to determine a more appropriate capital
requirement for such Structured Securities. The methodologies reduce regulatory
reliance on rating agencies and allow for greater regulatory input into the
assumptions used to estimate expected losses from Structured Securities. In
2021, these methodologies were updated to only apply to those Structured
Securities issued prior to 2013. We apply the NAIC methodologies to Structured
Securities held by our insurance subsidiaries and BRCD. The NAIC's present
methodology is to evaluate Structured Securities held by insurers on an annual
basis. If our insurance subsidiaries and BRCD acquire Structured Securities that
have not been previously evaluated by the NAIC but are expected to be evaluated
by the NAIC in the upcoming annual review, an internally developed designation
is used until a final designation becomes available.
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The following table presents total fixed maturity securities by nationally
statistical rating organizations ("NRSRO") rating and the applicable NAIC
designation from the NAIC published comparison of NRSRO ratings to NAIC
designations, except for certain Structured Securities, which are presented
using the NAIC methodologies, as well as the percentage, based on estimated fair
value that each NAIC designation is comprised of at:

                                                                                                  December 31, 2022                                                                                       December 31, 2021
                                                                                Allowance
                                                             Amortized          for Credit          Unrealized            Estimated              % of             Amortized           Allowance for           Unrealized            Estimated              % of
     NAIC Designation                NRSRO Rating               Cost              Losses            Gain (Loss)          Fair Value             Total                Cost             Credit Losses           Gain (Loss)          Fair Value             Total
                                                                                                                                                     (Dollars in millions)
            1                    Aaa/Aa/A                   $  53,935          $       2          $     (4,870)         $   49,063                 64.9  %       $  49,729          $            -          $      6,133          $   55,862                 63.8  %
            2                    Baa                           27,269                  -                (3,546)             23,723                 31.4             25,493                       -                 2,142              27,635                 31.6
Subtotal investment grade                                      81,204                  2                (8,416)             72,786                 96.3  %          75,222                       -                 8,275              83,497                 95.4  %
            3                    Ba                             2,343                  -                  (232)              2,111                  2.8              2,634                       -                    65               2,699                  3.1
            4                    B                                677                  1                   (88)                588                  0.8              1,244                       3                    12               1,253                  1.4
            5                    Caa and lower                    120                  4                   (24)                 92                  0.1                142                       8                    (4)                130                  0.1
            6                    In or near default                 -                  -                     -                   -                    -                  4                       -                    (1)                  3                    -
Subtotal below investment grade                                 3,140                  5                  (344)              2,791                  3.7  %           4,024                      11                    72               4,085                  4.6  %
Total fixed maturity securities                             $  84,344          $       7          $     (8,760)         $   75,577                100.0  %       $  79,246          $           11          $      8,347          $   87,582                100.0  %


The following tables present total fixed maturity securities, based on estimated
fair value, by sector classification and by NRSRO rating and the applicable NAIC
designations from the NAIC published comparison of NRSRO ratings to NAIC
designations, except for certain Structured Securities, which are presented
using the NAIC methodologies as described above:

                                                                    Fixed 

Maturity Securities - by Sector & Credit Quality Rating

NAIC Designation                          1                   2                3                4                 5                  6                  Total
                                                                                                               Caa and           In or Near           Estimated
NRSRO Rating                          Aaa/Aa/A               Baa               Ba               B               Lower             Default             Fair Value
                                                                                            (In millions)
December 31, 2022
U.S. corporate                     $     14,697          $ 15,683          $ 1,671          $   499          $     57          $         -          $    32,607
Foreign corporate                         3,758             6,377              373               68                 -                    -               10,576
U.S. government and agency                7,887               129                -                -                 -                    -                8,016
RMBS                                      7,490                14               12                2                10                    -                7,528
CMBS                                      6,240               351                9                7                 4                    -                6,611
ABS                                       4,648               672               17               12                10                    -                5,359
State and political subdivision           3,682               105                1                -                11                    -                3,799
Foreign government                          661               392               28                -                 -                    -                1,081
Total fixed maturity securities    $     49,063          $ 23,723          $ 2,111          $   588          $     92          $         -          $    75,577

December 31, 2021
U.S. corporate                     $     17,828          $ 18,074          $ 2,008          $ 1,103          $     68          $         -          $    39,081
Foreign corporate                         3,518             7,478              554              125                31                    -               11,706
U.S. government and agency                9,160               147                -                -                 -                    -                9,307
RMBS                                      9,179                46               15                5                11                    3                9,259
CMBS                                      6,882               391                1                5                 3                    -                7,282
ABS                                       3,686               550               19               15                10                    -                4,280
State and political subdivision           4,646               181                1                -                 7                    -                4,835
Foreign government                          963               768              101                -                 -                    -                1,832

Total fixed maturity securities $ 55,862 $ 27,635 $ 2,699 $ 1,253 $ 130 $ 3 $

    87,582


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U.S. and Foreign Corporate Fixed Maturity Securities


We maintain a diversified portfolio of corporate fixed maturity securities
across industries and issuers. Our portfolio does not have any exposure to any
single issuer in excess of 1% of total investments and the top ten holdings in
aggregate comprise of 1% and 2% of total investments at December 31, 2022 and
2021, respectively. Our U.S. and foreign corporate fixed maturity securities
holdings by industry were as follows at:

                        December 31, 2022                  December 31, 2021
                     Estimated                          Estimated
                        Fair             % of              Fair             % of
                       Value             Total            Value             Total
                                       (Dollars in millions)
Industrial       $         13,290        30.7  %    $         16,131        31.8  %
Finance                    11,988        27.8                 12,430        24.4
Consumer                    9,459        21.9                 11,650        22.9
Utility                     5,767        13.4                  7,146        14.1
Communications              2,679         6.2                  3,430         6.8

Total            $         43,183       100.0  %    $         50,787       100.0  %


Structured Securities

We held $19.5 billion and $20.8 billion of Structured Securities, at estimated
fair value, at December 31, 2022 and 2021, respectively, as presented in the
RMBS, CMBS and ABS sections below.

RMBS

Our RMBS holdings are diversified by security type, risk profile and ratings
profile, which were as follows at:


                                                                    December 31, 2022                                                December 

31, 2021

                                                  Estimated             % of             Net Unrealized            Estimated               % of       

Net Unrealized

                                                 Fair Value            Total             Gains (Losses)            Fair Value             Total             Gains (Losses)
                                                                                                   (Dollars in millions)
Security type:
Pass-through securities                         $    3,846               51.1  %       $          (590)         $    4,688                  50.6  %       $            29
Collateralized mortgage obligations                  3,682               48.9                     (311)              4,571                  49.4                      352
Total RMBS                                      $    7,528              100.0  %       $          (901)         $    9,259                 100.0  %       $           381
Risk profile:
Agency                                          $    6,137               81.5  %       $          (842)         $    7,563                  81.7  %       $           264
Prime                                                  149                2.0                      (20)                192                   2.1                        4
Alt-A                                                  788               10.5                      (37)                801                   8.6                       60
Sub-prime                                              454                6.0                       (2)                703                   7.6                       53
Total RMBS                                      $    7,528              100.0  %       $          (901)         $    9,259                 100.0  %       $           381
Ratings profile:
Rated Aaa                                       $    6,643               88.2  %                                $    7,905                  85.4  %
Designated NAIC 1                               $    7,490               99.5  %                                $    9,179                  99.1  %


Historically, our exposure to sub-prime RMBS holdings has been managed by
focusing primarily on senior tranche securities, stress-testing the portfolio
with severe loss assumptions and closely monitoring the performance of the
portfolio. Our sub-prime RMBS portfolio consists predominantly of securities
that were purchased after 2012 at significant discounts to par value and
discounts to the expected principal recovery value of these securities. The vast
majority of these securities are investment grade under the NAIC designations
(e.g., NAIC 1 and NAIC 2).
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CMBS


Our CMBS holdings are diversified by vintage year, which were as follows at:

                      December 31, 2022                     December 31, 2021
                                     Estimated                             Estimated
               Amortized Cost       Fair Value       Amortized Cost       Fair Value
                                           (In millions)
2003 - 2011   $            90      $        82      $            95      $       106
2012                       41               38                  141              140
2013                      204              197                  209              213
2014                      322              294                  322              334
2015                      966              879                  953              997
2016                      463              421                  465              485
2017                      732              667                  707              751
2018                    1,668            1,538                1,675            1,827
2019                    1,021              879                1,044            1,079
2020                      534              426                  555              544
2021                      821              748                  810              806
2022                      462              442                    -                -
Total         $         7,324      $     6,611      $         6,976      $     7,282


The estimated fair value of CMBS rated Aaa using rating agency ratings was $4.6
billion, or 70.0% of total CMBS, and designated NAIC 1 was $6.2 billion, or
94.4% of total CMBS, at December 31, 2022. The estimated fair value of CMBS Aaa
rating agency ratings was $5.0 billion, or 69.1% of total CMBS, and designated
NAIC 1 was $6.9 billion, or 94.5% of total CMBS, at December 31, 2021.

ABS

Our ABS holdings are diversified by both collateral type and issuer. Our ABS
holdings by collateral type and ratings profile were as follows at:


                                                                    December 31, 2022                                                 December 31, 2021
                                                  Estimated             % of             Net Unrealized             Estimated                % of             Net Unrealized
                                                 Fair Value            Total             Gains (Losses)             Fair Value              Total             Gains (Losses)
                                                                                                    (Dollars in millions)
Collateral type:
Collateralized obligations                      $    3,239               60.5  %       $          (124)         $     2,659                   62.1  %       $            (1)
Consumer loans                                         420                7.8                      (36)                 342                    8.0                        -
Student loans                                          393                7.3                      (34)                 384                    9.0                        6
Automobile loans                                       216                4.0                       (9)                 151                    3.5                        2
Credit card loans                                      158                3.0                      (10)                 132                    3.1                        4
Other loans                                            933               17.4                      (80)                 612                   14.3                        8
Total                                           $    5,359              100.0  %       $          (293)         $     4,280                  100.0  %       $            19
Ratings profile:
Rated Aaa                                       $    2,300               42.9  %                                $     1,837                   42.9  %
Designated NAIC 1                               $    4,648               86.7  %                                $     3,686                   86.1  %

Allowance for Credit Losses for Fixed Maturity Securities


See Note 6 of the Notes to the Consolidated Financial Statements for information
about the evaluation of fixed maturity securities for an allowance for credit
losses or write-offs due to uncollectibility.

Securities Lending


We participate in a securities lending program whereby securities are loaned to
third parties, primarily brokerage firms and commercial banks. We obtain
collateral, usually cash, in an amount generally equal to 102% of the estimated
fair value of the securities loaned, which is obtained at the inception of a
loan and maintained at a level greater than or equal to 100%
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for the duration of the loan. The estimated fair value of the securities loaned
is monitored on a daily basis with additional collateral obtained as necessary
throughout the duration of the loan. Securities loaned under such transactions
may be sold or re-pledged by the transferee. We are liable to return to our
counterparties the cash collateral under our control. Security collateral
received from counterparties may not be sold or re-pledged, unless the
counterparty is in default, and is not reflected in the financial statements.
These transactions are treated as financing arrangements and the associated cash
collateral liability is recorded at the amount of the cash received.

See "- Liquidity and Capital Resources - The Company - Primary Uses of Liquidity
and Capital - Securities Lending" and Note 6 of the Notes to the Consolidated
Financial Statements for information regarding our securities lending program.

Mortgage Loans


Our mortgage loans are principally collateralized by commercial, agricultural
and residential properties. Information regarding mortgage loans by portfolio
segment is summarized as follows at:

                                      December 31, 2022                                             December 31, 2021
                                                                    % of                                                          % of
                    Recorded         % of        Valuation        Recorded        Recorded         % of        Valuation        Recorded
                   Investment        Total       Allowance       Investment      Investment        Total       Allowance       Investment
                                                                   (Dollars in millions)
Commercial        $    13,574        58.9  %    $       49            0.4  %    $    12,187        61.0  %    $       67            0.5  %
Agricultural            4,365        18.9               15            0.3  %          4,163        20.9               12            0.3  %
Residential             5,116        22.2               55            1.1  %          3,623        18.1               44            1.2  %
Total             $    23,055       100.0  %    $      119            0.5  %    $    19,973       100.0  %    $      123            0.6  %


Our mortgage loan portfolio is diversified by both geographic region and
property type to reduce the risk of concentration. The percentage of our
commercial and agricultural mortgage loan portfolios collateralized by
properties located in the U.S. were 98% and 97% at December 31, 2022 and 2021,
respectively. The remainder was collateralized by properties located outside of
the U.S. At December 31, 2022, the carrying value as a percentage of total
commercial and agricultural mortgage loans for the top three states in the U.S.
was 18% for California, 11% for Texas and 10% for New York. Additionally, we
manage risk when originating commercial and agricultural mortgage loans by
generally lending up to 75% of the estimated fair value of the underlying real
estate collateral.

Our residential mortgage loan portfolio is managed in a similar manner to reduce
risk of concentration. All residential mortgage loans were collateralized by
properties located in the U.S. at both December 31, 2022 and 2021. At
December 31, 2022, the carrying value as a percentage of total residential
mortgage loans for the top three states in the U.S. was 39% for California, 11%
for Florida and 7% for New York.
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Commercial Mortgage Loans by Geographic Region and Property Type. Commercial
mortgage loans are the largest component of the mortgage loan invested asset
class. The diversification across geographic regions and property types of
commercial mortgage loans was as follows at:

                                                                         December 31, 2022                      December 31, 2021
                                                                                         % of                                   % of
                                                                     Amount              Total              Amount              Total
                                                                                           (Dollars in millions)
Geographic region:
South Atlantic                                                    $   3,026                22.3  %       $   2,383                19.6  %
Pacific                                                               2,765                20.4              2,601                21.3
Middle Atlantic                                                       2,344                17.3              2,115                17.3
West South Central                                                    1,642                12.1              1,425                11.7
Mountain                                                              1,140                 8.4              1,062                 8.7
East North Central                                                      794                 5.8                717                 5.9
New England                                                             741                 5.4                789                 6.5
International                                                           390                 2.9                495                 4.1
West North Central                                                      361                 2.7                318                 2.6
East South Central                                                      306                 2.2                217                 1.8
Multi-region and Other                                                   65                 0.5                 65                 0.5
Total recorded investment                                            13,574               100.0  %          12,187               100.0  %
Less: allowance for credit losses                                        49                                     67
Carrying value, net of allowance for credit losses                $  13,525                              $  12,120
Property type:
Apartment                                                         $   5,366                39.5  %       $   3,895                32.0  %
Office                                                                3,375                24.9              3,566                29.3
Industrial                                                            2,051                15.1              1,847                15.1
Retail                                                                1,934                14.3              1,863                15.3
Hotel                                                                   848                 6.2              1,016                 8.3

Total recorded investment                                            13,574               100.0  %          12,187               100.0  %
Less: allowance for credit losses                                        49                                     67
Carrying value, net of allowance for credit losses                $  13,525                              $  12,120


Mortgage Loan Credit Quality - Monitoring Process. Our mortgage loan investments
are monitored on an ongoing basis, including a review of loans that are current,
past due, restructured and under foreclosure. Quarterly, we conduct a formal
review of the portfolio with our investment managers. See Note 6 of the Notes to
the Consolidated Financial Statements for information on mortgage loans by
credit quality indicator, past due status, nonaccrual status and modified
mortgage loans.

Our commercial mortgage loans are reviewed on an ongoing basis. These reviews
may include an analysis of the property financial statements and rent roll,
lease rollover analysis, property inspections, market analysis, estimated
valuations of the underlying collateral, loan-to-value ratios, debt-service
coverage ratios and tenant creditworthiness. The monitoring process focuses on
higher risk loans, which include those that are classified as restructured,
delinquent or in foreclosure, as well as loans with higher loan-to-value ratios
and lower debt-service coverage ratios. The monitoring process for agricultural
mortgage loans is generally similar, with a focus on higher risk loans, such as
loans with higher loan-to-value ratios, including reviews on a geographic and
sector basis. Our residential mortgage loans are reviewed on an ongoing basis.
See Note 6 of the Notes to the Consolidated Financial Statements for information
on our evaluation of residential mortgage loans and related measurement of
allowance for credit losses.

Loan-to-value ratios and debt-service coverage ratios are common measures in the
assessment of the quality of commercial mortgage loans. Loan-to-value ratios are
a common measure in the assessment of the quality of agricultural mortgage
loans. Loan-to-value ratios compare the amount of the loan to the estimated fair
value of the underlying collateral. A loan-to-value ratio greater than 100%
indicates that the loan amount is greater than the collateral value. A
loan-to-value ratio of less than 100% indicates an excess of collateral value
over the loan amount. Generally, the higher the loan-to-value ratio, the higher
the risk of experiencing a credit loss. The debt-service coverage ratio compares
a property's net operating income to amounts needed to service the principal and
interest due under the loan. Generally, the lower the debt-service
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coverage ratio, the higher the risk of experiencing a credit loss. For our
commercial mortgage loans, our average loan-to-value ratio was 57% and 58% at
December 31, 2022 and 2021, respectively, and our average debt-service coverage
ratio was 2.2x at both December 31, 2022 and 2021. The debt-service coverage
ratio, as well as the values utilized in calculating the ratio, is updated
annually on a rolling basis, with a portion of the portfolio updated each
quarter. In addition, the loan-to-value ratio is routinely updated for all but
the lowest risk loans as part of our ongoing review of our commercial mortgage
loan portfolio. For our agricultural mortgage loans, our average loan-to-value
ratio was 48% and 46% at December 31, 2022 and 2021, respectively. The values
utilized in calculating the agricultural mortgage loan loan-to-value ratio are
developed in connection with the ongoing review of the agricultural loan
portfolio and are routinely updated.

Mortgage Loan Allowance for Credit Losses. See Note 6 of the Notes to the
Consolidated Financial Statements for information about how the allowance for
credit losses is established and monitored, as well as activity in and balances
of the allowance for credit losses for the years ended December 31, 2022 and
2021.

Limited Partnerships and Limited Liability Companies

The carrying values of our limited partnerships and limited liability companies
("LLC") were as follows at:


                                                                   December 31, 2022           December 31, 2021
                                                                                   (In millions)
Other limited partnerships                                       $            3,941          $            3,786
Real estate limited partnerships and LLCs (1)                                   834                         485
Total                                                            $            4,775          $            4,271


_______________

(1)The estimated fair value of real estate limited partnerships and LLCs was
$987 million and $595 million at December 31, 2022 and 2021, respectively.


Cash distributions on these investments are generated from investment gains,
operating income from the underlying investments of the funds and liquidation of
the underlying investments of the funds. We estimate that the underlying
investment of the private equity funds will typically be liquidated over the
next 10 to 20 years.

Other Invested Assets

The carrying value of our other invested assets by type was as follows at:

                                                                        December 31, 2022                       December 31, 2021
                                                                  Carrying              % of              Carrying              % of
                                                                   Value               Total               Value               Total
                                                                                          (Dollars in millions)

Freestanding derivatives with positive estimated fair
values

                                                          $   2,284                 80.1  %       $   3,126                 94.3  %
Company-owned life insurance                                          250                  8.8                  -                    -
FHLB stock                                                            201                  7.0                 70                  2.1
Tax credit and renewable energy partnerships                           55                  1.9                 59                  1.8
Leveraged leases, net of non-recourse debt                             48                  1.7                 49                  1.5
Other                                                                  14                  0.5                 12                  0.3
Total                                                           $   2,852                100.0  %       $   3,316                100.0  %


Derivatives

Derivative Risks

We are exposed to various risks relating to our ongoing business operations,
including interest rate, foreign currency exchange rate, credit and equity
market. We use a variety of strategies to manage these risks, including the use
of derivatives. See Note 7 of the Notes to the Consolidated Financial
Statements:

•A comprehensive description of the nature of our derivatives, including the
strategies for which derivatives are used in managing various risks.

•Information about the gross notional amount, estimated fair value, and primary
underlying risk exposure of our derivatives by type of hedge designation,
excluding embedded derivatives held at December 31, 2022 and 2021.

•The statement of operations effects of derivatives in cash flow, fair value, or
non-qualifying hedge relationships for

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the years ended December 31, 2022, 2021 and 2020.


See "Business - Segments and Corporate & Other - Annuities" and "- Risk
Management Strategies" for more information about our use of derivatives by
major hedging programs, as well as "- Results of Operations - Annual Actuarial
Review" and "Risk Factors - Risks Related to our Investment Portfolio - Our
investment portfolio is subject to significant financial risks both in the U.S.
and global financial markets, including credit risk, interest rate risk,
inflation risk, market valuation risk, liquidity risk, real estate risk,
derivatives risk, and other factors outside our control, the occurrence of any
of which could have a material adverse effect on our financial condition and
results of operations."

Fair Value Hierarchy

See Note 8 of the Notes to the Consolidated Financial Statements for derivatives
measured at estimated fair value on a recurring basis and their corresponding
fair value hierarchy, as well as a rollforward of the fair value measurements
for derivatives measured at estimated fair value on a recurring basis using
significant unobservable (Level 3) inputs as discussed below.

The valuation of Level 3 derivatives involves the use of significant
unobservable inputs and generally requires a higher degree of management
judgment or estimation than the valuations of Level 1 and Level 2 derivatives.
Although Level 3 inputs are unobservable, management believes they are
consistent with what other market participants would use when pricing such
instruments and are considered appropriate given the circumstances. The use of
different inputs or methodologies could have a material effect on the estimated
fair value of Level 3 derivatives and could materially affect net income.

Derivatives categorized as Level 3 at December 31, 2022 include: credit default
swaps priced using unobservable credit spreads, or that are priced through
independent broker quotations; and foreign currency swaps with certain
unobservable inputs.

Credit Risk


See Note 7 of the Notes to the Consolidated Financial Statements for information
about how we manage credit risk related to derivatives and for the estimated
fair value of our net derivative assets and net derivative liabilities after the
application of master netting agreements and collateral. See "Risk Factors -
Risks Related to our Investment Portfolio - Our investment portfolio is subject
to significant financial risks both in the U.S. and global financial markets,
including credit risk, interest rate risk, inflation risk, market valuation
risk, liquidity risk, real estate risk, derivatives risk, and other factors
outside our control, the occurrence of any of which could have a material
adverse effect on our financial condition and results of operations."

Our policy is not to offset the fair value amounts recognized for derivatives
executed with the same counterparty under the same master netting agreement.
This policy applies to the recognition of derivatives on the balance sheet and
does not affect our legal right of offset.

Credit Derivatives


The gross notional amount and estimated fair value of credit default swaps were
as follows at:

                                                         December 31, 2022                                     December 31, 2021
                                                                         Estimated Fair                                        Estimated Fair
                                           Gross Notional Amount              Value              Gross Notional Amount              Value
                                                                                      (In millions)
Written                                   $         1,757               $           16          $         1,724               $           38
Purchased                                               -                            -                        -                            -
Total                                     $         1,757               $           16          $         1,724               $           38


The maximum amount at risk related to our written credit default swaps is equal
to the corresponding gross notional amount. In a replication transaction, we
pair an asset on our balance sheet with a written credit default swap to
synthetically replicate a corporate bond, a core asset holding of life insurance
companies. Replications are entered into in accordance with the guidelines
approved by state insurance regulators and the NAIC and are an important tool in
managing the overall corporate credit risk within the Company. In order to match
our long-dated insurance liabilities, we seek to buy long-dated corporate bonds.
In some instances, these may not be readily available in the market, or they may
be issued by corporations to which we already have significant corporate credit
exposure. For example, by purchasing Treasury bonds (or other high-quality
assets) and associating them with written credit default swaps on the desired
corporate credit name, we can replicate
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the desired bond exposures and meet our ALM needs. This can expose the Company
to changes in credit spreads as the written credit default swap tenor is shorter
than the maturity of Treasury bonds.

Embedded Derivatives


See Note 8 of the Notes to the Consolidated Financial Statements for (i)
information about embedded derivatives measured at estimated fair value on a
recurring basis and their corresponding fair value hierarchy and (ii) a
rollforward of the fair value measurements for net embedded derivatives measured
at estimated fair value on a recurring basis using significant unobservable
(Level 3) inputs.

See Note 7 of the Notes to the Consolidated Financial Statements for information
about the nonperformance risk adjustment included in the valuation of guaranteed
minimum benefits accounted for as embedded derivatives.

See "- Summary of Critical Accounting Estimates - Derivatives" for further
information on the estimates and assumptions that affect embedded derivatives.

Policyholder Liabilities


We establish, and carry as liabilities, actuarially determined amounts that are
calculated to meet policy obligations or to provide for future annuity and life
insurance benefit payments. Amounts for actuarial liabilities are computed and
reported in the financial statements in conformity with GAAP. See "- Summary of
Critical Accounting Estimates" for more details on policyholder liabilities.

Due to the nature of the underlying risks and the uncertainty associated with
the determination of actuarial liabilities, we cannot precisely determine the
amounts that will ultimately be paid with respect to these actuarial
liabilities, and the ultimate amounts may vary from the estimated amounts,
particularly when payments may not occur until well into the future.

We periodically review the assumptions supporting our estimates of actuarial
liabilities for future policy benefits. We revise estimates, to the extent
permitted or required under GAAP, if we determine that future expected
experience differs from assumptions used in the development of actuarial
liabilities. We charge or credit changes in our liabilities to expenses in the
period the liabilities are established or re-estimated. If the liabilities
originally established for future benefit payments prove inadequate, we must
increase them. Such an increase could adversely affect our earnings and have a
material adverse effect on our business, financial condition and results of
operations.

We have experienced, and will likely in the future experience, catastrophe
losses and possibly acts of terrorism, as well as turbulent financial markets
that may have an adverse impact on our business, financial condition and results
of operations. Moreover, the impact of climate change could cause changes in the
frequency or severity of outbreaks of certain diseases. Due to their nature, we
cannot predict the incidence, timing, severity or amount of losses from
catastrophes, acts of terrorism or climate change, but we make broad use of
catastrophic and non-catastrophic reinsurance to manage risk from these perils.

Future Policy Benefits


We establish liabilities for future amounts payable under insurance policies.
See "- Summary of Critical Accounting Estimates - Liability for Future Policy
Benefits" and Notes 1 and 3 of the Notes to the Consolidated Financial
Statements. A discussion of future policy benefits by segment, as well as
Corporate & Other follows.

Annuities

Future policy benefits for the annuities business are comprised mainly of
liabilities for life contingent income annuities and liabilities for the
variable annuity guaranteed minimum benefits accounted for as insurance.

Life


Future policy benefits for the life business are comprised mainly of liabilities
for term, whole, universal and variable life insurance contracts. In order to
manage risk, we have often reinsured a portion of the mortality risk on life
insurance policies. The reinsurance programs are routinely evaluated, and this
may result in increases or decreases to existing coverage. We have entered into
various derivative positions, primarily interest rate swaps, to mitigate the
risk that investment of premiums received and reinvestment of maturing assets
over the life of the policy will be at rates below those assumed in the original
pricing of these contracts.

Run-off

Future policy benefits primarily include liabilities for structured settlements
and pension risk transfer contracts. There is no interest rate crediting
flexibility on the liabilities for immediate annuities. As a result, a sustained
low interest rate
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environment could negatively impact earnings; however, we mitigate our risks by
applying various ALM strategies, including the use of derivative positions,
primarily interest rate swaps, to mitigate the risks associated with such a
scenario.

Corporate & Other

Future policy benefits primarily include liabilities for long-term care and
workers' compensation business reinsured through 100% quota share reinsurance
agreements.

Policyholder Account Balances


Policyholder account balances are generally equal to the account value, which
includes accrued interest credited, but excludes the impact of any applicable
charge that may be incurred upon surrender. See "- Variable Annuity Guarantees,"
"Quantitative and Qualitative Disclosures About Market Risk - Market Risk - Fair
Value Exposures - Interest Rates" and Notes 1 and 3 of the Notes to the
Consolidated Financial Statements for additional information.

Policyholder account balances also include amounts associated with funding
agreements issued for additional liquidity or in connection with our
institutional spread margin business. See "- Liquidity and Capital Resources -
The Company - Primary Sources of Liquidity and Capital - Funding Sources -
Funding Agreements." A discussion of policyholder account balances by segment
follows.

Annuities

Policyholder account balances for annuities are held for fixed deferred
annuities, the fixed account portion of variable annuities and non-life
contingent income annuities. Interest is credited to the policyholder's account
at interest rates we determine which are influenced by current market rates,
subject to specified minimums. A sustained low interest rate environment could
negatively impact earnings as a result of the minimum credited rate guarantees
present in most of these policyholder account balances. We have various interest
rate derivative positions, as part of the Company's macro interest rate hedging
program, to partially mitigate the risks associated with such a scenario.
Additionally, policyholder account balances are held for variable annuity
guaranteed minimum living benefits that are accounted for as embedded
derivatives.

The following table presents the breakdown of account value subject to minimum
guaranteed crediting rates for Annuities at:

                                                           December 31, 2022                            December 31, 2021
                                                   Account           Account Value at           Account           Account Value at
                                                  Value (1)            Guarantee (1)           Value (1)            Guarantee (1)
                                                                                    (In millions)
Greater than 0% but less than 2%                 $   7,302          $            864          $   3,783          $            802
Equal to 2% but less than 4%                     $  11,598          $       

10,870 $ 12,485 $ 11,831
Equal to or greater than 4%

                      $     525          $            525          $     431          $            431


_______________

(1)These amounts are not adjusted for policy loans.


As a result of acquisitions, we establish additional liabilities known as excess
interest reserves for policies with credited rates in excess of market rates as
of the applicable acquisition dates. Excess interest reserves for Annuities were
$225 million and $241 million at December 31, 2022 and 2021, respectively.

Life


Life policyholder account balances are held for retained asset accounts,
universal life policies and the fixed account of universal variable life
insurance policies. Interest is credited to the policyholder's account at
interest rates we determine which are influenced by current market rates,
subject to specified minimums. A sustained low interest rate environment could
negatively impact earnings as a result of the minimum credited rate guarantees
present in most of these policyholder account balances. We have various
derivative positions to partially mitigate the risks associated with such a
scenario.
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The following table presents the breakdown of account value subject to minimum
guaranteed crediting rates for Life at:

                                                                 December 31, 2022                              December 31, 2021
                                                         Account            Account Value at            Account            Account Value at
                                                        Value (1)            Guarantee (1)             Value (1)            Guarantee (1)
                                                                                           (In millions)
Greater than 0% but less than 2%                      $      221          $              50          $      184          $              58
Equal to 2% but less than 4%                          $    1,065          $             490          $    1,080          $             497
Equal to or greater than 4%                           $    1,657          $           1,657          $    1,705          $           1,705


_______________

(1)These amounts are not adjusted for policy loans.


As a result of acquisitions, we establish additional liabilities known as excess
interest reserves for policies with credited rates in excess of market rates as
of the applicable acquisition dates. Excess interest reserves for Life were
$43 million and $40 million at December 31, 2022 and 2021, respectively.

Run-off


Policyholder account balances in Run-off are comprised of ULSG, certain
company-owned life insurance policies and certain funding agreements. Interest
crediting rates vary by type of contract and can be fixed or variable. We are
exposed to interest rate risks, when guaranteeing payment of interest and return
on principal at the contractual maturity date. We mitigate our risks by applying
various ALM strategies.

The following table presents the breakdown of account value subject to minimum
guaranteed crediting rates for Run-off at:

                                                                   December 31, 2022                              December 31, 2021
                                                           Account            Account Value at            Account            Account Value at
                                                          Value (1)            Guarantee (1)             Value (1)            Guarantee (1)
                                                                                             (In millions)
Universal Life Secondary Guarantee
Greater than 0% but less than 2%                        $        -          $               -          $        -          $               -
Equal to 2% but less than 4%                            $    4,801          $           1,389          $    5,053          $           1,471
Equal to or greater than 4%                             $      527          $             527          $      552          $             552


_______________

(1)These amounts are not adjusted for policy loans.


As a result of acquisitions, we establish additional liabilities known as excess
interest reserves for policies with credited rates in excess of market rates as
of the applicable acquisition dates. Excess interest reserves for Run-off were
$108 million and $106 million at December 31, 2022 and 2021, respectively.

Variable Annuity Guarantees


We issue certain variable annuity products with guaranteed minimum benefits that
provide the policyholder a minimum return based on their initial deposit (i.e.,
the Benefit Base) less withdrawals. In some cases, the Benefit Base may be
increased by additional deposits, bonus amounts, accruals or optional market
value step-ups.

Certain of our variable annuity guarantee features are accounted for as
insurance liabilities and recorded in future policy benefits while others are
accounted for at fair value as embedded derivatives and recorded in policyholder
account balances. Generally, a guarantee is accounted for as an insurance
liability if the guarantee is paid only upon either (i) the occurrence of a
specific insurable event, or (ii) annuitization. Alternatively, a guarantee is
accounted for as an embedded derivative if a guarantee is paid without requiring
(i) the occurrence of specific insurable event, or (ii) the policyholder to
annuitize, resulting in the policyholder receiving the guarantee on a net basis.
In certain cases, a guarantee may have elements of both an insurance liability
and an embedded derivative and in such cases the guarantee is split and
accounted for under both models. Further, changes in assumptions, principally
involving behavior, can result in a change of expected future cash
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outflows of a guarantee between portions accounted for as insurance liabilities
and portions accounted for as embedded derivatives.

Guarantees accounted for as insurance liabilities in future policy benefits
include GMDBs, the life contingent portion of GMWBs and the portion of GMIBs
that require annuitization, as well as the life contingent portion of the
expected annuitization when the policyholder is required to annuitize upon
depletion of their account value.


These insurance liabilities are accrued over the accumulation phase of the
contract in proportion to actual and future expected policy assessments based on
the level of guaranteed minimum benefits generated using multiple scenarios of
separate account returns. The scenarios are based on best estimate assumptions
consistent with those used to amortize DAC. When current estimates of future
benefits exceed those previously projected or when current estimates of future
assessments are lower than those previously projected, liabilities will
increase, resulting in a current period charge to net income. The opposite
result occurs when the current estimates of future benefits are lower than those
previously projected or when current estimates of future assessments exceed
those previously projected. At each reporting period, we update the actual
amount of business remaining in-force, which impacts expected future assessments
and the projection of estimated future benefits resulting in a current period
charge or increase to earnings. See Note 3 of the Notes to the Consolidated
Financial Statements for additional details of guarantees accounted for as
insurance liabilities.

Guarantees accounted for as embedded derivatives in policyholder account
balances include the non-life contingent portion of GMWBs, GMABs, and for GMIBs
the non-life contingent portion of the expected annuitization when the
policyholder is forced into an annuitization upon depletion of their account
value, as well as the Guaranteed Principal Option.

The estimated fair values of guarantees accounted for as embedded derivatives
are determined based on the present value of projected future benefits minus the
present value of projected future fees. At policy inception, we attribute to the
embedded derivative a portion of the projected future guarantee fees to be
collected from the policyholder equal to the present value of projected future
guaranteed benefits. Any additional fees represent "excess" fees and are
reported in universal life and investment-type product policy fees. In valuing
the embedded derivative, the percentage of fees included in the fair value
measurement is locked-in at inception.

The projections of future benefits and future fees require capital markets and
actuarial assumptions including expectations concerning policyholder behavior. A
risk neutral valuation methodology is used to project the cash flows from the
guarantees under multiple capital markets scenarios to determine an economic
liability. The reported estimated fair value is then determined by taking the
present value of these risk-free generated cash flows using a discount rate that
incorporates a spread over the risk-free rate to reflect our nonperformance risk
and adding a risk margin. See Note 8 of the Notes to the Consolidated Financial
Statements for more information on the determination of estimated fair value.

Liquidity and Capital Resources


Our business and results of operations are materially affected by conditions in
the global capital markets and the economy generally. Stressed conditions,
volatility or disruptions in global capital markets, particular markets or
financial asset classes can impact us adversely, in part because we have a large
investment portfolio and our insurance liabilities and derivatives are sensitive
to changing market factors. Changing conditions in the global capital markets
and the economy may affect our financing costs and market interest rates for our
debt or equity securities. For further information regarding market factors that
could affect our ability to meet liquidity and capital needs, see "- Industry
Trends and Uncertainties - Financial and Economic Environment," as well as "Risk
Factors - Economic Environment and Capital Markets-Related Risks" and "Risk
Factors - Risks Related to Our Investment Portfolio."

Liquidity and Capital Management


Based upon our capitalization, expectations regarding maintaining our business
mix, ratings and funding sources available to us, we believe we have sufficient
liquidity to meet business requirements in current market conditions and certain
stress scenarios. Our Board of Directors and senior management are directly
involved in the governance of the capital management process, including proposed
changes to the annual capital plan and capital targets. We continuously monitor
and adjust our liquidity and capital plans in light of market conditions, as
well as changing needs and opportunities.

We maintain a substantial short-term liquidity position, which was $3.6 billion
and $3.8 billion at December 31, 2022 and 2021, respectively. Short-term
liquidity is comprised of cash and cash equivalents and short-term investments,
excluding assets that are pledged or otherwise committed. Assets pledged or
otherwise committed include amounts received in connection with securities
lending, derivatives and assets held on deposit or in trust.
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An integral part of our liquidity management includes managing our level of
liquid assets, which was $40.8 billion and $54.9 billion at December 31, 2022
and 2021, respectively. Liquid assets are comprised of cash and cash
equivalents, short-term investments and publicly-traded securities, excluding
assets that are pledged or otherwise committed. Assets pledged or otherwise
committed include amounts received in connection with securities lending,
funding agreements, derivatives and assets held on deposit or in trust.

The Company

Liquidity


Liquidity refers to our ability to generate adequate cash flows from our normal
operations to meet the cash requirements of our operating, investing and
financing activities. We determine our liquidity needs based on a rolling
12-month forecast by portfolio of invested assets, which we monitor daily. We
adjust the general account asset and derivatives mix and general account asset
maturities based on this rolling 12-month forecast. To support this forecast, we
conduct cash flow and stress testing, which reflect the impact of various
scenarios, including (i) the potential increase in our requirement to pledge
additional collateral or return collateral to our counterparties, (ii) a
reduction in new business sales, and (iii) the risk of early contract holder and
policyholder withdrawals, as well as lapses and surrenders of existing policies
and contracts. We include provisions limiting withdrawal rights in many of our
products, which deter the customer from making withdrawals prior to the maturity
date of the product. If significant cash is required beyond our anticipated
liquidity needs, we have various alternatives available depending on market
conditions and the amount and timing of the liquidity need. These available
alternative sources of liquidity include cash flows from operations, sales of
liquid assets and funding sources including secured funding agreements,
unsecured credit facilities and secured committed facilities.

Under certain adverse market and economic conditions, our access to liquidity
may deteriorate, or the cost to access liquidity may increase. See "Risk Factors
- Economic Environment and Capital Markets-Related Risks - Adverse capital and
credit market conditions may significantly affect our ability to meet liquidity
needs and our access to capital."

Capital


We manage our capital position to maintain our financial strength and credit
ratings. Our capital position is supported by our ability to generate cash flows
within our insurance companies, our ability to effectively manage the risks of
our businesses and our expected ability to borrow funds and raise additional
capital to meet operating and growth needs under a variety of market and
economic conditions.

We monitor our debt-to-capital ratio using an average of our key leverage ratios
as calculated by A.M. Best, Fitch, Moody's and S&P, and we aim to maintain a
ratio commensurate with our financial strength and credit ratings. As such, we
may opportunistically look to pursue additional financing over time, which may
include borrowings under credit facilities, the issuance of debt, equity or
hybrid securities, the incurrence of term loans, or the refinancing or
extinguishment of existing indebtedness. There can be no assurance that we will
be able to complete any such financing transactions on terms and conditions
favorable to us or at all.

In support of our target combined RBC ratio of 400% to 450% in normal market
conditions, we expect to continue to maintain a capital and exposure risk
management program that targets total assets supporting our variable annuity
contracts at or above the CTE98 level in normal market conditions. With our risk
management focus on the core drivers of our combined RBC ratio, we can better
manage our RBC in stressed market scenarios.

On August 2, 2021, we authorized the repurchase of up to $1.0 billion of our
common stock, which was in addition to our prior and subsequently fully utilized
$200 million repurchase authorization announced on February 10, 2021.
Repurchases under the August 2, 2021 authorization, of which $293 million was
remaining at December 31, 2022, may be made through open market purchases,
including pursuant to 10b5-1 plans or pursuant to accelerated stock repurchase
plans, or through privately negotiated transactions, from time to time at
management's discretion in accordance with applicable legal requirements. Common
stock repurchases are dependent upon several factors, including our capital
position, liquidity, financial strength and credit ratings, general market
conditions, the market price of our common stock compared to management's
assessment of the stock's underlying value and applicable regulatory approvals,
as well as other legal and accounting factors.

We currently have no plans to declare and pay dividends on our common stock. Any
future declaration and payment of dividends or other distributions or returns of
capital will be at the discretion of our Board of Directors and will depend on
and be subject to our financial condition, results of operations, cash needs,
regulatory and other constraints, capital requirements (including capital
requirements of our insurance subsidiaries), contractual restrictions and any
other factors that our Board of Directors deems relevant in making such a
determination. Therefore, there can be no assurance that we
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will pay any dividends or make other distributions or returns of capital on our
common stock, or as to the amount of any such dividends, distributions or
returns of capital.

Rating Agencies


Financial strength ratings represent the opinion of rating agencies regarding
the ability of an insurance company to pay obligations under insurance policies
and contracts in accordance with their terms. Credit ratings indicate the rating
agency's opinion regarding a debt issuer's ability to meet the terms of debt
obligations in a timely manner. They are important factors in our overall
funding profile and ability to access certain types of liquidity and capital.
The level and composition of our regulatory capital at the subsidiary level and
our equity capital are among the many factors considered in determining our
financial strength ratings and credit ratings. Each agency has its own capital
adequacy evaluation methodology, and assessments are generally based on a
combination of factors. Financial strength ratings are not statements of fact
nor are they recommendations to purchase, hold or sell any security, contract or
policy. Each rating should be evaluated independently of any other rating.

Our financial strength ratings and long-term issuer credit ratings as of the
date of this filing were as follows:


                                       A.M. Best (1)                Fitch (2)                Moody's (3)                 S&P (4)
Current outlook                            Stable                     Stable                    Stable                    Stable
Financial Strength Ratings:
Brighthouse Life Insurance Company           A                          A                         A3                        A+
New England Life Insurance Company           A                          A                         A3                        A+
Brighthouse Life Insurance Company           A                          NR                        NR                        A+

of NY


Long-term Issuer Credit Ratings:
Brighthouse Financial, Inc.                 bbb+                       BBB+                      Baa3                      BBB+
Brighthouse Holdings, LLC                   bbb+                       BBB+                      Baa3                      BBB+


_______________

(1)A.M. Best's financial strength ratings for insurance companies range from
"A++ (Superior)" to "S (Suspended)." A.M. Best's long-term issuer credit ratings
range from "aaa (exceptional)" to "s (suspended)."

(2)Fitch's financial strength ratings for insurance companies range from "AAA
(highest rating)" to "C (distressed)." Fitch's long-term issuer credit ratings
range from "AAA (highest rating)" to "D (default)."

(3)Moody's financial strength ratings for insurance companies and long-term
issuer credit ratings range from "Aaa (highest quality)" to "C (lowest rated)."


(4)S&P's financial strength ratings for insurance companies and long-term issuer
credit ratings range from "AAA (extremely strong)" to "SD (selective default)"
or "D (default)."

NR = Not rated

Rating agencies may continue to review and adjust our ratings. See "Risk Factors
- Risks Related to Our Business - A downgrade or a potential downgrade in our
financial strength or credit ratings could result in a loss of business and
materially adversely affect our financial condition and results of operations"
for a description of the impact of a potential ratings downgrade.
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Sources and Uses of Liquidity and Capital

Our primary sources and uses of liquidity and capital were as follows at:

Years Ended December 31,

                                                                 2022                  2021              2020
                                                                               (In millions)
Sources:
Operating activities, net                                  $       -               $     746          $    888

Changes in policyholder account balances, net                 11,573                  11,824             6,825

Changes in payables for collateral under securities loaned
and other transactions, net

                                        -                   1,017               861
Long-term debt issued                                              -                     400               615
Preferred stock issued, net of issuance costs                      -                     339               948

Total sources                                                 11,573                  14,326            10,137
Uses:
Operating activities, net                                      1,151                       -                 -
Investing activities, net                                      8,276                  12,238             5,843

Changes in payables for collateral under securities loaned
and other transactions, net

                                    1,709                       -                 -
Long-term debt repaid                                              3                     680             1,552
Dividends on preferred stock                                     104                      89                44
Treasury stock acquired in connection with share
repurchases                                                      488                     499               473

Financing element on certain derivative instruments and
other derivative related transactions, net

                       185                     368               948
Other, net                                                        16                      86                46
Total uses                                                    11,932                  13,960             8,906

Net increase (decrease) in cash and cash equivalents $ (359)

$ 366 $ 1,231

Cash Flows from Operating Activities


The principal cash inflows from our insurance activities come from insurance
premiums, annuity considerations and net investment income. The principal cash
outflows are the result of various annuity and life insurance products,
operating expenses and income tax, as well as interest expense. The primary
liquidity concern with respect to these cash flows is the risk of early contract
holder and policyholder withdrawal.

Cash Flows from Investing Activities


The principal cash inflows from our investment activities come from repayments
of principal, proceeds from maturities and sales of investments, as well as
settlements of freestanding derivatives. The principal cash outflows relate to
purchases of investments and settlements of freestanding derivatives. We
typically can have a net cash outflow from investing activities because cash
inflows from insurance operations are reinvested in accordance with our ALM
discipline to fund insurance liabilities. We closely monitor and manage these
risks through our comprehensive investment risk management process. The primary
liquidity concerns with respect to these cash flows are the risk of default by
debtors and market disruption.

Cash Flows from Financing Activities


The principal cash inflows from our financing activities come from issuances of
debt and equity securities, deposits of funds associated with policyholder
account balances and lending of securities. The principal cash outflows come
from repayments of debt, common stock repurchases, preferred stock dividends,
withdrawals associated with policyholder account balances and the return of
securities on loan. The primary liquidity concerns with respect to these cash
flows are market disruption and the risk of early policyholder withdrawal.
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Primary Sources of Liquidity and Capital

In addition to the summary description of liquidity and capital sources
discussed in "- Sources and Uses of Liquidity and Capital," the following
additional information is provided regarding our primary sources of liquidity
and capital:


Funding Sources

Liquidity is provided by a variety of funding sources, including secured and
unsecured funding agreements, unsecured credit facilities and secured committed
facilities. Capital is provided by a variety of funding sources, including
issuances of debt and equity securities, as well as borrowings under our credit
facilities. We maintain a shelf registration statement with the SEC that permits
the issuance of public debt, equity and hybrid securities. As a "Well-Known
Seasoned Issuer" under SEC rules, our shelf registration statement provides for
automatic effectiveness upon filing and has no stated issuance capacity. The
diversity of our funding sources enhances our funding flexibility, limits
dependence on any one market or source of funds and generally lowers the cost of
funds. Our primary funding sources include:

Preferred Stock

See Note 10 of the Notes to the Consolidated Financial Statements for
information on preferred stock issuances.

Funding Agreements


From time to time, Brighthouse Life Insurance Company issues funding agreements
and uses the proceeds from such issuances for spread lending purposes in
connection with our institutional spread margin business or to provide
additional liquidity. The institutional spread margin business is comprised of
funding agreements issued in connection with the programs described in more
detail below. See "Obligations Under Funding Agreements" in Note 3 of the Notes
to the Consolidated Financial Statements.

Funding Agreement-Backed Commercial Paper Program


In July 2021, Brighthouse Life Insurance Company established a funding
agreement-backed commercial paper program (the "FABCP Program") for spread
lending purposes, pursuant to which a special purpose limited liability company
(the "SPLLC") may issue commercial paper and deposit the proceeds with
Brighthouse Life Insurance Company under a funding agreement issued by
Brighthouse Life Insurance Company to the SPLLC. The maximum aggregate principal
amount permitted to be outstanding at any one time under the FABCP Program is
$3.0 billion. Activity related to this funding agreement is reported in
Corporate & Other.

Funding Agreement-Backed Notes Program


In April 2021, Brighthouse Life Insurance Company established a funding
agreement-backed notes program (the "FABN Program"), pursuant to which
Brighthouse Life Insurance Company may issue funding agreements to a special
purpose statutory trust for spread lending purposes. The maximum aggregate
principal amount permitted to be outstanding at any one time under the FABN
Program was increased from $5.0 billion to $7.0 billion in August 2022. Activity
related to these funding agreements is reported in Corporate & Other.

Federal Home Loan Bank Funding Agreements


Brighthouse Life Insurance Company is a member of the Federal Home Loan Bank
("FHLB") of Atlanta, where it maintains a secured funding agreement program,
under which funding agreements may be issued either (i) for spread lending
purposes or (ii) to provide additional liquidity. Activity related to these
funding agreements is reported in Corporate & Other.

Farmer Mac Funding Agreements


Brighthouse Life Insurance Company has a secured funding agreement program with
the Federal Agricultural Mortgage Corporation and its affiliate Farmer Mac
Mortgage Securities Corporation ("Farmer Mac") pursuant to which the parties may
enter into funding agreements either (i) for spread lending purposes or (ii) to
provide additional liquidity. In September 2022, Brighthouse Life Insurance
Company amended this program to (i) extend the term from December 31, 2023 to
December 1, 2026 and (ii) increase the maximum aggregate principal amount
permitted to be outstanding from $500 million to $750 million. Activity related
to these funding agreements is reported in Corporate & Other.
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Information regarding funding agreements issued for spread lending purposes is
as follows:

                                    Aggregate Principal Amount
                                           Outstanding                                  Issuances                                          Repayments
                                           December 31,                                                   Years Ended December 31,
                                      2022               2021             2022              2021            2020             2022              2021            2020
                                                                                     (In millions)
FABCP Program                     $    2,097          $ 1,848          $ 12,682          $ 2,939          $    -          $ 12,433          $ 1,091          $    -
FABN Program                           3,450            2,900               550            2,900               -                 -                -               -
FHLB Funding Agreements (1)            3,900              900             6,275            1,352               -             3,275              452               -
Farmer Mac Funding
Agreements                               700              125               600              125               -                25                -               -
Total                             $   10,147          $ 5,773          $ 20,107          $ 7,316          $    -          $ 15,733          $ 1,543          $    -


_______________

(1) Additionally, in April 2020, Brighthouse Life Insurance Company issued
funding agreements for an aggregate collateralized borrowing of $1.0 billion to
provide a readily available source of contingent liquidity and repaid such
borrowing during the fourth quarter of 2020.

Debt Issuances

See Note 9 of the Notes to the Consolidated Financial Statements for information
on debt issuances.

Credit and Committed Facilities

See Notes 9 and 10 of the Notes to the Consolidated Financial Statements for
information regarding our credit and committed facilities.


We have no reason to believe that our lending counterparties would be unable to
fulfill their respective contractual obligations under these facilities. As
commitments under our credit and committed facilities may expire unused, these
amounts do not necessarily reflect our actual future cash funding requirements.

Our Revolving Credit Facility contains financial covenants, including
requirements to maintain a specified minimum adjusted consolidated net worth, to
maintain a ratio of total indebtedness to total capitalization not in excess of
a specified percentage and that place limitations on the dollar amount of
indebtedness that may be incurred by our subsidiaries, which could restrict our
operations and use of funds. At December 31, 2022, we were in compliance with
these financial covenants.

Primary Uses of Liquidity and Capital

In addition to the summarized description of liquidity and capital uses
discussed in "- Sources and Uses of Liquidity and Capital," the following
additional information is provided regarding our primary uses of liquidity and
capital:


Common Stock Repurchases

See Note 10 of the Notes to the Consolidated Financial Statements for
information relating to authorizations to repurchase BHF common stock, amounts
of common stock repurchased pursuant to such authorizations and the amount
remaining under such authorizations at December 31, 2022. In 2023, through
February 17, 2023, BHF repurchased an additional 595,076 shares of its common
stock through open market purchases, pursuant to a 10b5-1 plan, for $32 million.

Preferred Stock Dividends

See Notes 10 and 16 of the Notes to the Consolidated Financial Statements for
information relating to dividends declared and paid on our preferred stock.

"Dividend Stopper" Provisions in BHF's Preferred Stock and Junior Subordinated
Debentures


Terms applicable to our junior subordinated debentures may restrict our ability
to pay interest on those debentures in certain circumstances. Suspension of
payments of interest on our junior subordinated debentures, whether required
under the relevant indenture or optional, could cause "dividend stopper"
provisions applicable under those and other instruments to restrict our ability
to pay dividends, if any, on our common stock and repurchase our common stock in
various situations, including situations where we may be experiencing financial
stress, and may restrict our ability to pay dividends or interest on our
preferred stock and junior subordinated debentures as well. Similarly, the terms
of our outstanding preferred stock contain restrictions on our ability to
repurchase our common stock or pay dividends thereon
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if we have not fulfilled our dividend obligations under such preferred stock or
other preferred securities. In addition, the terms of the agreements governing
any preferred stock, debt or other financial instruments that we may issue in
the future, may limit or prohibit the payment of dividends on our common stock
or preferred stock, or the payment of interest on our junior subordinated
debentures.

Debt Repayments, Repurchases, Redemptions and Exchanges


See Note 9 of the Notes to the Consolidated Financial Statements for information
on debt repayments and repurchases, as well as debt maturities and the terms of
our outstanding long-term debt.

We may from time to time seek to retire or purchase our outstanding indebtedness
through cash purchases or exchanges for other securities, purchases in the open
market, privately negotiated transactions or otherwise. Any such repurchases or
exchanges will be dependent upon several factors, including our liquidity
requirements, contractual restrictions, general market conditions, as well as
applicable regulatory, legal and accounting factors. Whether or not we
repurchase any debt and the size and timing of any such repurchases will be
determined at our discretion.

Insurance Liabilities


Liabilities arising from our insurance activities primarily relate to benefit
payments under various annuity and life insurance products, as well as payments
for policy surrenders, withdrawals and loans. At December 31, 2022, our
insurance liabilities, excluding obligations under our institutional spread
margin business, totaled $109.6 billion and the related future estimated cash
payments totaled $166.3 billion, of which $9.2 billion is due in the next twelve
months. These estimated cash payments are based on assumptions related to
mortality, morbidity, policy lapses, withdrawals, surrender charges,
annuitization, future interest credited and other assumptions comparable with
our experience and expectations of future payment patterns, as well as other
contingent events as appropriate for the respective product type. These amounts
are undiscounted and, therefore, exceed the liabilities included on the
consolidated balance sheet. Actual cash payments on insurance liabilities may
differ significantly from future estimated cash payments due to differences
between actual experience and the assumptions used in the establishment of the
liabilities and the estimation of the future cash payments. All future estimated
cash payments are presented gross of any reinsurance recoverable. At
December 31, 2022, obligations under our institutional spread margin business
totaled $10.2 billion and the related future estimated cash payments, including
interest, totaled $10.6 billion, of which $5.1 billion is due in the next twelve
months.

Pledged Collateral

We enter into derivatives to manage various risks relating to our ongoing
business operations. We pledge collateral to, and have collateral pledged to us
by, counterparties in connection with our derivatives. At December 31, 2022, we
pledged $7 million of cash collateral to counterparties. At December 31, 2021,
we did not pledge any cash collateral to counterparties. At December 31, 2022
and 2021, we were obligated to return cash collateral pledged to us by
counterparties of $829 million and $1.7 billion, respectively. The timing of the
return of the derivatives collateral is uncertain. We also pledge collateral
from time to time in connection with our funding agreements.

We receive non-cash collateral from counterparties for derivatives, which can be
sold or re-pledged subject to certain constraints, and which is not recorded on
our consolidated balance sheets. The amount of this non-cash collateral at
estimated fair value was $1.0 billion and $593 million at December 31, 2022 and
2021, respectively.

See Note 7 of the Notes to the Consolidated Financial Statements for additional
information regarding pledged collateral.

Securities Lending


We have a securities lending program that aims to enhance the total return on
our investment portfolio, whereby securities are loaned to third parties,
primarily brokerage firms and commercial banks. We obtain collateral, usually
cash, from the borrower, which must be returned to the borrower when the loaned
securities are returned to us. Generally, our securities lending contracts
expire within twelve months of issuance. We were liable for cash collateral
under our control of $3.7 billion and $4.6 billion at December 31, 2022 and
2021, respectively.

We receive non-cash collateral for securities lending from counterparties, which
cannot be sold or re-pledged, and which is not recorded on our consolidated
balance sheets. There was no non-cash collateral at December 31, 2022. The
amount of this non-cash collateral was $2 million at estimated fair value at
December 31, 2021.

See Note 6 of the Notes to the Consolidated Financial Statements for further
discussion of our securities lending program.

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Contingencies, Commitments and Guarantees


We establish liabilities for litigation, regulatory and other loss contingencies
when it is probable that a loss has been incurred and the amount of the loss can
be reasonably estimated. See "Contingencies" in Note 15 of the Notes to the
Consolidated Financial Statements.

We enter into commitments for the purpose of enhancing the total return on our
investment portfolio consisting of commitments to fund partnership investments,
bank credit facilities and private corporate bond investments, as well as
commitments to lend funds under mortgage loan commitments. We anticipate these
commitments could be invested any time over the next five years. See Note 6 of
the Notes to the Consolidated Financial Statements. See "Commitments" in Note 15
of the Notes to the Consolidated Financial Statements.

In the normal course of our business, we have provided certain indemnities,
guarantees and commitments to third parties such that we may be required to make
payments now or in the future. See "Guarantees" in Note 15 of the Notes to the
Consolidated Financial Statements.

The Parent Company

Liquidity and Capital


In evaluating liquidity, it is important to distinguish the cash flow needs of
the parent company from the cash flow needs of the combined group of companies.
BHF is largely dependent on cash flows from its insurance subsidiaries to meet
its obligations. Constraints on BHF's liquidity may occur as a result of
operational demands or as a result of compliance with regulatory requirements.
See "Risk Factors - Risks Related to Our Business - As a holding company, BHF
depends on the ability of its subsidiaries to pay dividends," "Risk Factors -
Economic Environment and Capital Markets-Related Risks - Adverse capital and
credit market conditions may significantly affect our ability to meet liquidity
needs and our access to capital" and "Risk Factors - Regulatory and Legal Risks
- Our insurance business is highly regulated, and changes in regulation and in
supervisory and enforcement policies or interpretations thereof may materially
impact our capitalization or cash flows, reduce our profitability and limit our
growth."

Short-term Liquidity and Liquid Assets


At December 31, 2022 and 2021, BHF and certain of its non-insurance subsidiaries
had short-term liquidity of $1.0 billion and $1.6 billion, respectively.
Short-term liquidity is comprised of cash and cash equivalents and short-term
investments, excluding assets that are pledged or otherwise committed. Assets
pledged or otherwise committed include assets held in trust.

At December 31, 2022 and 2021, BHF and certain of its non-insurance subsidiaries
had liquid assets of $1.0 billion and $1.6 billion, respectively, of which
$987 million and $1.5 billion, respectively, was held by BHF. Liquid assets are
comprised of cash and cash equivalents, short-term investments and
publicly-traded securities, excluding assets that are pledged or otherwise
committed. Assets pledged or otherwise committed include assets held in trust.

Statutory Capital and Dividends


The NAIC and state insurance departments have established regulations that
provide minimum capitalization requirements based on RBC formulas for insurance
companies. RBC is based on a formula calculated by applying factors to various
asset, premium, claim, expense and statutory reserve items. The formula takes
into account the risk characteristics of the insurer, including asset risk,
insurance risk, interest rate risk, market risk and business risk and is
calculated on an annual basis. The formula is used as an early warning
regulatory tool to identify possible inadequately capitalized insurers for
purposes of initiating regulatory action, and not as a means to rank insurers
generally. State insurance laws provide insurance regulators the authority to
require various actions by, or take various actions against, insurers whose TAC
does not meet or exceed the amounts required to attain certain RBC levels. As of
the date of the most recent annual statutory financial statements filed with
insurance regulators, the TAC of each of our insurance subsidiaries subject to
these requirements was in excess of the amounts required to attain each of those
RBC levels.

The amount of dividends that our insurance subsidiaries can ultimately pay to
BHF through their various parent entities provides an additional margin for risk
protection and investment in our businesses. Such dividends are constrained by
the amount of surplus our insurance subsidiaries hold to maintain their ratings,
which is generally higher than minimum RBC requirements. We proactively take
actions to maintain capital consistent with these ratings objectives, which may
include adjusting dividend amounts and deploying financial resources from
internal or external sources of capital. Certain of these activities may require
regulatory approval. Furthermore, the payment of dividends and other
distributions by our insurance subsidiaries is governed by insurance laws and
regulations. See Note 10 of the Notes to the Consolidated Financial Statements.
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Normalized Statutory Earnings


Normalized statutory earnings (loss) is used by management to measure our
insurance companies' ability to pay future distributions and is reflective of
whether our hedging program functions as intended. Normalized statutory earnings
(loss) is calculated as statutory pre-tax net gain (loss) from operations
adjusted for the favorable or unfavorable impacts of (i) net realized capital
gains (losses), (ii) the change in total asset requirement at CTE98, net of the
change in our variable annuity reserves, and (iii) unrealized gains (losses)
associated with our variable annuities and Shield hedging programs and other
equity risk management strategies. See "Glossary" for the definition of CTE98.
In the first quarter of 2022, we revised the calculation of normalized statutory
earnings to better align with VA Reform and therefore our combined RBC ratio,
where the relevant CTE measure is CTE98 rather than CTE95. Normalized statutory
earnings (loss) may be further adjusted for certain unanticipated items that
impact our results in order to help management and investors better understand,
evaluate and forecast those results.

Our variable annuity block has been managed by funding the balance sheet with
assets equal to or greater than a CTE98 level. We have also managed
market-related risks of increases in these asset requirements by hedging the
market sensitivity of the CTE98 level to changes in the capital markets. By
including hedge gains and losses related to our variable annuity risk management
strategy in our calculation of normalized statutory earnings (loss), we are able
to fully reflect the change in value of the hedges, as well as the change in the
value of the underlying CTE98 total asset requirement level. We believe this
allows us to determine whether our hedging program is providing the desired
level of protection. See "- Risk Management Strategies - Variable Annuity
Exposure Risk Management" for additional details regarding our hedge program.

The following table presents the components of combined normalized statutory
earnings for Brighthouse Life Insurance Company and New England Life Insurance
Company:

                                                                                   Year Ended December
                                                                                         31, 2022
                                                                                      (In billions)
Statutory net gain (loss) from operations, pre-tax                                $               1.0
Add: net realized capital gains (losses)                                                          0.4

Add: change in total asset requirement at CTE98, net of the change in
variable annuity reserves

                                                                         0.7

Add: unrealized gains (losses) on variable annuity & Shield hedging
programs and other equity risk management strategies

                                             (1.6)
Add: impact of actuarial items and other insurance adjustments                                    0.4
Add: other adjustments, net                                                                       0.1
Normalized statutory earnings (loss)                                              $               1.0


Primary Sources and Uses of Liquidity and Capital


The principal sources of funds available to BHF include distributions from BH
Holdings, dividends and returns of capital from its insurance subsidiaries and
BRCD, capital markets issuances, as well as its own cash and cash equivalents
and short-term investments. These sources of funds may also be supplemented by
alternate sources of liquidity either directly or indirectly through our
insurance subsidiaries. For example, we have established internal liquidity
facilities to provide liquidity within and across our regulated and
non-regulated entities to support our businesses.

The primary uses of liquidity of BHF include debt service obligations (including
interest expense and debt repayments), preferred stock dividends, capital
contributions to subsidiaries, common stock repurchases and payment of general
operating expenses. Based on our analysis and comparison of our current and
future cash inflows from the dividends we receive from subsidiaries that are
permitted to be paid without prior insurance regulatory approval, our investment
portfolio and other cash flows and anticipated access to the capital markets, we
believe there will be sufficient liquidity and capital to enable BHF to make
payments on debt, pay preferred stock dividends, contribute capital to its
subsidiaries, repurchase its common stock, pay all general operating expenses
and meet its cash needs.
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In addition to the liquidity and capital sources discussed in "- The Company -
Primary Sources of Liquidity and Capital" and "- The Company - Primary Uses of
Liquidity and Capital," the following additional information is provided
regarding BHF's primary sources and uses of liquidity and capital:

Distributions from and Capital Contributions to BH Holdings

See Note 2 of Schedule II - Condensed Financial Information (Parent Company
Only) for information relating to distributions from and capital contributions
to BH Holdings.

Short-term Intercompany Loans and Intercompany Liquidity Facilities

See Note 3 of Schedule II - Condensed Financial Information (Parent Company
Only) for information relating to short-term intercompany loans and our
intercompany liquidity facilities including obligations outstanding, issuances
and repayments.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Risk Management


We have an integrated process for managing risk exposures, which is coordinated
among our Risk Management, Finance and Investment Departments. The process is
designed to assess and manage exposures on a consolidated, company-wide basis.
Brighthouse Financial, Inc. has established a Balance Sheet Committee ("BSC").
The BSC is responsible for periodically reviewing all material financial risks
to us and, in the event risks exceed desired tolerances, informs the Finance and
Risk Committee of the Board of Directors, considers possible courses of action
and determines how best to resolve or mitigate such risks. In taking such
actions, the BSC considers industry best practices and the current economic
environment. The BSC also reviews and approves target investment portfolios in
order to align them with our liability profile and establishes guidelines and
limits for various risk-taking departments, such as the Investment Department.
Our Finance Department and our Investment Department, together with Risk
Management, are responsible for coordinating our ALM strategies throughout the
enterprise. The membership of the BSC is comprised of the following members of
senior management: Chief Executive Officer, Chief Risk Officer, Chief Financial
Officer, Chief Investment Officer and Head of Product Strategy and Pricing.

Our significant market risk management practices include, but are not limited
to, the following:


Managing Interest Rate Risk

We manage interest rate risk as part of our asset and liability management
strategies, which include (i) maintaining an investment portfolio that has a
weighted average duration approximately equal to the duration of our estimated
liability cash flow profile, and (ii) maintaining hedging programs, including a
macro interest rate hedging program. For certain of our liability portfolios, it
is not possible to invest assets to the full liability duration, thereby
creating some asset/liability mismatch. Where a liability cash flow may exceed
the maturity of available assets, as is the case with certain retirement
products, we may support such liabilities with equity investments, derivatives
or other mismatch mitigation strategies. Although we take measures to manage the
economic risks of investing in a changing interest rate environment, we may not
be able to mitigate completely the interest rate or other mismatch risk of our
fixed income investments relative to our interest rate sensitive liabilities.
The level of interest rates also affects our liabilities for benefits under our
annuity contracts. As interest rates decline, we may need to increase our
reserves for future benefits under our annuity contracts, which would adversely
affect our financial condition and results of operations.

We also employ product design and pricing strategies to mitigate the potential
effects of interest rate movements. These strategies include the use of
surrender charges or restrictions on withdrawals in some products and the
ability to reset crediting rates for certain products.


We analyze interest rate risk using various models, including multi-scenario
cash flow projection models that forecast cash flows of the liabilities and
their supporting investments, including derivatives. These projections involve
evaluating the potential gain or loss on most of our in-force business under
various increasing and decreasing interest rate environments. State insurance
department regulations require that we perform some of these analyses annually
as part of our review of the sufficiency of our regulatory reserves. We measure
relative sensitivities of the value of our assets and liabilities to changes in
key assumptions using internal models. These models reflect specific product
characteristics and include assumptions based on current and anticipated
experience regarding lapse, mortality and interest crediting rates. In addition,
these models include asset cash flow projections reflecting interest payments,
sinking fund payments, principal payments, bond calls, prepayments and defaults.
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We also use common industry metrics, such as duration and convexity, to measure
the relative sensitivity of asset and liability values to changes in interest
rates. In computing the duration of liabilities, we consider all policyholder
guarantees and how indeterminate policy elements such as interest credits or
dividends are set. Each asset portfolio has a duration target based on the
liability duration and the investment objectives of that portfolio.

Managing Equity Market and Foreign Currency Risks


We manage equity market risk in a coordinated process across our Risk
Management, Investment and Finance Departments primarily by holding sufficient
capital to permit us to absorb modest losses, which may be temporary, from
changes in equity markets and interest rates without adversely affecting our
financial strength ratings and through the use of derivatives, such as equity
futures, equity index options contracts, equity variance swaps and equity total
return swaps. We may also employ reinsurance strategies to manage these
exposures. Key management objectives include limiting losses, minimizing
exposures to significant risks and providing additional capital capacity for
future growth. The Investment and Finance Departments are also responsible for
managing the exposure to foreign currency denominated investments. We use
foreign currency swaps and forwards to mitigate the exposure, risk of loss and
financial statement volatility associated with foreign currency denominated
fixed income investments.

Market Risk - Fair Value Exposures


We regularly analyze our market risk exposure to interest rate, equity market
price, credit spreads and foreign currency exchange rate risks. As a result of
that analysis, we have determined that the estimated fair values of certain
assets and liabilities are significantly exposed to changes in interest rates,
and to a lesser extent, to changes in equity market prices and foreign currency
exchange rates. We have exposure to market risk through our insurance and
annuity operations and general account investment activities. For purposes of
this discussion, "market risk" is defined as changes in estimated fair value
resulting from changes in interest rates, equity market prices, credit spreads
and foreign currency exchange rates. We may have additional financial impacts
other than changes in estimated fair value, which are beyond the scope of this
discussion. See "Risk Factors" for additional disclosure regarding our market
risk and related sensitivities.

Interest Rates


Our fair value exposure to changes in interest rates arises most significantly
from our interest rate sensitive liabilities and our holdings of fixed maturity
securities, mortgage loans and derivatives that are used to support our
policyholder liabilities. Our interest rate sensitive liabilities include
long-term debt, policyholder account balances related to certain investment-type
contracts, and embedded derivatives in variable annuity contracts with
guaranteed minimum benefits. Our fixed maturity securities including U.S. and
foreign government bonds, securities issued by government agencies, corporate
bonds, mortgage-backed and other ABS, and our commercial, agricultural and
residential mortgage loans, are exposed to changes in interest rates. We also
use derivatives including swaps, caps, floors, forwards and options to mitigate
the exposure related to interest rate risks from our product liabilities.

Equity Market


Along with investments in equity securities, we have fair value exposure to
equity market risk through certain liabilities that involve long-term guarantees
on equity performance such as embedded derivatives in variable annuity contracts
with guaranteed minimum benefits, as well as certain policyholder account
balances. In addition, we have exposure to equity markets through derivatives
including options and swaps that we enter into to mitigate potential equity
market exposure from our product liabilities.

Foreign Currency Exchange Rates


Our fair value exposure to fluctuations in foreign currency exchange rates
against the U.S. dollar results from our holdings in non-U.S. dollar denominated
fixed maturity securities, mortgage loans and certain liabilities. The principal
currencies that create foreign currency exchange rate risk in our investment
portfolios and liabilities are the Euro and the British pound. We economically
hedge substantially all of our foreign currency exposure.
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Risk Measurement: Sensitivity Analysis


In the following discussion and analysis, we measure market risk related to our
market sensitive assets and liabilities based on changes in interest rates,
equity market prices and foreign currency exchange rates using a sensitivity
analysis. This analysis estimates the potential changes in estimated fair value
based on a hypothetical 100 basis point change (increase or decrease) in
interest rates, or a 10% change in equity market prices or foreign currency
exchange rates. We believe that these changes in market rates and prices are
reasonably possible in the near-term. In performing the analysis summarized
below, we used market rates as of December 31, 2022. We modeled the impact of
changes in market rates and prices on the estimated fair values of our market
sensitive assets and liabilities as follows:

•the estimated fair value of our interest rate sensitive exposures resulting
from a 100 basis point change (increase or decrease) in interest rates;

•the estimated fair value of our equity positions due to a 10% change (increase
or decrease) in equity market prices; and


•the U.S. dollar equivalent of estimated fair values of our foreign currency
exposures due to a 10% change (increase in the value of the U.S. dollar compared
to the foreign currencies or decrease in the value of the U.S. dollar compared
to the foreign currencies) in foreign currency exchange rates.

The sensitivity analysis is an estimate and should not be viewed as predictive
of our future financial performance. Our actual losses in any particular period
may vary from the amounts indicated in the table below. Limitations related to
this sensitivity analysis include:

•interest sensitive liabilities do not include $45.0 billion of insurance
contracts at December 31, 2022, which are accounted for on a book value basis.
Management believes that the changes in the economic value of those contracts
under changing interest rates would offset a significant portion of the fair
value changes of interest sensitive assets;

•the market risk information is limited by the assumptions and parameters
established in creating the related sensitivity analysis, including the impact
of prepayment rates on mortgage loans;

•foreign currency exchange rate risk is not isolated for certain embedded
derivatives within host asset and liability contracts, as the risk on these
instruments is reflected as equity;

•for derivatives that qualify for hedge accounting, the impact on reported
earnings may be materially different from the change in market values;

•the analysis excludes limited partnership interests; and

•the model assumes that the composition of assets and liabilities remains
unchanged throughout the period.

Accordingly, we use such models as tools and not as substitutes for the
experience and judgment of our management.

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The potential loss in the estimated fair value of our interest rate sensitive
financial instruments due to a 100 basis point increase in the yield curve by
type of asset and liability was as follows at:

                                                                              December 31, 2022
                                                                                                     100 Basis
                                                                              Estimated           Point Increase
                                                            Notional             Fair              in the Yield
                                                             Amount           Value (1)                Curve
                                                                                (In millions)
Financial assets with interest rate risk
Fixed maturity securities                                                    $  75,577          $         (5,287)
Mortgage loans                                                               $  20,816                    (1,218)
Policy loans                                                                 $   1,393                       (85)
Premiums, reinsurance and other receivables                                  $   6,230                      (111)
Embedded derivatives within asset host contracts (2)                         $     117                       (32)
Increase (decrease) in estimated fair value of assets                                                     (6,733)

Financial liabilities with interest rate risk (3)
Policyholder account balances                                                $  30,942                        98
Long-term debt                                                               $   2,703                       189
Other liabilities                                                            $     943                        (7)
Embedded derivatives within liability host contracts (2)                     $   5,387                       500
(Increase) decrease in estimated fair value of liabilities                                                   780

Derivative instruments with interest rate risk
Interest rate contracts                                    $ 59,661          $  (2,498)                   (1,792)
Equity contracts                                           $ 50,138          $     119                         6
Foreign currency contracts                                 $  5,335          $     727                       (57)
Increase (decrease) in estimated fair value of derivative
instruments                                                                                               (1,843)
Net change                                                                                      $         (7,796)


_______________

(1)Separate account assets and liabilities, which are interest rate sensitive,
are not included herein as any interest rate risk is borne by the contract
holder.

(2)Embedded derivatives are recognized on the consolidated balance sheet in the
same caption as the host contract.


(3)Excludes $45.0 billion of liabilities at carrying value pursuant to insurance
contracts reported within future policy benefits and other policy-related
balances on the consolidated balance sheet at December 31, 2022. Management
believes that the changes in the economic value of those contracts under
changing interest rates would offset a significant portion of the fair value
changes of interest rate sensitive assets.

Sensitivity Summary


Sensitivity to a 100 basis point rise in interest rates decreased by $1.1
billion, or 12%, to $7.8 billion at December 31, 2022 from $8.9 billion at
December 31, 2021, primarily as a result of a decrease in the estimated fair
value of our fixed maturity securities due to higher interest rates, in line
with management expectation.

Sensitivity to a 10% rise in equity prices decreased by $297 million, or 28%, to
$764 million at December 31, 2022 from $1.1 billion at December 31, 2021.

As discussed above, we economically hedge substantially all of our foreign
currency exposure such that sensitivity to changes in foreign currencies is
minimal.

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Item 8. Financial Statements and Supplementary Data

        Index to Consolidated Financial Statements, Notes and Schedules

                                                                                              Page
  Report of Independent Registered Public Accounting Firm                                     111

Financial Statements at December 31, 2022 and 2021 and for the Years Ended December 31,
2022
, 2021 and 2020:

  Consolidated Balance Sheets                                                                 114
  Consolidated Statements of Operations                                                       115
  Consolidated Statements of Comprehensive Income (Loss)                                      116
  Consolidated Statements of Equity                                                           117
  Consolidated Statements of Cash Flows                                                       118
  Notes to the Consolidated Financial Statements

Note 1 - Business, Basis of Presentation and Summary of Significant Accounting
Policies

                  120
  Note 2 - Segment Information                                                                130
  Note 3 - Insurance                                                                          134
  Note 4 - Deferred Policy Acquisition Costs, Value of Business Acquired and Deferred
Sales Inducements                                                                             138
  Note 5 - Reinsurance                                                                        138
  Note 6 - Investments                                                                        141
  Note 7 - Derivatives                                                                        153
  Note 8 - Fair Value                                                                         158
  Note 9 - Long-term Debt                                                                     168
  Note 10 - Equity                                                                            170
  Note 11 - Other Revenues and Other Expenses                                                 178
  Note 12 - Employee Benefit Plans                                                            179
  Note 13 - Income Tax                                                                        180
  Note 14 - Earnings Per Common Share                                                         183
  Note 15 - Contingencies, Commitments and Guarantees                                         184
  Note 16 - Subsequent Event                                                                  186

Financial Statement Schedules at December 31, 2022 and 2021 and for the Years Ended
December 31, 2022, 2021 and 2020:

Schedule I - Consolidated Summary of Investments - Other Than Investments in Related
Parties

                  187
  Schedule II - Condensed Financial Information (Parent Company Only)                         188
  Schedule III - Consolidated Supplementary Insurance Information                             193
  Schedule IV - Consolidated Reinsurance                                                      195


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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the stockholders and the Board of Directors of Brighthouse Financial, Inc.

Opinion on the Financial Statements


We have audited the accompanying consolidated balance sheets of Brighthouse
Financial, Inc. and subsidiaries (the "Company") as of December 31, 2022 and
2021, the related consolidated statements of operations, comprehensive income
(loss), equity, and cash flows for each of the three years in the period ended
December 31, 2022, and the related notes and the schedules listed in the Index
to Consolidated Financial Statements, Notes and Schedules (collectively referred
to as the "financial statements"). In our opinion, the financial statements
present fairly, in all material respects, the financial position of the Company
as of December 31, 2022 and 2021, and the results of its operations and its cash
flows for each of the three years in the period ended December 31, 2022, in
conformity with accounting principles generally accepted in the United States of
America.

We have also audited, in accordance with the standards of the Public Company
Accounting Oversight Board (United States) (PCAOB), the Company's internal
control over financial reporting as of December 31, 2022, based on criteria
established in Internal Control - Integrated Framework (2013) issued by the
Committee of Sponsoring Organizations of the Treadway Commission and our report
dated February 23, 2023, expressed an unqualified opinion on the Company's
internal control over financial reporting.

Basis for Opinion


These financial statements are the responsibility of the Company's management.
Our responsibility is to express an opinion on the Company's financial
statements based on our audits. We are a public accounting firm registered with
the PCAOB and are required to be independent with respect to the Company in
accordance with the U.S. federal securities laws and the applicable rules and
regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those
standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement, whether due to error or fraud. Our audits included performing
procedures to assess the risks of material misstatement of the financial
statements, whether due to error or fraud, and performing procedures that
respond to those risks. Such procedures included examining, on a test basis,
evidence regarding the amounts and disclosures in the financial statements. Our
audits also included evaluating the accounting principles used and significant
estimates made by management, as well as evaluating the overall presentation of
the financial statements. We believe that our audits provide a reasonable basis
for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the
current-period audit of the financial statements that were communicated or
required to be communicated to the audit committee and that (1) relate to
accounts or disclosures that are material to the financial statements and (2)
involved our especially challenging, subjective, or complex judgments. The
communication of critical audit matters does not alter in any way our opinion on
the financial statements, taken as a whole, and we are not, by communicating the
critical audit matters below, providing separate opinions on the critical audit
matters or on the accounts or disclosures to which they relate.

Liability for Future Policy Benefits - Refer to Notes 1 and 3 to the
consolidated financial statements

Critical Audit Matter Description


As of December 31, 2022, the liability for future policy benefits totaled $41.6
billion, and included benefits related to variable annuity contracts with
guaranteed benefit riders and universal life insurance contracts with secondary
guarantees. Management regularly reviews its assumptions supporting the
estimates of these actuarial liabilities and differences between actual
experience and the assumptions used in pricing the policies and guarantees may
require a change to the assumptions

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recorded at inception as well as an adjustment to the related liabilities.
Updating such assumptions can result in variability of profits or the
recognition of losses.


Given the future policy benefit obligation for these contracts is sensitive to
changes in the assumptions related to general account and separate account
investment returns, and policyholder behavior including mortality, lapses,
premium persistency, benefit election and utilization, and withdrawals, auditing
management's selection of these assumptions involves an especially high degree
of estimation.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the updating of assumptions by management
included the following, among others:


•We tested the effectiveness of management's controls over the assumption review
process, including those over the selection of the significant assumptions used
related to general account and separate account investment returns, and
policyholder behavior including mortality, lapses, premium persistency, benefit
election and utilization, and withdrawals.

•With the assistance of our actuarial specialists, we evaluated the
appropriateness of the significant assumptions used, developed an independent
estimate of the future policy benefit liability for a sample of policies, and
compared our estimates to management's estimates.

•We tested the completeness and accuracy of the underlying data that served as
the basis for the actuarial analysis, including experience studies, to test that
the inputs to the actuarial estimate were reasonable.

•We evaluated the methods and significant assumptions used by management to
identify potential bias.

•We evaluated whether the significant assumptions used were consistent with
evidence obtained in other areas of the audit.

Deferred Policy Acquisition Costs (DAC) - Refer to Notes 1 and 4 to the
consolidated financial statements

Critical Audit Matter Description


The Company incurs and defers certain costs in connection with acquiring new and
renewal insurance business. These deferred costs, amounting to $5.7 billion as
of December 31, 2022, are amortized over the expected life of the policy
contract in proportion to actual and expected future gross profits, premiums, or
margins. For deferred annuities and universal life contracts, expected future
gross profits utilized in the amortization calculation are derived using
assumptions such as separate account and general account investment returns,
mortality, in-force or persistency, benefit elections and utilization, and
withdrawals. The assumptions used in the calculation of expected future gross
profits are reviewed at least annually.

Given the significance of the estimates and uncertainty associated with the
long-term assumptions utilized in the determination of expected future gross
profits, auditing management's determination of the appropriateness of the
assumptions used in the calculation of DAC amortization involves an especially
high degree of estimation.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to management's determination of DAC amortization
included the following, among others:


•We tested the effectiveness of management's controls related to the
determination of expected future gross profits, including those over
management's review that the significant assumptions utilized related to
separate account and general account investment returns, mortality, in-force or
persistency, benefit elections and utilization, and withdrawals represented a
reasonable estimate.

•With assistance from our actuarial specialists, we evaluated the data included
in the estimate provided by the Company's actuaries and the methodology
utilized, and evaluated the process used by the Company to determine whether the
significant assumptions used were reasonable estimates based on the Company's
own experience and industry studies.
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•We inquired of the Company's actuarial specialists whether there were any
changes in the methodology utilized during the year in the determination of
expected future gross profits.


•We inspected supporting documentation underlying the Company's experience
studies and, utilizing our actuarial specialists, independently recalculated the
amortization for a sample of policies, and compared our estimates to
management's estimates.

•We evaluated whether the significant assumptions used by the Company were
consistent with evidence obtained in other areas of the audit and to identify
potential bias.

•We evaluated the sufficiency of the Company's disclosures related to DAC
amortization.

Embedded Derivative Liabilities Related to Variable Annuity Guarantees - Refer
to Notes 1, 7, and 8 to the consolidated financial statements.

Critical Audit Matter Description


The Company sells index-linked annuities and variable annuity products with
guaranteed minimum benefits, some of which are embedded derivatives that are
required to be bifurcated from the host contract, separately accounted for, and
measured at fair value. As of December 31, 2022, the fair value of the embedded
derivative liability associated with certain of the Company's annuity contracts
was $5.4 billion. Management utilizes various assumptions in order to measure
the embedded liability including expectations concerning policyholder behavior,
mortality and risk margins, as well as changes in the Company's own
nonperformance risk. These assumptions are reviewed at least annually by
management, and if they change significantly, the estimated fair value is
adjusted by a cumulative charge or credit to net income.

Given the embedded derivative liability is sensitive to changes in these
assumptions, auditing management's selection of these assumptions involves an
especially high degree of estimation.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the assumptions selected by management for the
embedded derivative liability included the following, among others:

•We tested the effectiveness of management's controls over the embedded
derivative liability, including those over the selection of the significant
assumptions related to policyholder behavior, mortality, risk margins and the
Company's nonperformance risk.

•With the assistance of our actuarial specialists, we evaluated the
appropriateness of the significant assumptions, tested the completeness and
accuracy of the underlying data and the mathematical accuracy of the Company's
valuation model.

•We evaluated the reasonableness of the Company's assumptions by comparing those
selected by management to those independently derived by our actuarial
specialists, drawing upon standard actuarial and industry practice.

•We evaluated the methods and assumptions used by management to identify
potential bias in the determination of the embedded liability.

•We evaluated whether the assumptions used were consistent with evidence
obtained in other areas of the audit.


/s/ DELOITTE & TOUCHE LLP
Charlotte, North Carolina
February 23, 2023

We have served as the Company's auditor since 2016.

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                          Brighthouse Financial, Inc.

                          Consolidated Balance Sheets
                           December 31, 2022 and 2021

                 (In millions, except share and per share data)

                                                                                  2022               2021
Assets
Investments:

Fixed maturity securities available-for-sale, at estimated fair value
(amortized cost: $84,344 and $79,246, respectively; allowance for
credit losses of $7 and $11, respectively)

                                    $  75,577          $  87,582
Equity securities, at estimated fair value                                           89                101

Mortgage loans (net of allowance for credit losses of $119 and
$123, respectively)

                                                              22,936             19,850
Policy loans                                                                      1,282              1,264
Limited partnerships and limited liability companies                              4,775              4,271
Short-term investments, principally at estimated fair value                       1,081              1,841

Other invested assets, principally at estimated fair value (net of
allowance for credit losses of $13 and $13, respectively)

                         2,852              3,316
Total investments                                                               108,592            118,225
Cash and cash equivalents                                                         4,115              4,474
Accrued investment income                                                           885                724

Premiums, reinsurance and other receivables (net of allowance for
credit losses of $10 and $10, respectively)

                                      19,266             16,094
Deferred policy acquisition costs and value of business acquired                  5,659              5,377
Current income tax recoverable                                                       38                  -
Deferred income tax asset                                                         1,618                  -
Other assets                                                                        442                482
Separate account assets                                                          84,965            114,464
Total assets                                                                  $ 225,580          $ 259,840
Liabilities and Equity
Liabilities
Future policy benefits                                                        $  41,569          $  43,807
Policyholder account balances                                                    74,836             66,851
Other policy-related balances                                                     3,400              3,457

Payables for collateral under securities loaned and other transactions

       4,560              6,269
Long-term debt                                                                    3,156              3,157

Current income tax payable                                                            -                 62
Deferred income tax liability                                                         -              1,062
Other liabilities                                                                 7,056              4,504
Separate account liabilities                                                     84,965            114,464
Total liabilities                                                               219,542            243,633

Contingencies, Commitments and Guarantees (Note 15)
Equity
Brighthouse Financial, Inc.'s stockholders' equity:
Preferred stock, par value $0.01 per share; $1,753 aggregate
liquidation preference

                                                                -                  -

Common stock, par value $0.01 per share; 1,000,000,000 shares
authorized; 122,153,422 and 121,513,442 shares issued, respectively;
68,278,068 and 77,870,072 shares outstanding, respectively

                            1                  1
Additional paid-in capital                                                       14,075             14,154
Retained earnings (deficit)                                                        (637)              (642)

Treasury stock, at cost; 53,875,354 and 43,643,370 shares, respectively

      (2,042)            (1,543)
Accumulated other comprehensive income (loss)                                    (5,424)             4,172
Total Brighthouse Financial, Inc.'s stockholders' equity                          5,973             16,142
Noncontrolling interests                                                             65                 65
Total equity                                                                      6,038             16,207
Total liabilities and equity                                                  $ 225,580          $ 259,840


        See accompanying notes to the consolidated financial statements.
                                      114

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                          Brighthouse Financial, Inc.

                     Consolidated Statements of Operations
              For the Years Ended December 31, 2022, 2021 and 2020

                      (In millions, except per share data)

                                                                      2022             2021             2020
Revenues
Premiums                                                           $   662          $   707          $    766
Universal life and investment-type product policy fees               3,141            3,636             3,463
Net investment income                                                4,138            4,881             3,601
Other revenues                                                         476              446               413
Net investment gains (losses)                                         (248)             (59)              278
Net derivative gains (losses)                                          304           (2,469)              (18)
Total revenues                                                       8,473            7,142             8,503

Expenses

Policyholder benefits and claims                                     4,165            3,443             5,711
Interest credited to policyholder account balances                   1,439            1,312             1,092
Amortization of deferred policy acquisition costs and value of
business acquired                                                      956              144               766
Other expenses                                                       2,085            2,451             2,353
Total expenses                                                       8,645            7,350             9,922
Income (loss) before provision for income tax                         (172)            (208)           (1,419)
Provision for income tax expense (benefit)                            (182)            (105)             (363)
Net income (loss)                                                       10             (103)           (1,056)

Less: Net income (loss) attributable to noncontrolling
interests

                                                                5                5                 5
Net income (loss) attributable to Brighthouse Financial, Inc.            5             (108)           (1,061)
Less: Preferred stock dividends                                        104               89                44

Net income (loss) available to Brighthouse Financial, Inc.'s
common shareholders

                                                $   (99)         $  (197)         $ (1,105)
Earnings per common share
Basic                                                              $ (1.36)         $ (2.36)         $ (11.58)
Diluted                                                            $ (1.36)         $ (2.36)         $ (11.58)

        See accompanying notes to the consolidated financial statements.

                                      115

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                          Brighthouse Financial, Inc.

             Consolidated Statements of Comprehensive Income (Loss)
              For the Years Ended December 31, 2022, 2021 and 2020

                                 (In millions)

                                                                   2022              2021              2020
Net income (loss)                                               $     10          $   (103)         $ (1,056)
Other comprehensive income (loss):
Unrealized investment gains (losses), net of related offsets     (12,443)           (2,107)            3,208
Unrealized gains (losses) on derivatives                             309               156               (72)
Foreign currency translation adjustments                             (22)                1                20
Defined benefit plans adjustment                                       8                (4)              (13)
Other comprehensive income (loss), before income tax             (12,148)           (1,954)            3,143

Income tax (expense) benefit related to items of other
comprehensive income (loss)

                                        2,552               410              (667)
Other comprehensive income (loss), net of income tax              (9,596)           (1,544)            2,476
Comprehensive income (loss)                                       (9,586)           (1,647)            1,420
Less: Comprehensive income (loss) attributable to
noncontrolling interests, net of income tax                            5                 5                 5

Comprehensive income (loss) attributable to Brighthouse
Financial, Inc.

                                                 $ (9,591)         $ (1,652)         $  1,415


        See accompanying notes to the consolidated financial statements.
                                      116

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                          Brighthouse Financial, Inc.

                       Consolidated Statements of Equity
              For the Years Ended December 31, 2022, 2021 and 2020

                                 (In millions)

                                                                                                                                                        Accumulated
                                                                                                              Retained                                     Other             Brighthouse Financial,
                                                                                      Additional              Earnings             Treasury            Comprehensive          Inc.'s Stockholders'           Noncontrolling             Total
                                     Preferred Stock          Common Stock         Paid-in Capital           (Deficit)           Stock at Cost         Income (Loss)                 Equity                    Interests               Equity
Balance at December 31, 2019        $             -          $          1   

$ 12,908 $ 585 $ (562) $

      3,240          $            16,172          $              65          $ 16,237
Cumulative effect of change
in accounting principle, net
of income tax                                                                                                       (14)                                          3                          (11)                                         (11)
Balance at January 1, 2020                        -                     1                 12,908                    571                (562)                  3,243                       16,161                         65            16,226
Preferred stock issuance                          -                                          948                                                                                             948                                          948
Treasury stock acquired in
connection with share
repurchases                                                                                                                            (473)                                                (473)                                        (473)
Share-based compensation                                                -                     22                                         (3)                                                  19                                           19
Dividends on preferred stock                                                                                        (44)                                                                     (44)                                         (44)
Change in noncontrolling
interests                                                                                                                                                                                      -                         (5)               (5)
Net income (loss)                                                                                                (1,061)                                                                  (1,061)                         5            (1,056)
Other comprehensive income
(loss), net of income tax                                                                                                                                     2,473                        2,473                                        2,473
Balance at December 31, 2020                      -                     1                 13,878                   (534)             (1,038)                  5,716                       18,023                         65            18,088
Preferred stock issuances                         -                                          339                                                                                             339                                          339
Treasury stock acquired in
connection with share
repurchases                                                                                                                            (499)                                                (499)                                        (499)
Share-based compensation                                                -                     26                                         (6)                                                  20                                           20
Dividends on preferred stock                                                                 (89)                                                                                            (89)                                         (89)
Change in noncontrolling
interests                                                                                                                                                                                      -                         (5)               (5)
Net income (loss)                                                                                                  (108)                                                                    (108)                         5              (103)
Other comprehensive income
(loss), net of income tax                                                                                                                                    (1,544)                      (1,544)                                      (1,544)
Balance at December 31, 2021                      -                     1                 14,154                   (642)             (1,543)                  4,172                       16,142                         65            16,207
Treasury stock acquired in
connection with share
repurchases                                                                                                                            (488)                                                (488)                                        (488)
Share-based compensation                                                -                     25                                        (11)                                                  14                                           14
Dividends on preferred stock                                                                (104)                                                                                           (104)                                        (104)
Change in noncontrolling
interests                                                                                                                                                                                      -                         (5)               (5)
Net income (loss)                                                                                                     5                                                                        5                          5                10
Other comprehensive income
(loss), net of income tax                                                                                                                                    (9,596)                      (9,596)                                      (9,596)
Balance at December 31, 2022        $             -          $          1          $      14,075          $        (637)         $   (2,042)         $       (5,424)         $             5,973          $              65          $  6,038


        See accompanying notes to the consolidated financial statements.
                                      117

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  Table of Contents
                          Brighthouse Financial, Inc.

                     Consolidated Statements of Cash Flows
              For the Years Ended December 31, 2022, 2021 and 2020

                                 (In millions)

                                                                      2022               2021              2020
Cash flows from operating activities
Net income (loss)                                                  $     10          $    (103)         $ (1,056)
Adjustments to reconcile net income (loss) to net cash provided
by (used in) operating activities:
Amortization of premiums and accretion of discounts associated
with investments, net                                                  (233)              (254)             (260)
(Gains) losses on investments, net                                      248                 59              (278)
(Gains) losses on derivatives, net                                     (153)             2,120               424

(Income) loss from equity method investments, net of dividends
and distributions

                                                       110               (987)              (54)
Interest credited to policyholder account balances                    1,439              1,312             1,092
Universal life and investment-type product policy fees               (3,141)            (3,636)           (3,463)
Change in accrued investment income                                    (113)               (44)               (9)
Change in premiums, reinsurance and other receivables                (3,106)                56            (1,346)
Change in deferred policy acquisition costs and value of
business acquired, net                                                  531               (349)              358
Change in income tax                                                   (234)              (210)             (243)
Change in other assets                                                1,780              2,086             1,968
Change in future policy benefits and other policy-related
balances                                                              1,501                741             3,395
Change in other liabilities                                             178               (153)              285
Other, net                                                               32                108                75
Net cash provided by (used in) operating activities                  (1,151)               746               888
Cash flows from investing activities
Sales, maturities and repayments of:
Fixed maturity securities                                            10,728             12,616             8,459
Equity securities                                                        53                129                68
Mortgage loans                                                        2,079              2,900             1,935
Limited partnerships and limited liability companies                    252                271               177
Purchases of:
Fixed maturity securities                                           (15,799)           (21,158)          (14,401)
Equity securities                                                       (37)               (18)              (23)
Mortgage loans                                                       (5,321)            (6,913)           (2,076)
Limited partnerships and limited liability companies                   (814)              (837)             (581)
Cash received in connection with freestanding derivatives             4,480              3,965             6,356
Cash paid in connection with freestanding derivatives                (4,275)            (4,592)           (4,515)
Net change in policy loans                                              (18)                27                 1
Net change in short-term investments                                    772              1,397            (1,271)
Net change in other invested assets                                    (376)               (25)               28

Net cash provided by (used in) investing activities                $ 

(8,276) $ (12,238) $ (5,843)

See accompanying notes to the consolidated financial statements.

                                      118

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                          Brighthouse Financial, Inc.

               Consolidated Statements of Cash Flows (continued)
              For the Years Ended December 31, 2022, 2021 and 2020

                                 (In millions)

                                                                     2022              2021              2020
Cash flows from financing activities
Policyholder account balances:
Deposits                                                          $ 31,623          $ 16,059          $ 10,095
Withdrawals                                                        (20,050)           (4,235)           (3,270)
Net change in payables for collateral under securities loaned
and other transactions                                              (1,709)            1,017               861
Long-term debt issued                                                    -               400               615
Long-term debt repaid                                                   (3)             (680)           (1,552)

Preferred stock issued, net of issuance costs                            -               339               948
Dividends on preferred stock                                          (104)              (89)              (44)

Treasury stock acquired in connection with share repurchases (488)

             (499)             (473)

Financing element on certain derivative instruments and other
derivative related transactions, net

                                  (185)             (368)             (948)
Other, net                                                             (16)              (86)              (46)
Net cash provided by (used in) financing activities                  9,068            11,858             6,186
Change in cash, cash equivalents and restricted cash                  (359)              366             1,231

Cash, cash equivalents and restricted cash, beginning of year 4,474

            4,108             2,877
Cash, cash equivalents and restricted cash, end of year           $  4,115          $  4,474          $  4,108
Supplemental disclosures of cash flow information
Net cash paid (received) for:
Interest                                                          $    152          $    160          $    186
Income tax                                                        $     44          $    103          $   (100)
Non-cash transactions:
Transfer of mortgage loans to affiliates                          $     95  

$ - $ -
Transfer of limited partnerships and limited liability
companies from affiliates

                                         $     99          $      -          $      -


        See accompanying notes to the consolidated financial statements.
                                      119

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  Table of Contents

                          Brighthouse Financial, Inc.

                 Notes to the Consolidated Financial Statements

1. Business, Basis of Presentation and Summary of Significant Accounting
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