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The following table is a reconciliation of the number of shares of the Company's common stock for the years ended

December 31.

(In thousands of shares)

2016

2015

2014

Common stock - issued:

Balance, beginning of period

669,723

668,132

667,046

Exercise of stock options and issuance of restricted shares

1,526

1,591

1,086

Balance, end of period

671,249

669,723

668,132

Treasury stock:

Balance, beginning of period

245,343

225,687

207,633

Purchases of treasury stock:

Open market

21,618

21,179

19,660

Other

330

247

157

Dispositions of treasury stock:

Shares issued to AFL Stock Plan

(1,064)

(1,209)

(1,251)

Exercise of stock options

(683)

(465)

(391)

Other

(105)

(96)

(121)

Balance, end of period

265,439

245,343

225,687

Shares outstanding, end of period

405,810

424,380

442,445

Outstanding share-based awards are excluded from the calculation of weighted-average shares used in the

computation of basic EPS. The following table presents the approximate number of share-based awards to purchase

shares, on a weighted-average basis, that were considered to be anti-dilutive and were excluded from the calculation of

diluted earnings per share at December 31:

(In thousands)

2016

2015

2014

Anti-dilutive share-based awards

911

1,862

1,215

The weighted-average shares used in calculating earnings per share for the years ended December 31 were as

follows:

(In thousands of shares)

2016

2015

2014

Weighted-average outstanding shares used for calculating basic EPS

411,471

430,654

451,204

Dilutive effect of share-based awards

2,450

2,518

2,796

Weighted-average outstanding shares used for calculating diluted EPS

413,921

433,172

454,000

Share Repurchase Program:

During 2016, we purchased 21.6 million shares of our common stock in the open

market, compared with 21.2 million shares in 2015 and 19.7 million shares in 2014. As of December 31, 2016, a

remaining balance of 26.8 million shares of our common stock was available for purchase under share repurchase

authorizations by our board of directors.

Voting Rights:

In accordance with the Parent Company's articles of incorporation, shares of common stock are

generally entitled to one vote per share until they have been held by the same beneficial owner for a continuous period of

48 months, at which time they become entitled to 10 votes per share.

Reclassifications from Accumulated Other Comprehensive Income

The table below is a reconciliation of accumulated other comprehensive income by component for the years ended

December 31.

149