1. Strength and stability in uncertain times| insure | invest | retire | INFORMATION AS OF DECEMBER 31, 2008

2. There are many reasons to choose a life insurance company to help meet your nancial needs: protection for your family or business, supplemental income, and the condence of 1 | The sign of a good decision knowing you will be prepared for the future. 2 | Mutual ownership: your interestsAt Massachusetts Mutual Life Insurance Company come rst 3 | Financial strength: stability in all (MassMutual) we stand strong in the fundamental belief market conditions that every secure future begins with one good decision. 4 | Consistent nancial strength ratingsAnd when choosing a life insurance company, strength 5 | MassMutual Customer VoicesSM: and stability matter. the Coleman family 6 | Diversication: sound nancial judgment 8 | Quality: exceptional products, experienced peopleNOT A BANK OR CREDIT UNION DEPOSIT OR OBLIGATION NOT FDIC- OR NCUA-INSURED NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY NOT GUARANTEED BY ANY BANK OR CREDIT UNION MAY GO DOWN IN VALUE 3. What is the sign of a good decision? Having condence in the company Built on a reputation of mutual ownership, nancial you work with even in uncertain economic times. strength, diversication, In light of the unprecedented events in the nancial markets, we want and quality. to assure you of your good decision when selecting MassMutual to help you meet your nancial needs.For 157 years, MassMutual has maintained a long-term focus, providing the strength and stability policyholders expect. Our mutual company structure enables us to manage with the long-term interests of our policyholders and customers in mind, and aligns the Companys interests with those of our policyholders.When working with MassMutual and your nancial professional, you can be condent well be there to honor our commitments to you.1 4. Mutual ownership: your interests come rstWe believe our mutual ownership provides a distinct advantage. We haveWhat does it mean to be mutuallyno shareholders, so we face no short-term market pressures to manageowned (or member-owned)?quarter-to-quarter to meet shareholder earnings expectations or to enhanceshareholder value. Our commitment is to help you focus on what youThere are two common forms ofvalue most and to understand how lifes uncertainties could impact yourinsurance company structure plans and aspirations.mutual and stock. As a mutualcompany, MassMutual does notWe seek to maintain the nancial strength and stability of the Companyhave any shareholders and is oftento meet future obligations and to serve the long-term interests of ourdescribed as being owned by its customers. Since the beginning of 2008, we increased our surplus1 6%,members. This generally means thatclosing the year with a surplus of $8.5 billion.if you are insured under a whole lifeAdditionally, with the ability to focus on the long term, we are able toor disability income insurance policyensure that our policyholders come rst. And were pleased to nd thatissued by MassMutual, for example,our policyholders appreciate being our priority:you are a member entitled to votefor the Companys Board of Directors. Our retention rate the percentage of our policyholders whoMoreover, if you also own the policy, keep their policies in force is among the highest in the industry.2you may be entitled to share in any Additionally, as of year-end 2008, more than 95,000 policies havedividends the Company may declare.been in force for 50 years or longer. From January 1, 2003, through December 31, 2008, weve paidover $9.3 billion to policyholder claimants and beneciaries oflife, disability income, and long term care insurance policies. In 2008, we paid over $850 million in annuity benets.We are committed to our customers to you. And we help you keep yourpromises to those you care about. 1 Surplus is the amount the company has on hand after setting aside reserves to meet projected future obligations. 2 National Underwriter Insurance Data Services from Highline Data, March 2009.2 5. Financial strength: stability in all market conditions In uncertain times, you want a company you can count on. Thats MassMutual. Founded in 1851, in Springeld, Massachusetts, where Especially in uncertain we are headquartered today, MassMutual has a long history of nancialtimes, MassMutual is well- strength including during times of market turbulence.positioned to continue its Our strong surplus of $8.5 billion and a surplus-to-policyholder reserveslong history of exceptional ratio of 12.9%, as of December 31, 2008, gives us the nancial cushion nancial strength and growth. to manage through unforeseen events. We had positive cash ow from operations of $3.7 billion and $1.3 billion of statutory net gain from operations before dividends and taxes, with $3.0 billion of cash and short-term investments on hand, as of December 31, 2008.In addition, we do not rely on short-term nancing to run our business. In this way we are very different from commercial banks and investment banks, which have greater vulnerability to market volatility and changes in the availability of credit. Cash ow and liquidity needs are routinely monitored in order to meet customer needs.Finally, growing the business and managing expenses is a fundamental part of the MassMutual story. For 2008, relative to 2007, although benets and expenses were up 9% due in large part to higher business volumes, as well as reserve strengthening, revenues were up 3%.So what does all of this mean? In uncertain times, we continue to grow the business without taking imprudent risks. You can count on MassMutual to be scally responsible for the long term, yet innovative in delivering relevant solutions for our customers.3 6. Consistent nancial strength ratingsThe rating agencies have consistently recognized MassMutuals nancialWhat does it mean to be strength as reected in factors like our strong capital, our investmentAAA rated?discipline and our focus on time-tested products such as whole lifeinsurance. In fact, MassMutual has consistently earned some of theThe amount of capital an insurancehighest nancial strength ratings of any company in any industry.3company holds to meet the obligationsto its customers is one importantconsideration rating agencies use Financial strength ratingswhen evaluating companies. Capitalis important since the guaranteesoffered by an insurance company areA.M. Best Company A++ Superior Top category of 15 only as good as the companys abilityFitch Ratings AAA Exceptionally Strong to pay those claims. Therefore, theTop category of 21more capital an insurer holds in Moodys Investors Service Aa1 Excellent Second category of 21addition to its reserves, the better Standard & Poors AAA Extremely Strong its claims-paying ability should be. Top category of 21To view nancial information aboutMassMutual, including reportsfrom rating agencies, visit Independent rating agencies assess insurers strengthwww.massmutual.com. The companies listed above are independent rating agencies that try toassess a companys nancial strength and its capacity to meet its insuranceobligations such as the guarantees in life insurance policies or annuitycontracts. They do this via a thorough analytical process that culminatesin ratings to reect their current opinion of the insurance company. The major rating agencies cite our broad portfolio diversication andstrong credit analysis in their favorable reports on MassMutual. 3 Massachusetts Mutual Life Insurance Company and its subsidiaries, C.M. Life Insurance Company and MML Bay State Life Insurance Company. Ratings as of 4/1/2009. Ratings are subject to change.4 7. MassMutual Customer Voices SM real people, real solutionsI didnt know anything about insurance, Im a construction guy.We went off of recommendations and its really helped us a whole lot in good times and bad times. Buzzy Coleman (center) and sons Clif (left) and David (right) Meet Buzzy Coleman and SonsProle Accessing the cash value benet Buzzy Coleman, chairman, and his sons Clif and Protecting a family business in a down economy David, operate Coleman Adams Construction as a MassMutual life insurance family business. Clif and David asked their father, What do you want to see happen with the business? Whats your continuity plan?They were able to take a loan from the cash values*in their life insurance policies to help settle the cash Buzzy knew he wanted to stay in the company andloss situation and keep moving. Instead of slowing work, while his son Clif transitioned to the presidency. down, we were able to stay aggressive with our A MassMutual nancial professional came in to help business and keep the employees working. It gave us put a plan in place. cash to operate on so we could make the paychecksHe suggested key person life insurance policies be on Friday, and pay our bills to the subcontractors soimplemented as an incentive for key people to stay they too could keep working, says Buzzy.under the changed leadership. The advice proved invaluable a few years later when a downturn in the economy threatened the viability of the company. *Distributions under the policy (including cash dividends and partial/full surrenders) are not subject to taxation up to the amount paid intothe policy (your cost basis). If the policy is a Modied Endowment Contract, policy loans and/or distributions are taxable to the extent of gainand are subject to a 10% tax penalty. Access to cash values through borrowing or partial surrenders can reduce the policys cash value anddeath benet, increase the chance the policy will lapse, and may result in a tax liability if the policy terminates before the death of the insured.5 8. Diversication: sound nancial judgment Benets of a diversied company Our investment management expertise,We believe a diversied business is an important part of our nancial strength which is integral to the success of our and a direct benet to our customers because it means a variety of business Company and our products, is drawnlines including insurance, retirement, international, and investment from our investment subsidiaries: management contribute to the companys bottom line. This also helps us Babson Capital Management LLC to pay competitive dividends4 to our participating policyholders over time. Baring Asset Management Limited Prudent investment philosophy Cornerstone Real Estate MassMutuals investment philosophy is based on a core set of beliefs Advisers LLCthat guide our investment-decision making for the Companys General OppenheimerFunds, Inc.Investment Account (GIA). The GIA supports many of our insurance and investment products.Investment diversication Diversication is central to our business operations and our investment philosophy; and adds both strength and safety to MassMutuals portfolio. MassMutuals disciplined investment diversication extends across asset classes, sectors, and individual issuers safeguarding against many investment risks. As a result, MassMutuals portfolio achieves a balance across major asset types (as shown in the chart on page 7).As of December 31, 2008: MassMutual had $86.2 billion in well-diversied invested GIA assets. 92% of our long-term bonds were investment grade. MassMutual had $1,611 million of subprime and $3,362 millionof Alt-A residential mortgage-backed securities as part of itsdiversied bond portfolio. These securities represent 5.8% ofinvested assets.Value investing We believe the direction of the market cannot be predicted consistently. Therefore, we take a value approach, using fundamental, bottom-up analysis, to invest in assets believed to be undervalued.4 Dividends are not guaranteed.6 9. Investment selection Liquidity In selecting investments for purchase or sale, we rely onWe maintain cash and liquid securities that are more than the credit, loan structuring, valuation, and quantitativesufcient to be able to meet customer obligations even if expertise of our seasoned investment professionals toextreme circumstances arise. compare the tradeoff between the risks and potentialOur prudent management, including excess capital, has rewards for different investments. In this way, we strive topositioned us well to weather this market turmoil. provide more consistent results over the long term.Total invested assets The composition of MassMutuals total invested assets as of December 31, 200810.6%Bonds excluding Alt-A and Subprime8.0%Policy Loans 2.2% Cash Equivalents and DerivativesPreferred and Common Stock 7.6% 50.7% Partnerships, LLCs and Real EstateMortgage Loans15.1% Subprime BondsAlt-A Bonds 1.9%3.9% See denitions of investment sectors on back page.7 10. Quality: exceptional products, experienced peopleWe believe our ultimate duty is to meet our commitments to policyholders As a MassMutual policyholder and customers as they arise. This is the reason MassMutual exists. or customer, you place yourThis is also the reason we work with local nancial professionals whocondence in us with yourspend time getting to know their customers and their unique personalnancial needs.and business needs.Products and servicesOf course, MassMutual has an array of products, but its not about ttingyou into a category or rushing you into a sale. Its about establishing along-term relationship and we have experienced people to guide youthrough each phase of your life.Trusted nancial professionalsWhen youre trying to make sense of what to do next, sitting down with aknowledgeable professional can be extremely helpful. These professionalswill listen and will help you make sure the people you care about areprotected, now and in the years to come.8 11. MassMutual. Well help you get there.SM 12. Denition of investment sectors: Bonds Debt instruments of corporations and governments as well as various types of mortgage- and asset-backed securities. Two sub-categories within Bonds are shown separately on the chart:Alt-A Securities supported by pools of residential mortgage loans originated and issued by non-government entities. These are loans to a rangeof generally higher quality borrower types than subprime loans for which a variety of non-traditional underwriting standards were used in the approvalprocess, such as limited documentation of income.Subprime Securities supported by pools of residential mortgage loans originated and issued by non-government entities. While there is no standarddenition, these may be loans to borrowers with a weak or limited credit history, second liens, home equity loans, or loans with high loan-to-value ratios. Mortgage Loans Mortgage loans secured by various types of commercial property, and residential mortgage whole loan pools. Partnerships, LLCs and Real Estate Investments in partnerships, limited liability companies and equity real estate. Preferred and Common Stock Investments in preferred and common equities. Cash Equivalents and Derivatives Cash, short term investments, receivables for securities and derivatives. Cash equivalents have short maturities (less than one year) or are highly liquid and able to be readily sold. Policy Loans Loans by policyholders that are secured by insurance and annuity contracts.Financial information reported in this brochure is the consolidated statutory results of Massachusetts Mutual Life Insurance Company and also includes its U.S. domiciled wholly owned subsidiaries: C.M. Life Insurance Company and MML Bay State Life Insurance Company (collectively, the Company).Diversication does not guarantee against a loss, and there is no guarantee that a diversied portfolio will outperform a non-diversied portfolio.Past performance does not guarantee future results. The investment return and principal value of an investment will uctuate so that an investment may be more or less than the original cost. Current performance may be lower or higher than the performance data quoted.Insurance products issued by Massachusetts Mutual Life Insurance Company, Springeld, MA 01111-0001 and its subsidiaries C.M. Life Insurance Company and MML Bay State Life Insurance Company, Eneld, CT 06082-1981. 2009 Massachusetts Mutual Life Insurance Company, Springeld, MA. All rights reserved. www.massmutual.com. MassMutual Financial GroupCOR3762 0409 is a marketing name for Massachusetts Mutual Life Insurance Company (MassMutual) and its afliated companies and sales representatives.CRN201004-118700