<DOCUMENT>
<TYPE>EX-99.77.B
<SEQUENCE>3
<FILENAME>ex99-77b_11037.txt
<DESCRIPTION>ACCOUNTANT'S REPORT ON INTERNAL CONTROL
<TEXT>
             SUB-ITEM 77B - ACCOUNTANT'S REPORT ON INTERNAL CONTROL

Deloitte & Touche LLP
Two World Financial Center
New York, New York 10281-1414                                  Deloitte & Touche

Tel: (212) 436-2000
Fax: (212) 436-5000
www.us.deloitte.com

INDEPENDENT AUDITORS' REPORT

To the Board of Trustees of MassMutual Corporate Investors and MassMutual
Participation Investors (the "Trusts")

In planning and performing our audit of the financial statements of the Trusts
for the year ended December 31, 2001, (on which we will issue our reports dated
February 8, 2002), we considered the Trusts' internal control, including control
activities for safeguarding securities, in order to determine our auditing
procedures for the purpose of expressing an opinion on the financial statements
and to comply with the requirements of Form N-SAR, and not to provide assurance
on the Trusts' internal control.

The management of the Trusts is responsible for establishing and maintaining
internal control. In fulfilling this responsibility, estimates and judgments by
management are required to assess the expected benefits and related costs of
controls. Generally, controls that are relevant to an audit pertain to the
entity's objective of preparing financial statements for external purposes that
are fairly presented in conformity with accounting principles generally accepted
in the United States of America. Those controls include the safeguarding of
assets against unauthorized acquisition, use, or disposition.

Because of inherent limitations in any internal control, misstatements due to
error or fraud may occur and may not be detected. Also, projections of any
evaluation of internal control to future periods are subject to the risk that
internal control may become inadequate because of changes in conditions, or that
the degree of compliance with policies and procedures may deteriorate.

Our consideration of the Trusts' internal control would not necessarily disclose
all matters in the Trusts' internal control that might be material weaknesses
under standards established by the American Institute of Certified Public
Accountants. A material weakness is a condition in which the design or operation
of one or more of the internal control components does not reduce to a
relatively low level the risk that misstatements caused by error or fraud in
amounts that would be material in relation to the financial statements being
audited may occur and not be detected within a timely period by employees in the
normal course of performing their assigned functions. However, we noted no
matters involving the Trusts' internal control and its operation that we
consider to be material weaknesses as defined above as of December 31, 2001.
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This report is intended solely for the information and use of the Audit
Committee of the Board of Trustees and is not intended to be and should not be
used by anyone other than these specified parties.

Yours truly,

Deloitte & Touche LLP

February 8, 2002

Deloitte
Touche
Tohmatsu

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