<DOCUMENT>
<TYPE>EX-99.77E
<SEQUENCE>4
<FILENAME>item-77e_11730.txt
<DESCRIPTION>LEGAL PROCEEDINGS
<TEXT>
                          ITEM 77E - LEGAL PROCEEDINGS


The Trust, together with other investors, including MassMutual, is a plaintiff
in two lawsuits in connection with private placement investments made by the
Trust in Sharp International Corporation ("Sharp"). Three managing shareholders
of Sharp, which is currently being liquidated in Chapter 7 liquidation
proceedings, have pleaded guilty to criminal fraud charges. Two separate civil
lawsuits have been brought in New York state court in an attempt to recover
damage for lost investment funds from Sharp's working capital lender and
auditors. The Trust is unable to estimate any recovery from these lawsuits as of
February 7, 2003.




</TEXT>
</DOCUMENT>
