<DOCUMENT>
<TYPE>EX-99.77O
<SEQUENCE>4
<FILENAME>item-77o_13239.txt
<DESCRIPTION>TRANSACTIONS EFFECTED PURSUANT TO RULE 10F-3
<TEXT>
            ITEM 770 - TRANSACTIONS EFFECTED PURSUANT TO RULE 10f-3

                       MASSMUTUAL PARTICIPATION INVESTORS
            For the period from October 1, 2004 to December 31, 2004
                         Record of Securities Purchased
                         under the Rule 10f-3 Procedures

1.   Fund: MassMutual Participation Investors

2.   Adviser (if any): Babson Capital Management LLC

3.   Securities are: (Select one)

            (a)         Part of an issue registered under the
                        Securities Act of 1933 which is being
                        offered to the public                             X
                                                                        _____

            (b)         Eligible Municipal securities                   _____

            (c)         Securities purchased in an Eligible             _____
                        Rule 144A Offering

            (d)         Securities purchased in an Eligible             _____
                        Foreign Offering

4.   Issuer: Iowa Telecommunications Services Inc.
     Ticker: IWA
     Cusip: 462594201

5.   Description of Security: Common Stock

6.   Date of Purchase: November 17, 2004

7.   Underwriter from whom purchased: Merrill Lynch & Co.

                                      -1-
<PAGE>

8.   Name of Affiliated Underwriter managing or participating in syndicate
     (attach list of all members of syndicate): Jefferies & Company, Inc

9.   Aggregate principal amount of purchase of any class of the offering [this
     amount, when added to purchases by other investment companies for whom the
     adviser and the relevant sub-adviser, if any, act as adviser, may not
     exceed 25% of (10)(a) or (10)(b)]: $3,325,000 or 0.916%

10.  (a) (for securities not purchased in an Eligible Rule 144A Offering)
     Aggregate principal amount of such class of securities being offered:
     $363,113,000

     (b)  (for securities purchased in an Eligible Rule 144A Offering only) The
     principal amount of the offering of such class sold by underwriters or
     members of the selling syndicate to qualified institutional buyers, as
     defined in Rule 144A(a)(1) of this chapter, plus (b) the principal amount
     of the offering of such class in any concurrent public offering: N/A

11.  Purchase price, net of fees and expenses [may not exceed (13) unless
     offered for subscription upon exercise of rights]: $19.00 per share,
     $66,500 principal

12.  Date offering commenced: November 17, 2004

13.  Price paid by each other purchaser in the offering or in any concurrent
     offering of the securities prior to close of first full business day on
     which sales are made: $19.00 per share

14.  Commission, spread or profit: 0.68 selling concession

                                      -2-
<PAGE>

15.  Have the following conditions been                    Yes     No
     satisfied?                                           _____   _____

     a.   The purchase price did not exceed the             X
          price paid by each other purchaser in the       _____   _____
          offering or in any concurrent offering of the
          securities prior to the close of the first
          full business day on which sales are made
          (or, if a rights offering, the securities
          were purchased on the fourth day preceding
          the day on which the offering terminated)?

     b.   The underwriting was a firm                       X
          commitment underwriting?                        _____   _____

     c.   The commission, spread or profit                  X
          was reasonable and fair in relation to that     _____   _____
          being received by others for underwriting
          similar securities during the same period?

     d.   (i) (For securities that are not                  X
          municipal securities) The issuer has been in    _____   _____
          continuous operation for not less than three
          years, including the operations of any
          predecessors?

          (ii) (For municipal securities only) The         N/A
          issuer of securities has received an            _____   _____
          investment grade rating from a nationally
          recognized statistical rating organization
          or, if the issuer or entity supplying the
          revenues from which the issue is to be paid
          has been in operation less than three years
          (including the operations of any
          predecessors), it has received one of the
          three highest ratings from at least one
          such rating service?

     e.   No Affiliated Underwriter was a                  X
          direct or indirect participant in the sale?    _____   _____

                                       -3-
<PAGE>

                       MASSMUTUAL PARTICIPATION INVESTORS
            For the period from October 1, 2004 to December 31, 2004
                         Record of Securities Purchased
                         under the Rule 10f-3 Procedures

1.   Fund: MassMutual Participation Investors

2.   Adviser (if any): Babson Capital Management LLC

3.   Securities are: (Select one)

     (a)         Part of an issue registered under the
                 Securities Act of 1933 which is being
                 offered to the public                             X
                                                                 _____

     (b)         Eligible Municipal securities                   _____

     (c)         Securities purchased in an Eligible             _____
                 Rule 144A Offering

     (d)         Securities purchased in an Eligible             _____
                 Foreign Offering

4.   Issuer: PRA International
     Ticker: PRAI
     Cusip: 69353C101

5.   Description of Security: Common Stock

6.   Date of Purchase: November 17, 2004

7.   Underwriter from whom purchased: Credit Suisse First Boston Corp.



                                      -1-
<PAGE>

8.   Name of Affiliated Underwriter
     managing or participating in
     syndicate (attach list of all
     members of syndicate): Jefferies & Company, Inc

9.   Aggregate principal amount of purchase of
     any class of the offering [this amount, when added
     to purchases by other investment companies for
     whom the adviser and the relevant sub-adviser, if
     any, act as adviser, may not exceed 25% of (10)(a)
     or (10)(b)]: $142,500 or 0.125%

10.  (a) (for securities not purchased in an Eligible Rule 144A
     Offering) Aggregate principal amount of such class
     of securities being offered: $114,000,000

     (b) (for securities purchased in an Eligible Rule
     144A Offering only) The principal amount of the
     offering of such class sold by underwriters or
     members of the selling syndicate to qualified
     institutional buyers, as defined in Rule
     144A(a)(1) of this chapter, plus (b) the principal
     amount of the offering of such class in any
     concurrent public offering: N/A

11.  Purchase price, net of fees and expenses [may not exceed
     (13) unless offered for subscription upon exercise
     of rights]: $19.00 per share, $1,900 principal

12.  Date offering commenced: November 17, 2004

13.  Price paid by each other purchaser in the offering
     or in any concurrent offering of the securities
     prior to close of first full business day on which
     sales are made: $19.00 per share

14.  Commission, spread or profit: 0.798 selling concession

                          -2-
<PAGE>

15.  Have the following conditions been                    Yes     No
     satisfied?                                           _____   _____

     a.   The purchase price did not exceed the             X
          price paid by each other purchaser in the       _____   _____
          offering or in any concurrent offering of the
          securities prior to the close of the first
          full business day on which sales are made
          (or, if a rights offering, the securities
          were purchased on the fourth day preceding
          the day on which the offering terminated)?

     b.   The underwriting was a firm                       X
          commitment underwriting?                        _____   _____

     c.   The commission, spread or profit                  X
          was reasonable and fair in relation to that     _____   _____
          being received by others for underwriting
          similar securities during the same period?

     d.   (i) (For securities that are not                  X
          municipal securities) The issuer has been in    _____   _____
          continuous operation for not less than three
          years, including the operations of any
          predecessors?

          (ii) (For municipal securities only) The         N/A
          issuer of securities has received an            _____   _____
          investment grade rating from a nationally
          recognized statistical rating organization
          or, if the issuer or entity supplying the
          revenues from which the issue is to be paid
          has been in operation less than three years
          (including the operations of any
          predecessors), it has received one of the
          three highest ratings from at least one such
          rating service?

     e.   No Affiliated Underwriter was a                   X
          direct or indirect participant in the sale?     _____   _____


                                       -3-
</TEXT>
</DOCUMENT>
