<DOCUMENT>
<TYPE>EX-99.77O
<SEQUENCE>3
<FILENAME>exh-77o_14866.txt
<DESCRIPTION>TRANSACTIONS EFFECTED PURSUANT TO RULE 10F-3
<TEXT>
                                                                     EXHIBIT 77O
                                                                     -----------

                       MASSMUTUAL PARTICIPATION INVESTORS

                                RULE 10F-3 REPORT

NAME OF FUND: MASSMUTUAL PARTICIPATION INVESTORS
NAME OF SUB-ADVISOR: BABSON CAPITAL MANAGEMENT LLC
RULE 10F-3 REPORT - ACQUISITION OF SECURITIES DURING EXISTENCE OF AN
UNDERWRITING OR SELLING SYNDICATE IN THE 4TH QUARTER OF 2006.
NAME OF AFFILIATE MEMBER OF UNDERWRITING OR SELLING SYNDICATE - JEFFERIES & CO.

<TABLE><CAPTION>
=============== =============== =============== ============= ================= =====================================
Type of         Issuer Name     Description     Date of       Underwriter       Name of Affiliated Underwriter
Security*                       of Security     Purchase      from who          managing or participating in
(indicate A,                                                  purchased         syndicate (attach list of all
B, C, D or E)                                                                   members of syndicate)
=============== =============== =============== ============= ================= =====================================
<S>             <C>             <C>             <C>           <C>               <C>
A               Spirit          Common          11/20/06      Morgan Stanley    Jefferies & Co.
                Aerosystems     Stock
                Holdings Inc.
</TABLE>

* Indicate (A) if part of an issue registered under the Securities Act of 1933
that is being offered to the public, (B) part of an issue of government
securities, as defined in section 2(a)(16) of the Investment Company Act of
1940, (C) if Eligible Municipal Securities, (D) if Securities sold in an
Eligible Foreign Offering, (E) if Securities sold in an Eligible Rule 144A
Offering.


<TABLE><CAPTION>
===================== ============================ ================================== ===============================
                      (X)                          (Y)
Aggregate principal   Aggregate principal amount   The principal amount of the        Purchase price, net of fees
amount of purchase    of such class of             offering of such class sold by     and expenses
of any class of the   securities being offered     underwriters or members of the     [MAY NOT EXCEED COLUMN (Z)
offering $ and # of   [FOR SECURITIES NOT          selling syndicate to qualified     UNLESS OFFERED FOR
shares. [THIS         PURCHASED IN AN ELIGIBLE     institutional buyers, as defined   SUBSCRIPTION UPON EXERCISE OF
AMOUNT, WHEN ADDED    RULE 144A OFFERING]          in Rule 144A(a)(1), plus (b) the   RIGHTS]
TO PURCHASES BY                                    principal amount of the offering
OTHER INVESTMENT                                   of such class in any concurrent
COMPANIES FOR WHOM                                 public offering.
THE ADVISER AND THE                                [FOR SECURITIES PURCHASED IN AN
RELEVANT                                           ELIGIBLE RULE 144A OFFERING]
SUB-ADVISER, IF
ANY, ACT AS
ADVISER, MAY NOT
EXCEED 25% OF
COLUMN (X) OR (Y)
===================== ============================ ================================== ===============================
<S>                   <C>                          <C>                                <C>
$62,500               $1432.17 Mln                 N/A                                $26.00 per share
2500  Shares                                                                          $26,000 principal
</TABLE>



                                   PAGE 1 OF 3
<PAGE>
<TABLE><CAPTION>
==================== ======================================================= ========================================
                     (Z)
Date offering        Price paid by each other purchaser in the offering or   Commission, spread or profit
commenced            in any concurrent offering of the securities prior to
                     close of first full business day on which sales are
                     made.
-------------------- ------------------------------------------------------- ----------------------------------------
<S>                  <C>                                                     <C>
11/20/06                                $26.00 per share                     Gross Spread: $1.300
                                                                             Selling Concession: $0.780
</TABLE>

The undersigned certifies that the information contained herein is complete and
accurate and the following conditions have been satisfied:

1.   The purchase price did not exceed the 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).

2.   The underwriting was a firm commitment underwriting.

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

4.   For securities that are not municipal securities - The issuer has been in
     continuous operation for not less than three years, including the
     operations of any predecessors.

5.   For municipal securities only - The issue 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.

6.   The amount of such securities purchased by all of the investment companies
     advised by the adviser and the relevant sub-adviser(s) to the Fund
     purchasing such securities did not exceed 25% of column X or Y.

7.   No Affiliated Underwriter was a direct or indirect participant in the sale.

8.   Each transaction specified in this report has been effected in compliance
     with SEC Rule 10f-3.




                                   PAGE 2 OF 3
<PAGE>


                         SPIRIT AEROSYSTEMS HOLDING INC.
                     Non-affiliated brokers in the syndicate




Credit Suisse
Goldman Sachs & Co.
Morgan Stanley
Bank of America Securities LLC
Citigroup Global Markets Inc.
Cowen & Co.
Deutsche Bank Securities Inc.
GMP Securities LP
Lehman Brothers
Merrill Lynch & Co.
RBC Capital Markets
Scotia Capital Inc.
UBS Securities
Westwind Partners Inc.


















                                   PAGE 3 OF 3
</TEXT>
</DOCUMENT>
