485BPOS

As filed with the Securities and Exchange Commission on or about April 28, 2022

Registration Statement File No. 333-49475

Registration Statement File No. 811-08075

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-6

REGISTRATION STATEMENT

x    UNDER THE SECURITIES ACT OF 1933

o    Pre-Effective Amendment No.

x    Post-Effective Amendment No. 28

and/or

REGISTRATION STATEMENT

x    UNDER THE INVESTMENT COMPANY ACT OF 1940

x    Amendment No. 249

(Check appropriate box or boxes.)

Massachusetts Mutual Variable Life Separate Account I

(Exact Name of Registrant)

Massachusetts Mutual Life Insurance Company

(Name of Depositor)

1295 State Street, Springfield, Massachusetts 01111

(Address of Depositor’s Principal Executive Offices)

(413) 788-8411

(Depositor’s Telephone Number, including Area Code)

John E. Deitelbaum

Head of MMUS Law

Massachusetts Mutual Life Insurance Company

1295 State Street

Springfield, Massachusetts 01111

(Name and Address of Agent for Service)

Approximate date of proposed public offering:  Continuous

It is proposed that this filing will become effective (check appropriate box)

oimmediately upon filing pursuant to paragraph (b) of Rule 485.

xon    May 1, 2022    pursuant to paragraph (b) of Rule 485.

o60 days after filing pursuant to paragraph (a)(1) of Rule 485.

oon                            pursuant to paragraph (a)(1) of Rule 485.

If appropriate, check the following box:

oThis post effective amendment designates a new effective date for a previously filed post effective amendment.

Title of Securities being Registered: Units of Interest in Variable Universal Life (VUL), an individual, flexible premium, adjustable, variable life insurance policy.

Variable Universal Life (VUL)
Issued by Massachusetts Mutual Life Insurance Company
Massachusetts Mutual Variable Life Separate Account I

This prospectus describes an individual, flexible premium, adjustable, variable life insurance policy (policy) issued by Massachusetts Mutual Life Insurance Company (MassMutual, Company, we, us, or our). While the policy is In Force, it provides lifetime insurance protection on the Insured. The policy is not a way to invest in mutual funds and is not suitable for short-term investment. The Owner (you or your) should consider the policy in conjunction with other life insurance you own. Replacing any existing life insurance policy with this policy or financing the purchase or maintenance of the policy through a loan or through withdrawals from another policy may not be to your advantage.

The policy is no longer available for sale. However, we continue to administer existing policies.

The policy offers a number of investment choices, including a Guaranteed Principal Account (GPA) and one or more variable investment divisions (Separate Account Divisions) offered through our separate account, Massachusetts Mutual Variable Life Separate Account I (Separate Account). Each Separate Account Division, in turn, invests in the Funds listed in Appendix A to this prospectus.

You bear the investment risks of any premium allocated to these Separate Account Divisions. The death benefit may vary and the Net Surrender Value will vary, depending on the investment performance of the Funds.

The policy is not (1) a bank or credit union deposit or obligation; (2) FDIC or NCUA insured; (3) insured by any federal government agency or (4) guaranteed by any bank or credit union. The policy may go down in value and provides guarantees that are subject to our financial strength and claims-paying ability.

This prospectus is not an offer to sell the policy in any jurisdiction where it is illegal to offer the policy nor is it an offer to sell the policy to anyone to whom it is illegal to offer the policy. The policy is no longer offered for sale. Owners may, however, continue to make premium payments under existing policies.

YOU MAY CANCEL YOUR POLICY WITHIN 10 DAYS OF RECEIVING IT WITHOUT PAYING FEES OR PENALTIES.

In some states, this cancellation period may be longer. Upon cancellation, you will receive either a full refund of the premiums you paid less any withdrawals and any Policy Debt or your Account Value less any withdrawals and any Policy Debt. You should review this prospectus, or consult with your investment professional, for additional information about the specific cancellation terms that apply.

Additional information about certain investment products, including variable life insurance policies, has been prepared by the Securities and Exchange Commission staff and is available at www.investor.gov.

The SEC has not approved or disapproved the policy or determined that this prospectus is accurate or complete. Any representation that it has is a criminal offense.

Please read this prospectus before investing. You should keep it for future reference.

Effective May 1, 2022

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Table of Contents

Glossary	3
Important Information You Should Consider About the Variable Universal Life Policy	5
Overview of the Policy	10
Fee Tables	12
Principal Risks	17
General Information about the Company, the Separate Account and the Underlying Funds	19
The Company	19
The Guaranteed Principal Account	19
The Separate Account	19
Underlying Funds	20
Charges and Deductions	22
Transaction Fees	22
Surrender Charges	23
Periodic Charges	24
Monthly Charges Against the Account Value	24
Daily Charges Against the Separate Account	27
Special Circumstances	27
Owner, Insured, Beneficiary	27
Purchasing a Policy	28
Purchasing a Policy	28
Your Right to Return the Policy	28
Sending Requests in Good Order	28
Premiums	29
Transfers	33
Limits on Frequent Trading and Market Timing Activity	33
Dollar Cost Averaging Program	35
Portfolio Rebalancing Program	35
Policy Value	36
How the Value of Your Policy is Calculated	36
Death Benefit	37
Minimum Death Benefit	37
Death Benefit Options	38
Right to Change the Death Benefit Option	38
When We Pay Death Benefit Proceeds	39
Interest on Death Benefit	40
Payment Options	40
Right to Change the Face Amount	41
Suicide	42
Error of Age or Gender	42
Other Benefits Available Under the Policy	42
Additional Benefits	42
Right to Exchange	51
Accessing the Money in Your Policy	52
Withdrawals	52
Surrenders	53
Loans	53
Policy Termination and Reinstatement	56
Safety Test (Not available in New York)	56
Grace Period	57
Reinstating Your Policy	57
Policy After You Reinstate	58
Federal Income Tax Considerations	58

Other Information	63
Other Policy Rights and Limitations	63
Delay of Payment of Proceeds from the GPA	64
Delay of Payment of Proceeds from the Separate Account	64
Distribution	64
Computer System, Cybersecurity, and Service Disruption Risks	66
Legal Proceedings	66
Unclaimed Property	67
Financial Statements	67
Appendix A – Funds Available Under the Policy	68
Appendix B	72
Hypothetical Examples of the Impact of the Minimum Death Benefit	72
Hypothetical Examples of the Impact of the Account Value and Premiums	73
Hypothetical Examples of Death Benefit Option Changes	74
Appendix C – Hypothetical Example — Accelerated Death Benefit Rider for Terminal Illness	76
Appendix D – Hypothetical Example – Substitute of Insured Rider	77

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Glossary

We have tried to make this prospectus as readable and understandable for you as possible. By the very nature of the policy, however, certain technical words or terms are unavoidable. We have identified the following as some of these words or terms.

Account Value. The value of your investment in the Separate Account Divisions and the GPA.

Accumulation Unit. A unit of measure that we use to determine the value in each Separate Account Division.

Administrative Office. MassMutual Customer Service Center, PO Box 1865, Springfield, MA 01102-1865, (800) 272-2216, (Fax) (866) 329-4527, www.MassMutual.com

Attained Age. Insured’s age on the Issue Date plus the number of completed Policy Years.

Face Amount. An amount used to determine the insurance coverage the policy provides while it is In Force.

Free Look. Your right to cancel the policy and receive a refund.

Fund(s). The investment entities in which the Separate Account Divisions invest.

Good Order. The actual receipt by our Administrative Office of the instructions related to a request or transaction in writing (or, when permitted, by telephone, fax, website, or other electronic means), within the time limits, if any, along with all forms, information and supporting legal documentation we require to effect the request or transaction. This information includes, to the extent applicable: the completed application or instruction form; your policy number; the transaction amount (in dollars or percentage terms); the names and allocations to and/or from the Separate Account Divisions affected by the request or transaction; the signatures of all Owners; if necessary, Social Security Number or Tax Identification number; tax certification; and any other information or supporting documentation we may require including consents, certifications and guarantees. Instructions must be complete and sufficiently clear so that we do not need to exercise any discretion to follow such instructions. We may, in our sole discretion, determine whether any particular request or transaction is in Good Order, and we reserve the right to change or waive any Good Order requirements at any time. If you have any questions, you may contact our Administrative Office before submitting the form or request.

Grace Period. A period that begins when the Account Value (or Net Surrender Value if there is Policy Debt) is not sufficient to cover monthly charges due and your policy stays In Force, during which you can pay the amount of premium needed to avoid termination.

Guarantee Period. A period in which the policy will remain In Force regardless of the value of the policy. The Guarantee Period is the first five Policy Years.

Guarantee Premium. The monthly premium payment that must be made to meet the Safety Test during the Guarantee Period.

In Force. Your policy has not terminated.

Initial Face Amount. The Face Amount on the Policy Date.

Insurance Risk. The difference between the death benefit and the Account Value.

Insured. The person on whose life the policy is issued.

Issue Date. The date we issue the policy. The Issue Date starts the contestability and suicide periods.

Modified Endowment Contract (MEC). A Modified Endowment Contract (MEC) is a special type of life insurance under federal income tax law. Specifically, the law prescribes a test that is intended to differentiate between policies that are purchased primarily for certain tax advantages, versus policies that are purchased primarily for death protection. MECs are still life insurance and offer tax-free death benefits and tax-deferred cash value accumulation. However, pre-death distributions (including loans) are taxed as “income first” (not cost basis first), meaning they are taxable to the extent of gain in the policy. In addition, distributions may be subject to a 10% additional tax.

Monthly Charge Date. The Policy Date and the same day of each succeeding calendar month.

Net Premium. A premium payment received in Good Order minus the premium expense charge.

Net Surrender Value. Account Value less any surrender charges and Policy Debt.

Planned Premium. The amount selected by you to be paid on a periodic basis to keep your policy In Force.

Policy Anniversary. The anniversary of the Policy Date.

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Policy Date. The starting point for determining the Policy Anniversaries, Policy Years, and Monthly Charge Dates. It is also the day we first deduct monthly charges under the policy.

Policy Debt. All outstanding loans plus accrued interest.

Policy Debt Limit. When total Policy Debt exceeds the Account Value less surrender charges.

Policy Termination. An event where your policy is no longer In Force due to the Account Value becoming too low to support your policy’s monthly charges and the Safety Test is not met, or if the total Policy Debt exceeds the Account Value less surrender charges.

Policy Year. The twelve-month period beginning with the Policy Date, and each successive twelve-month period thereafter.

Safety Test. A no-lapse guarantee that allows you to keep the policy In Force during a Guarantee Period regardless of the value of the policy, as long as the Policy Debt Limit has not been reached.

Separate Account Division. A variable investment division offered through our Separate Account that invests in the corresponding underlying Fund.

Valuation Date. Any day on which the net asset value of the units of each Separate Account Division is determined. Generally, this is any date the New York Stock Exchange (NYSE), or its successor, is open for trading. A Valuation Date ends when the NYSE closes (usually 4 p.m. Eastern Time).

Written Request. A written or electronic communication or instruction in Good Order sent by you to us at our Administrative Office.

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Important Information You Should Consider About the Variable Universal Life Policy

	FEES AND EXPENSES	LOCATION IN PROSPECTUS
Charges for Early Withdrawals	If you surrender the policy, decrease the Face Amount, or the policy lapses in the first 14 Policy Years or the first 14 years following an increase in Face Amount, a surrender charge may apply. For the Initial Face Amount, rates are based on the Insured’s issue age, gender, risk class, and coverage year. For each increase in the Face Amount, rates are based on the Insured’s Attained Age, gender, risk class on the effective date of the increase, and coverage year. The surrender charge is the sum of surrender charges for the Initial Face Amount and all Face Amount increases. For a 35-year-old male Insured, non-tobacco user, in the standard risk classification, with an initial premium of $100,000, $1,000,000 Face Amount and no increases in Face Amount, upon surrender in the first Policy Year, a charge of up to $11,830 could be assessed.	Fee Tables – Transaction Fees – Surrender Charges Charges and Deductions – Transaction Fees – Surrender Charges Death Benefit – Right to Change Face Amount
Transaction Charges	In addition to surrender charges, you also may be charged for other transactions. Premium Expense Charge. We deduct a premium expense charge from each premium you pay. The current premium expense charge is 5% of each premium payment up to and including the expense premium and 3% of premium over the expense premium. The maximum charge is 7.5% of each premium payment up to and including the expense premium, and 5% of premium over the expense premium. Withdrawal Fee. When you withdraw a portion of your Account Value, we assess a fee that is the lesser of $25 per withdrawal or 2% of the amount withdrawn. The current withdrawal fee is $0. Rider Processing Fee. We assess a one-time processing fee of up to $250 (less in some states) when you exercise the Accelerated Death Benefit Rider for Terminal Illness.	Fee Tables – Transaction Fees Fee Tables – Periodic Charges Other Than Fund Operating Expenses Charges and Deductions – Transaction Fees

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	FEES AND EXPENSES			LOCATION IN PROSPECTUS
Ongoing Fees and Expenses (annual charges)	In addition to surrender charges and transaction charges, an investment in the policy is subject to certain ongoing fees and expenses, including fees and expenses covering the cost of insurance and cost of optional riders. Those fees and expenses may either be fixed or vary based on characteristics of the Insured (e.g., age, sex, and risk classification). You should view the policy’s specifications pages for rates applicable to your policy. You also will bear fees and expenses associated with the Funds you choose, as shown below.			Fee Tables – Periodic Charges Other Than Fund Operating Expenses Charges and Deductions – Monthly Charges Against Account Value Appendix A
	Annual Fee	Minimum	Maximum
	Fund options (Fund fees and expenses)	0.27%(1)	1.13%(1)

(1) As a percentage of Fund assets

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	RISKS	LOCATION IN PROSPECTUS
Risk of Loss	You can lose money by investing in this policy.	Principal Risks – Investment Risks Underlying Funds
Not a Short-Term Investment	This policy is not a short-term investment and is not appropriate for an investor who needs ready access to cash. Surrender charges apply for the first 14 Policy Years and the first 14 years following an increase in Face Amount. These charges will reduce the amount payable to you if you surrender the policy during those times.	Overview of the Policy – What is the policy, and what is it designed to do? Principal Risks – Suitability
Risks Associated with Investment Options	An investment in this policy is subject to the risk of poor investment performance and can vary depending upon the performance of the underlying Funds you choose. Each investment option (including any fixed account investment option) has its own unique risks. You should review the prospectuses for the available Funds before making an investment decision.	Principal Risks - Investment Risks Underlying Funds
Insurance Company Risks	An investment in the policy is subject to the risks related to the Depositor (MassMutual). Any obligations (including under any fixed account investment option), guarantees, or benefits of the policy are subject to the claims-paying ability of MassMutual. If MassMutual experiences financial distress, it may not be able to meet its obligations to you. More information about MassMutual, including its financial strength ratings, is available at www.MassMutual.com/ratings.	General Information About the Company, the Separate Account, and the Underlying Funds – The Guaranteed Principal Account
Policy Lapse	Your policy could terminate (or lapse) if the Account Value of the policy becomes too low to support the policy’s monthly charges and the Safety Test is not met, or if total Policy Debt exceeds the Account Value less surrender charges. Factors that may cause your policy to lapse include: insufficient premium payments, poor investment performance, withdrawals, and unpaid loans or loan interest. If your policy lapses, you may be able to reinstate it. To reinstate your policy, you must provide us certain written materials we require as well as a premium payment sufficient to keep the policy In Force for three months after reinstatement. The death benefit will not be paid if the policy has lapsed.	Principal Risks – Policy Termination Policy Termination and Reinstatement

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	RESTRICTIONS	LOCATION IN PROSPECTUS
Investments	Generally, you may transfer Account Value among the Separate Account Divisions and the GPA, subject to certain limitations. We also offer two automated transfer programs: Dollar Cost Averaging and Portfolio Rebalancing. Transfers of the policy’s Account Value are subject to the following conditions: • Transfers from the GPA are limited to one per Policy Year and may not exceed 25% of your Account Value in the GPA (less any Policy Debt). There is one exception to this rule. If you have transferred 25% of the GPA Value (less any Policy Debt) for three consecutive years and you have not added any Net Premiums or transferred amounts to the GPA during these three consecutive years, you may transfer the remainder of the GPA Value (less any Policy Debt) out of the GPA in the succeeding Policy Year. • Transfers are not permitted during the Free Look period for those policies in which we refund the premium paid less withdrawals and Policy Debt. • Transfers (including transfers through automated programs) cannot be processed during a Grace Period. In addition, we reserve the right to reject or restrict transfers if we determine the transfers reflect frequent trading or a market timing strategy, or we are required to reject or restrict by the applicable Fund. MassMutual also reserves the right to remove or substitute Funds as investment options that are available under the policy.	Transfers General Information About the Company, the Separate Account and the Underlying Funds – Underlying Funds – Addition, Removal, Closure, or Substitution of Funds
Optional Benefits	Optional benefits, such as riders, may alter the benefits or charges in your policy. Rider availability and benefits may vary by state of issue, and their election may have tax consequences. Riders may have restrictions or limitations. If you elect a particular rider, it may restrict or enhance the terms of your policy, or restrict the availability or terms of other riders.	Other Benefits Available under the Policy

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	TAXES	LOCATION IN PROSPECTUS
Tax Implications	• You should consult with a tax professional to determine the tax implications of an investment in and payments received under the policy. • If you purchase the policy through a qualified retirement plan, you do not receive any additional tax deferral. • Withdrawals and partial surrenders are taxed as recovery of cost basis first and income second. Loans and collateral assignments are not taxable when taken. Any gain on your policy is taxed as ordinary income. • If your policy becomes a Modified Endowment Contract or MEC, loans, collateral assignments, withdrawals, and other pre-death distributions will be taxed as income first and recovery of cost basis second. You may have to pay a penalty tax if you take a distribution before you attain age 59½.	Federal Income Tax Considerations

	CONFLICTS OF INTEREST	LOCATION IN PROSPECTUS
Investment Professional Compensation	Your registered representative may receive compensation in the form of commissions for selling the policy to you. If your registered representative is also a MassMutual insurance agent, they are also eligible for certain cash and non-cash benefits from MassMutual. Cash compensation includes bonuses and allowances based on factors such as sales, productivity and persistency (policy retention). Non-cash compensation includes various recognition items such as prizes and awards as well as attendance at, and payment of the costs associated with attendance at, conferences, seminars and recognition trips, and also includes contributions to certain individual plans such as pension and medical plans. Sales of the policy may help these registered representatives and their supervisors qualify for such benefits. This conflict of interest may influence your registered representative to offer or recommend this policy over another investment.	Other Information – Distribution
Exchanges	Because the policy is no longer sold, you would not be affected by a scenario in which you are asked to replace an existing life insurance policy you own with a new purchase of this policy. However, in general, you should be aware that some investment professionals may have a financial incentive to offer you a new policy in place of the one you already own. Thus, in general, you should only exchange your life insurance policy if you determine, after comparing the features, fees, and risks of both policies, that it is preferable for you to purchase the new life insurance policy rather than continue to own the existing policy.	Other Benefits Available Under the Policy – Right to Exchange

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Overview of the Policy

What is the policy, and what is it designed to do?

The MassMutual Variable Universal Life policy is a variable life insurance policy that provides a death benefit. The policy is designed to allow you to fund your life insurance needs through investment in a Guaranteed Principal Account (GPA) and one or more of the variable investment divisions of the Massachusetts Mutual Variable Life Separate Account I (Separate Account). The policy allows you to allocate your Net Premiums and Account Value among the various investment choices. Your Account Value will vary based on performance of the investment choices you select and the fees and charges under the policy.

In exchange for your premium payments, we will pay the beneficiary a death benefit when the Insured dies while the policy is In Force. You can select one of the three death benefit options available under the policy. Subject to certain limitations, you can change the death benefit option you selected.

This policy does not mature or provide an endowment in a specific Policy Year, except as follows: A policy issued in New York will mature when the Insured reaches Attained Age 100. Any Net Surrender Value the policy has on the maturity date will be paid to the Owner.

Variable life insurance is designed to help meet long-term insurance needs. It is not suitable as a vehicle for short-term savings. You should not purchase the policy if you will need the premium payments in a short period of time. The policy is not intended for people who need to take early or frequent withdrawals or who intend to engage in frequent trading among the Separate Account Divisions. You should consider your need for cash, time horizon for investment and financial goals before submitting an application to purchase the policy. You may want to consult your financial or tax adviser.

How are premium payments treated under the policy?

When you apply for the policy, you select (within certain limitations) the Planned Premium amount and the payment frequency (annual, semiannual, quarterly, or monthly). The Planned Premium amount is based on a number of factors, including, but not limited to, the Face Amount, Insured’s issue age, gender and risk classification. Generally, you determine the first premium you want to pay for the policy, but it must be at least equal to the Minimum Initial Premium. The Minimum Initial Premium depends on the premium frequency you choose, the policy’s Initial Face Amount and death benefit option, the Insured’s age, gender and risk classification, and whether the policy has any riders.

After the first premium has been paid, the policy offers premium flexibility, which allows subsequent premium payments to be paid in any amount and at any time, within certain limits. Although you must maintain sufficient Account Value to keep the policy In Force, there is no required schedule for premium payments. You should review the Premium Flexibility section of the prospectus for additional important information.

When a premium payment is received in Good Order, we deduct a premium expense charge to generally cover taxes and acquisition expenses, and the remaining amount, known as the Net Premium, is allocated among the Separate Account Divisions and the GPA according to your current allocation instructions. Depending on the state in which we issue the policy, we may hold your initial Net Premium payments in the money market division until the Free Look period is completed.

Investments in your policy’s Separate Account Divisions are held in an account separate from the general assets of the Company. We have established a segment within the Separate Account to receive and invest premium payments for the Variable Universal Life policies. Currently, the Variable Universal Life segment is divided into over 30 Separate Account Divisions. Each Separate Account Division purchases shares in a corresponding Fund. Information about each corresponding Fund is provided at the back of this prospectus. Please see “Appendix A– Funds Available Under the Policy.”

Net Premium and Account Value allocated to the GPA become part of the Company’s General Investment Account, which supports life insurance and annuity obligations, and are dependent on the Company’s financial strength and claims-paying ability. You do not participate in the investment performance of the assets in our General Investment Account. Instead, we guarantee that amounts allocated to the GPA, in excess of Policy Debt, will earn interest at a minimum rate of 3% per year. We may credit a higher rate at our discretion.

Payment of insufficient premiums may result in the policy lapsing. Although this policy does offer a no-lapse guarantee feature, the Safety Test, there is no guarantee that the policy will remain In Force as a result of making Planned Premium payments.

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Federal law, such as the Internal Revenue Code of 1986, as amended (IRC), places restrictions on the amount of money you may put into a life insurance contract and still meet the definition of life insurance for tax purposes. In order for a policy to meet the IRC’s guidelines, either the Cash Value Accumulation Test or the Guideline Premium Test must be chosen. If you choose the Cash Value Accumulation Test, any premium payment that would exceed its limits may only be accepted if the Insured provides us with satisfactory evidence of insurability. If you choose the Guideline Premium Test, we will refund any amount of premium payment that exceeds its limit.

What are the primary features and options that the policy offers?

• Choice of Death Benefit Options. The policy offers a choice of one of three death benefit options— a Level Option, Return of Account Value Option, and Return of Premium Option. Please see the “Death Benefit” section for more information.

• Face Amount Changes. You may request an increase or decrease in the Face Amount. If you change your Face Amount, your policy charges, including surrender charges, will change accordingly. If the policy’s Account Value less surrender charges (or Net Surrender Value if there is Policy Debt) cannot keep the policy In Force with the requested change in Face Amount, a premium payment may be required.

• Investment Options. You can choose to allocate your Net Premium payments and Account Value among various investment choices. Your choices include the Separate Account Divisions, each of which invests in an underlying Fund, and the Guaranteed Principal Account (GPA).

• Surrenders and Withdrawals. You may surrender your policy, and we will pay you its Net Surrender Value (Account Value less any surrender charges and Policy Debt). You may also withdraw a part of the Net Surrender Value. A withdrawal reduces the policy values, may reduce the Face Amount of the policy, and may increase the risk that the policy will terminate or lapse. Surrenders and withdrawals may have adverse tax consequences.

• Loans. You may take a loan on the policy once your Account Value exceeds the total of any surrender charges. The policy secures the loan. Taking a loan may have adverse tax consequences and will increase the risk that your policy may terminate or lapse. Interest charges will apply.

• Transfers. Generally, you may transfer funds among the Separate Account Divisions and the GPA, subject to certain limitations. We also offer two automated transfer programs: Dollar Cost Averaging and Portfolio Rebalancing.

• Safety Test. During defined periods, your policy will not terminate or lapse, regardless of its Account Value, as long as you have made the specified minimum premium payments. However, even if the Safety Test is met, this policy may terminate if Policy Debt exceeds the Account Value less surrender charges.

• Assignability. Subject to our approval, you may generally assign the policy as collateral for a loan or other obligation.

• Tax Treatment. You are generally not taxed on the policy’s earnings until you withdraw Account Value from your policy. This is known as tax deferral.

• Additional Rider Benefits. There are additional benefits you may add to your policy by way of riders. An additional charge may apply if you elect a rider. The riders available with this policy are listed in the “Other Benefits Available Under the Policy” section.

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Fee Tables

The following tables describe the fees and expenses that you will pay when buying, owning, surrendering or making withdrawals from the policy. Please refer to your policy’s specification pages for information about the specific fees you will pay each year based on the options you have elected.

The first table describes the fees and expenses that you will pay at the time you buy the policy, surrender the policy or take Account Value out of the policy.

Transaction Fees
Charge	When Charge is Deducted	Amount Deducted
Premium Expense Charge(1)	When you pay premium	Maximum:	All Coverage Years 7.5% of each premium payment up to and including the expense premium, and 5% of any premium payment in excess of the expense premium.
		Current:	5% of each premium payment up to and including the expense premium, and 3% of any premium payment in excess of the expense premium.
Surrender Charges(2)(3)(4)(5) Surrender charges generally apply for the first 14 Policy Years and the first 14 years following an increase in Face Amount.	Upon surrender, at the time of an elected decrease in Face Amount, or policy lapse.	Maximum:	First Coverage Year $3.44-$46.29 per $1,000 of Face Amount
		Current:	$3.44-$46.29 per $1,000 of Face Amount
		Representative Insured: Male, Age 35, Non-Tobacco, Standard Risk(2)(3)(4)(5)(6)	$11.83 per $1,000 of Face Amount
Processing Fees
Charge	When Charge is Deducted	Amount Deducted
Withdrawal Fee	When you withdraw a portion of your Account Value from the policy.	Maximum:	The lesser of $25 per withdrawal or 2% of the amount withdrawn
		Current:	$0

(1) The expense premium referenced in the table is used to determine premium expense charges. For the Initial Face Amount, the expense premium is based on the issue age, gender, and risk classification of the Insured. For each increase in the Face Amount, the expense premium is based on the Attained Age, gender, and risk classification of the Insured on the effective date of the increase. The expense premium is shown in the policy; it will be quoted upon request before the policy is issued. Expense premiums for policies issued in New York may vary.

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	Examples of premium expense charge are shown in the following table. An example of how the expense premium is used to determine your premium expense charge is located under “Premium Expense Charge” in the “Transaction Fees” sub-section of the “Charges and Deductions” section.
	Expense Premium Factors Per $1,000 of Face Amount and Applicable Premium Expense Charges (Assumptions: Non-Tobacco Risk Classifications, Premium Payments of $20 Per $1,000 of Face Amount)
		Male		Female
		Age 35	Age 55	Age 35	Age 55
	Expense Premium	8.45	21.19	7.38	17.41
	Current Charge
	A: Current Expense Charge for premiums up to and including Expense Premium (5%)	0.42	1.00	0.37	0.87
	B: Current Premium Expense Charge for premiums exceeding Expense Premium (3%)	0.35	n/a	0.38	0.08
	Current Premium Expense Charge for the entire $20 premium (A+B)	0.77	1.00	0.75	0.95
	Maximum Charge
	A: Maximum Expense Charge for premiums up to and including Expense Premium (7.5%)	0.63	1.50	0.55	1.31
	B: Maximum Premium Expense Charge for premiums exceeding Expense Premium (5%)	0.58	n/a	0.63	0.13
	Maximum Premium Expense Charge for the entire $20 premium (A+B)	1.21	1.50	1.18	1.44
(2)	Maximum and current rates may vary in New York, but will not exceed the maximum rates shown. Please contact your registered representative for more information.
(3)	For the Initial Face Amount, the rates vary by the Insured’s gender, issue age, risk classification, and year of coverage. For each increase in the Face Amount, the rates are based on the Attained Age, gender, and risk classification of the Insured on the effective date of the increase and the year of coverage. The surrender charge is shown in the policy’s specifications pages. The rates in this table may not be representative of the charge that a particular Owner will pay. If you would like information on the surrender charge rates for your particular situation, you can request a personalized illustration from your registered representative or by calling our Administrative Office at (800) 272-2216.
(4)	Under certain circumstances, the surrender charge may not apply when exchanging this policy for a qualifying non-variable life insurance policy offered by MassMutual or one of its subsidiaries. For additional information, please see “Additional Benefits” (Adjustment to Surrender Charges Endorsements) in the “Other Benefits Available Under the Policy” section.

(5)	Surrender charges generally apply for the first 14 Policy Years and the first 14 years following an increase in Face Amount. They will equal the first year’s surrender charge multiplied by the applicable annual percentage listed in the following table. These percentages vary by issue age and may vary for policies issued in New York.
		Coverage Year	%	Coverage Year	%
		1	100%	8	50%
		2	93%	9	43%
		3	86%	10	36%
		4	79%	11	29%
		5	71%	12	21%
		6	64%	13	14%
		7	57%	14	7%
(6)	The rates shown for the ‘‘representative Insured’’ are first year rates only.

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The next table describes the fees and expenses that you will pay periodically during the time that you own the policy, other than Fund fees and expenses.

Periodic Charges Other than Annual Fund Operating Expenses
Charge	When Charge is Deducted	Amount Deducted
Base Contract Charge:
Insurance Charge(1)	Monthly, on the policy’s Monthly Charge Date	Maximum:	$83.33 per $1,000 of Insurance Risk
		Minimum:	$0.03 per $1,000 of Insurance Risk
		Current:	$0.03-$25.01 per $1,000 of Insurance Risk
		Representative Insured: Male, Age 35, Non-Tobacco, Standard Risk(1)(2)	$0.10 per $1,000 of Insurance Risk
Substandard Risk Charge(3)	Monthly, on the policy’s Monthly Charge Date	Maximum:	$83.33 per $1,000 of Insurance Risk $83.33 per $1,000 of Face Amount (applies to flat extra charges)
		Current:	$0.01-$83.33 per $1,000 of Insurance Risk $0.08-$83.33 per $1,000 of Face Amount (applies to flat extra charges)
Administrative Charge(4)	Monthly, on the policy’s Monthly Charge Date	Maximum:	$12 per policy
		Current:	$6 per policy
Mortality & Expense Risk Charge	Daily	Maximum:	0.90% of the policy’s average daily net assets in the Separate Account
		Current:	0.55% of the policy’s average daily net assets in the Separate Account
Face Amount Charge(4)(5)	Monthly, on the policy’s Monthly Charge Date	Maximum:
		Policy Years 1 – 5:	$0.09-$0.17 per $1,000 of Face Amount
		Policy Years 6+:	$0.00 per $1,000 of Face Amount
		Current:
		Policy Years 1 – 5:	$0.09-$0.17 per $1,000 of Face Amount
		Policy Years 6+:	$0.00 per $1,000 of Face Amount
		Representative Insured: Male, Age 35, Non-Tobacco, Standard Risk(2)(4)(5)	$0.13 per $1,000 of Face Amount

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Periodic Charges Other than Annual Fund Operating Expenses
Charge	When Charge is Deducted	Amount Deducted
Loan Interest Rate Expense Charge(6)	Reduces the interest we credit on the loaned value. We credit loan interest daily.	Maximum:	2.00% as a percentage of loaned amount
		Current:
		Policy Years 1 – 15:	0.90% as a percentage of loaned amount
		Policy Years 16+:	0.50% as a percentage of loaned amount
Optional Benefit Charges:
Accelerated Death Benefit Rider for Terminal Illness(7) This rider is no longer issued.	When you elect an accelerated death benefit payment	Maximum:	$250
		Current:	$100-$250
Disability Benefit Rider(8)(9) This rider is no longer issued.	Monthly, on the policy’s Monthly Charge Date	Maximum:	$0.01-$0.26 per $1 of Monthly Deduction(10) plus $0.00-$0.09318 per $1,000 of Face Amount
		Current:	$0.01-$0.26 per $1 of Monthly Deduction(10) plus $0.00-$0.09318 per $1,000 of Face Amount
		Representative Insured: Male, Age 35, Non-Tobacco, Standard Risk(2)(8)(9)	$0.06 per $1 of Monthly Deduction(10)plus $0.01183 per $1,000 of Face Amount
Guaranteed Insurability Rider(8) This rider is no longer issued.	Monthly, on the policy’s Monthly Charge Date	Maximum:	$0.03-$0.11 per $1,000 of Option Amount
		Current:	$0.03-$0.11 per $1,000 of Option Amount
		Representative Insured: Male, Age 35(2)(8)	$0.11 per $1,000 of Option Amount

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Periodic Charges Other than Annual Fund Operating Expenses
Charge	When Charge is Deducted	Amount Deducted
Other Insured Rider(1)(11) This rider is no longer issued.	Monthly, on the policy’s Monthly Charge Date	Maximum:	$83.33 per $1,000 of Rider Face Amount
		Current:	When issued on the base Insured: $0.03-$22.51 per $1,000 of Rider Face Amount When issued on another Insured: $0.03-$25.01 per $1,000 of Rider Face Amount
		Representative Insured: Male, Age 35, Non-Tobacco, Standard Risk(1)(2)	When issued on the base Insured: $0.09 per $1,000 of Rider Face Amount When issued on another Insured: $0.10 per $1,000 of Rider Face Amount
Waiver of Monthly Charges Rider(8)(9) This rider is no longer issued.	Monthly, on the policy’s Monthly Charge Date	Maximum:	$0.01-$0.26 per $1 of Monthly Deduction(10)
		Current:	$0.01-$0.26 per $1 of Monthly Deduction(10)
		Representative Insured: Male, Age 35(2)(8)(9)	$0.06 per $1 of Monthly Deduction(10)

(1) The rates vary by a number of factors including, but not limited to, the Insured’s gender, issue age, risk classification, and year of coverage. The rates may not be representative of the charge that a particular Owner will pay. If you would like information on the insurance charge rates for your particular situation, you can request a personalized illustration from your registered representative or by calling our Administrative Office at (800) 272-2216.
The insurance charge rates reflected in this table are for standard risks. The maximum insurance charge rates are based on the 1980 Commissioners’ Standard Ordinary (1980 CSO) Tables. Insurance Risk is a liability of the insurance company and is equal to the difference between the death benefit and the Account Value.

(2) The rates shown for the “representative Insured” are first year rates only.

(3) Additional mortality fees may be assessed for risks associated with certain health conditions, occupations, aviation, avocations or driving history (i.e., substandard risks). These fees can be in the form of higher rates known as table ratings and/or flat extra charges. Table ratings and flat extra charges are components in the calculation of the insurance charges for the base policy and any applicable monthly rider insurance charges. Substandard risk charges only apply if certain factors result in an Insured having a substandard rating and will be shown in the policy’s specifications pages. Note that the insurance charges, including any table ratings and/or flat extra charges, will not exceed $83.33 per $1,000 of Insurance Risk or Face Amount. For additional information, refer to the “Monthly Charges Against the Account Value” sub-section of the “Charges and Deductions” section of this prospectus.

(4) Maximum and current rates may vary in New York, but will not exceed the maximum rates shown. Please contact your registered representative for more information.

(5) The face amount charge is set at issue for the Initial Face Amount and, for each increase, on the effective date of the increase. The charges will vary by the issue age of the Insured for the Initial Face Amount and, for increases, by the Insured’s Attained Age on the effective date of the increase. Once set, however, the charge per $1,000 of Face Amount remains constant during each segment’s first five coverage years, and then, in coverage years six and beyond, it is zero. The range of face amount charges reflected for coverage years 1 – 5 simply accounts for the range of issue ages for all potential Insureds.

(6) We charge interest on policy loans, but we also credit interest on the cash value we hold as collateral on policy loans. The Loan Interest Rate Expense Charge represents the difference (cost) between the loan interest rate charged and the interest credited on loaned amounts.

(7) The fee we deduct may vary by state, but will not exceed $250.

(8) The rates shown are for standard risks and vary by the Insured’s gender and age. The rates in this table may not be representative of the charge that a particular Owner will pay. If you would like information on the rates for your particular situation, you can request a personalized illustration from your registered representative or by calling out Administrative Office at (800) 272-2216.

(9) For substandard risks, the rates may be increased by a multiple of 1 or 2 times the standard rates shown.

(10) The policy’s “monthly deduction” is the sum of the following current monthly charges: (a) administrative charge, (b) face amount charge, (c) insurance charge, and (d) any applicable rider charges.

(11) Additional mortality fees may be assessed for risks associated with certain health conditions, occupations, aviation, avocations or driving history (i.e.,

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substandard risks). These fees can be in the form of higher rates known as table ratings and/or flat extra charges. Table ratings and flat extra charges are components in the calculation of the insurance charges for the base policy and any applicable monthly rider insurance charges. Substandard risk charges only apply if certain factors result in an Insured having a substandard rating and will be shown in the policy’s specifications pages. Note that the insurance charges, including any table ratings and/or flat extra charges, will not exceed $83.33 per $1,000 of rider Face Amount. For additional information, refer to the “Monthly Charges Against the Account Value” sub-section of the “Charges and Deductions” section of this prospectus.

All of the monthly charges listed in the table above are deducted proportionately from the then current Account Values in the Separate Account and the GPA (unless you direct us to deduct monthly charges from one Separate Account Division or from the GPA). The mortality and expense risk charge is deducted from the assets of the Separate Account only.

The next table shows the minimum and maximum total operating expenses charged by any of the Funds in which your Separate Account Divisions invest that you may pay periodically during the time that you own the policy. A complete list of Funds in which the Separate Account Divisions invest, including their annual expenses, may be found at the back of this document in Appendix A. More detail concerning each Fund’s fees and expenses is contained in the prospectus for each Fund.⁽¹⁾

Total Annual Fund Operating Expenses	Minimum	Maximum
(expenses are deducted from Fund assets, including management fees, distribution, and/or 12b-1 fees, and other expenses)	0.27%	1.13%

(1) The Fund expenses used to prepare this table were provided to us by the funds. We have not independently verified such information provided to us by Funds that are not affiliated with us.

Principal Risks

Investment Risks

The value of your policy will fluctuate with the performance of the Separate Account Divisions you select. Your Separate Account Divisions may decline in value or they may not perform to your expectations. You bear the investment risk of any Account Value invested in the Separate Account Divisions. It is possible you could lose your entire investment.

The type of investments that a Fund company makes will also create risk. A comprehensive discussion of the risks of each of the Funds underlying the Separate Account Divisions may be found in that Fund’s prospectus. You should read the Fund’s prospectus carefully before investing.

Suitability

Variable life insurance is designed to help meet long-term financial goals. It is not suitable as a vehicle for short-term savings. You should not purchase the policy if you will need the premium payment in a short period of time. We may restrict short-term investment strategies.

Early Surrender

If you surrender your policy, you will be subject to surrender charges during the first 14 Policy Years and during the first 14 years after an increase in the policy’s Face Amount. The surrender charge will reduce the proceeds payable to you. In some situations, it is possible that there will be little or no value in the policy after the surrender charges are deducted. An early surrender can also result in adverse tax consequences.

Withdrawals

A withdrawal will reduce your policy’s Account Value by the amount withdrawn. If the policy’s Account Value is reduced to a point where it cannot meet a monthly deduction, your policy may terminate. A withdrawal may also reduce your policy’s Face Amount and may have adverse tax consequences.

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Loans

Taking a loan from your policy has several risks: (1) it may increase the risk that your policy will terminate; (2) it will have a permanent effect on your policy’s Net Surrender Value; (3) it may increase the amount of premium needed to keep the policy In Force; (4) it will reduce the death benefit proceeds; and (5) it has potential adverse tax consequences.

Policy Termination

Your policy could terminate if the Account Value of the policy becomes too low to support the policy’s monthly charges and the Safety Test is not met. In addition, the policy could terminate if the total Policy Debt Limit is reached (i.e., when Policy Debt equals or exceeds the Account Value less any surrender charges that apply: (1) on a Monthly Charge Date or (2) on the Valuation Date a premium payment is received, if the policy is in the Grace Period). Factors that may cause your policy to terminate include: insufficient premium payments, poor investment performance, withdrawals, and unpaid loans or loan interest. Poor investment performance of the Funds selected by the Owner and the deduction of policy fees and monthly charges may result in termination of the policy even if all Planned Premiums are timely paid, unless the Safety Test is met and there is no Policy Debt. No death benefit or other benefits under the policy will be paid once the policy terminates.

Limitations on Access to Cash Value

• Withdrawals were not available in the first Policy Year.

• We may not allow a withdrawal if it would reduce the Face Amount to less than the policy’s minimum Face Amount.

• The minimum withdrawal is $100 and the maximum withdrawal is 75% of the Net Surrender Value.

• There may be little to no cash value available for loans and withdrawals in the policy’s early years.

Insurance Company Insolvency

It is possible that we could experience financial difficulty in the future and even become insolvent, and therefore unable to provide all of the guarantees and benefits that we promise that exceed the value of the assets in the Separate Account.

Adverse Tax Consequences

Certain transactions (including, but not limited to, withdrawals, surrenders and loans) may lead to a taxable event. Under certain circumstances (usually if your premium payments in the first seven years or less exceed specified limits), your policy may become a ‘‘Modified Endowment Contract’’ (MEC). Under federal tax law, loans, collateral assignments, withdrawals, and other pre-death distributions received from a MEC policy are taxed as income first and recovery of cost basis second. Also, distributions includable in income received before you attain age 59½ may be subject to a 10% penalty tax. Existing tax laws that benefit this policy may change at any time.

Policy Charge Increase

We have the right to increase certain policy and rider charges; however, the charges will not exceed the maximum charges identified in the fee tables. If we increase a policy or rider charge, you may need to increase the amount and/or frequency of your premiums to keep your policy In Force. We will notify the Owner of any such changes through a prospectus supplement.

Cybersecurity and Certain Business Continuity Risks

Our operations support complex transactions and are highly dependent on the proper functioning of information technology and communication systems. Any failure of or gap in the systems and processes necessary to support complex transactions and avoid systems failure, fraud, information security failures, processing errors, cyber intrusion, loss of data and breaches of regulation may lead to a materially adverse effect on our results of operations and corporate reputation. In addition, we must commit significant resources to maintain and enhance our existing systems in order to keep pace with applicable regulatory requirements, industry standards and customer preferences. If we fail to maintain secure and well-functioning information systems, we may not be able to rely on information for product pricing, compliance obligations, risk management and underwriting decisions. In addition, we cannot assure investors or consumers that interruptions, failures or breaches in security of these processes and systems will not occur, or if they do occur, that they can be timely detected and remediated. The occurrence of any of these events may have a materially adverse effect on our businesses, results of operations and financial condition. For additional detail regarding cybersecurity and related risks, please see “Other Information – Computer System, Cybersecurity, and Service Disruption Risks” in this prospectus.

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General Information about the Company, the Separate Account and the Underlying Funds

The Company

MassMutual and its domestic life insurance subsidiaries provide individual and group life insurance, disability insurance, individual and group annuities and guaranteed interest contracts to individual and institutional customers in all 50 states of the U.S., the District of Columbia and Puerto Rico. Products and services are offered primarily through MassMutual’s distribution channels: MassMutual Financial Advisors, MassMutual Strategic Distributors, Digital Direct to Consumer and Business to Business, Institutional Solutions and Worksite.

MassMutual is organized as a mutual life insurance company. MassMutual’s home office is located at 1295 State Street, Springfield, Massachusetts 01111-0001.

The Guaranteed Principal Account

Net Premium and Account Value you allocate to the GPA become part of the General Investment Account of the Company. Subject to applicable law, the Company has sole discretion over the assets in its General Investment Account. The assets of our General Investment Account support our insurance and annuity obligations and are subject to our general liabilities from our business operations and to claims by our creditors. We use General Investment Account assets for many purposes including to pay death benefits, withdrawals, surrenders, policy loans, and transfers from the GPA as well as to pay amounts we provide to you through elected additional features and guarantees that are in excess of your variable Account Value allocated to the Separate Account. We refer to our ability to meet any contractual obligations as our claims-paying ability.

It is important to note that there is no guarantee that we will always be able to meet our claims-paying obligations, and as with any insurance product, there are risks to purchasing this policy. For this reason, when purchasing a policy and making investment decisions, you should consider our financial strength and claims-paying ability to meet our obligations under the policy.

The General Investment Account has not been registered under the Securities Act of 1933 (1933 Act) or the 1940 Act because of exemptive and exclusionary provisions. Accordingly, neither the General Investment Account nor any interests therein are generally subject to the provisions of the 1933 Act or the 1940 Act. Disclosures regarding the GPA or the General Investment Account, however, are subject to certain generally applicable provisions of the federal securities laws relating to the accuracy and completeness of statements made in this prospectus.

You do not participate in the investment performance of the assets in our General Investment Account. Instead, we guarantee that amounts allocated to the GPA, in excess of Policy Debt, will earn interest at a minimum rate of 3% per year. We may credit a higher rate of interest at our discretion. The interest rate is declared monthly and becomes effective on the first of each calendar month. You bear the risk that no higher rates of interest will be credited.

For amounts in the GPA equal to any Policy Debt, the guaranteed minimum interest rate per year is the greater of:

• 3%; or

• the policy loan rate less the maximum loan interest rate expense charge.

You may obtain interest rate information for the GPA, including the loaned portion and the non-loaned portion, by calling our Administrative Office.

The Separate Account

The part of your premium that you invest in your policy’s Separate Account Divisions is held in an account that is separate from the general assets of the Company. This account is called the Massachusetts Mutual Variable Life Separate Account I. In this prospectus we will refer to it simply as the “Separate Account.”

We established the Separate Account on July 13, 1988, according to the laws of the Commonwealth of Massachusetts. We registered it with the SEC as a unit investment trust under the Investment Company Act of 1940 (1940 Act).

The Separate Account exists to keep your life insurance assets separate from our other Company assets. As such, any income, gains, and losses credited to, or charged against, the Separate Account reflect only the Separate Account’s own investment experience. At no time will the Separate Account reflect the investment experience of the Company’s other assets. The Company owns the assets in the Separate Account. The Separate Account is divided into divisions, each of which purchases shares in a corresponding underlying Fund.

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Any death benefits, withdrawals, surrenders, policy loans, or transfers of Account Value from the Separate Account Divisions will be redeemed from the corresponding Funds.

We may not use the assets in the Separate Account to pay any liabilities of the Company other than those arising from the policies. We may, however, transfer to our General Investment Account any assets that exceed anticipated obligations of the Separate Account. We are required to pay, from our general assets, if necessary, all amounts promised under the VUL policies. In the event that the assets in the Separate Account exceed the liabilities, the Company may only withdraw seed capital and earned fees and charges.

We have established a segment within the Separate Account to receive and invest premium payments for the VUL policies. Currently, the VUL segment is divided into over 30 Separate Account Divisions. Each Separate Account Division purchases shares in a corresponding Fund. The underlying Funds are listed in Appendix A. Please see “Appendix A – Funds Available Under the Policy.”

Some of the underlying Funds offered are similar to mutual funds offered in the retail marketplace. They may have the same investment objectives and portfolio managers as the retail funds. The Funds offered in the VUL policy, however, are set up exclusively for variable annuity and variable life insurance products. Their shares are not offered for sale to the general public, and their performance results will differ from the performance of the retail funds.

We reserve the right, subject to compliance with applicable federal securities laws and regulations and any other federal or state law, to create separate accounts and to make certain material changes to the structure and operation of the Separate Account, including, among other things to:

• create new Separate Account Divisions;

• create new segments of the Separate Account for any new variable life insurance products we create in the future;

• eliminate Separate Account Divisions;

• close existing Separate Account Divisions to allocations of new premium payments by current or new policy owners;

• combine the Separate Account or any Separate Account Divisions with one or more different separate accounts or Separate Account Divisions;

• transfer the assets of the Separate Account or any division of the Separate Account that we may determine to be associated with the class of contracts to which the policy belongs to another separate account or Separate Account Division;

• operate the Separate Account as a management investment company under the 1940 Act or in any other form permitted by law;

• de-register the Separate Account under the 1940 Act in the event such registration is no longer required; and

• change the name of the Separate Account.

Underlying Funds

We do not recommend or endorse any particular Fund and we do not provide investment advice. You are responsible for choosing the Funds, and the amounts allocated to each, that are appropriate for your own individual circumstances and your investment goals, financial situation, and risk tolerance. Since investment risk is borne by you, decisions regarding investment allocations should be carefully considered. Information regarding each Fund, including (i) its name; (ii) its type (e.g., money market fund, bond fund, balanced fund, etc.); (iii) its investment adviser and any sub-investment adviser; (iv) current expenses; and (v) performance is available in Appendix A to this prospectus. Please see “Appendix A – Funds Available Under the Policy.” In making your investment selections, we encourage you to thoroughly investigate all of the information regarding the Funds that is available to you. Each Fund has issued a prospectus that contains more detailed information about the Fund.

After you select Funds for your initial premium, you should monitor and periodically re-evaluate your allocations to determine if they are still appropriate.

You bear the risk of any decline in your policy Account Value resulting from the performance of the Funds you have chosen. You can find the prospectuses and other information about the Funds online at www.MassMutual.com/VUL. You can also request this information at no cost by calling (800) 272-2216 or sending an email request to MassMutualServiceCenter@MassMutual.com.

Addition, Removal, Closure, or Substitution of Funds

We do not guarantee that each Fund will always be available for investment through the policy. We have the right to change the Funds offered through the policy, but only as permitted by law. If the law requires, we will also get your approval and the approval of any appropriate regulatory authorities. Changes may only impact certain Owners. Examples of possible changes include: adding new Funds or Fund classes, removing existing Funds or Fund classes, closing existing Funds or Fund classes, or substituting a Fund with a

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different Fund. New or substitute Funds may have different fees and expenses. We will not add, remove, close, or substitute any shares attributable to your interest in a Separate Account Division without notice to you and prior approval of the SEC, to the extent required by applicable law. We reserve the right to transfer Separate Account assets to another separate account that we determine to be associated with the class of policies to which your policy belongs.

Conflicts of Interest

The Funds available with this policy may also be available to registered separate accounts offering variable annuity and variable life products of other affiliated and unaffiliated insurance companies, as well as to the Separate Account and other separate accounts of MassMutual. Although we do not anticipate any disadvantages to these arrangements, it is possible that a material conflict may arise between the interests of the Separate Account and one or more of the other separate accounts participating in the Funds. A conflict may occur, for example, as a result of a change in law affecting the operations of variable life and variable annuity separate accounts, differences in the voting instructions of the owners and payees and those of other insurance companies, or some other reason. In the event of a conflict of interest, we will take steps necessary to protect owners and payees, including withdrawing the Separate Account from participation in the Funds involved in the conflict or substituting shares of other Funds.

Compensation We Receive from Funds, Advisers and Sub-Advisers

Compensation We Receive from Funds

We and certain of our affiliates receive compensation from certain Funds pursuant to Rule 12b-1 under the 1940 Act. This compensation is paid out of a Fund’s assets and may be as much as 0.25% of the average net assets of an underlying Fund that are attributable to the variable annuity and variable life insurance products issued by us and our affiliates that offer the particular Fund (MassMutual’s variable contracts). An investment in a Fund with a 12b-1 fee will increase the cost of your investment in this policy.

Compensation We Receive from Advisers and Sub-Advisers

We and certain of our insurance affiliates also receive compensation from the advisers and sub-advisers to some of the Funds. We may use this compensation to pay expenses that we incur in promoting, issuing, distributing and administering the policy, and providing services on behalf of the Funds in our role as intermediary to the Funds. The amount of this compensation is determined by multiplying a specified annual percentage rate by the average net assets held in that Fund that are attributable to MassMutual’s variable contracts. These percentage rates differ, but currently do not exceed 0.25%. Some advisers and sub-advisers pay us more than others; some advisers and sub-advisers do not pay us any such compensation.

The compensation may not be reflected in a Fund’s expenses because this compensation may not be paid directly out of a Fund’s assets. These payments also may be derived, in whole or in part, from the advisory fee deducted from Fund assets. Owners, through their indirect investment in the Funds, bear the costs of these advisory fees (please see the Funds’ prospectuses for additional information).

In addition, we may receive fixed dollar payments from the advisers and sub-advisers to certain Funds so that the adviser and sub-adviser can participate in sales meetings conducted by MassMutual. Attending such meetings provides advisers and sub-advisers with opportunities to discuss and promote their Funds.

For a list of the Funds whose advisers currently pay such compensation, visit www.MassMutual.com/privacy-policy/compensation-arrangements or call our Administrative Office.

Compensation and Fund Selection

When selecting the Funds that will be available with MassMutual’s variable contracts, we consider each Fund’s investment strategy, asset class, manager’s reputation, and performance. We also consider the amount of compensation that we receive from the Funds, their advisers, sub-advisers, or their distributors. The compensation that we receive may be significant, and we may profit from this compensation. Additionally, we offer certain Funds through the policy at least in part because they are managed by an affiliate.

Voting Rights

We are the legal owner of the Fund shares. However, you have the right to instruct us how to vote on questions submitted to the shareholders of the Funds supporting the policy. This right is limited to the extent you are invested in those Separate Account Divisions on the record date. We vote shares for which we do not receive instructions in the same proportion as the shares for which we do receive instructions. The shares held in the name of the Company and its affiliates will also be proportionally voted. This

21 

process may result in a small number of Owners controlling the vote. There is no minimum number of votes required. If we determine that we are no longer required to comply with the above, we will vote the shares in our own right.

Your right to instruct us is based on the number of shares of the Funds attributable to your policy. The number of shares of any Fund, attributable to your policy, is determined by dividing the Account Value held in that Separate Account Division by $100. Fractional votes are counted.

We will send you or, if permitted by law, make available electronically, proxy material and a form to complete giving us voting instructions.

We may, when required by state insurance regulatory authorities, disregard voting instructions, if such instructions would require shares to be voted so as to cause a change in the sub-classification or investment objective of a Fund or to approve or disapprove an investment advisory contract for the Fund. In addition, we may disregard voting instructions that would require a change in the investment policy or investment adviser of one or more of the available Funds. Our disapproval of such change must be reasonable and based on a good faith determination that the change would be contrary to state law or otherwise inappropriate, considering the Fund’s objectives and purpose. If we disregard Owner voting instructions, we will advise Owners of our action and the reasons for such action.

Charges and Deductions

This section describes the charges and deductions we make under the policy to compensate us for the services and benefits we provide, costs and expenses we incur, and risks we assume. We may profit from the charges deducted, and we may use any such profits for any purpose, including payment of distribution expenses.

In addition, the Funds pay operating expenses that are deducted from the assets of the Funds. For more information about these expenses, please see the individual Fund prospectuses.

Transaction Fees

Premium Expense Charge

We deduct a premium expense charge from each premium payment you make. The premium expense charge is generally used to cover taxes assessed by a state and/or other governmental agency as well as acquisition expenses.

The current premium expense charge we deduct is 5% of premium paid up to and including the expense premium, and 3% of premium over the expense premium. The maximum premium expense charge we can deduct is 7.5% of premium paid up to and including the expense premium, and 5% of premium over the expense premium.

For the Initial Face Amount, the expense premium is based on the issue age, gender, and risk classification of the Insured. For each increase in the Face Amount, the expense premium is based on the Attained Age, gender, and risk classification of the Insured on the effective date of the increase. Please see footnote (1) in the “Transaction Fees” sub-section of the “Fee Tables” section for additional information.

Example:
Assume that you are a 35-year-old male, non-smoker and that your policy has a Face Amount of $200,000. The expense premium for your policy is $8.45 per $1,000 of Face Amount or $1,690 (200 x $8.45).
Now assume that you make a premium payment of $1,000. Your maximum premium expense charge is 7.5% of your premium payment up to and including the policy’s expense premium. Since your premium payment is less than the policy’s expense premium of $1,690, your premium expense charge will be $75 (7.5% x $1,000).
If your premium payment had been $2,000, it would have exceeded the expense premium by $310 ($2,000 – $1,690). Consequently, your maximum premium expense charge would have been $142.25:

• 7.5% of $1,690 ($126.75) plus
• 5% of $310 ($15.50).

If you have increased the policy Face Amount, the expense premium used for this charge is the total of the expense premiums for the Initial Face Amount and for all increases.

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Surrender Charges

There is a charge if you fully surrender your policy or if you decrease the Face Amount. We will also take any applicable surrender charges if your policy lapses. (Please see the “Policy Termination and Reinstatement” section for more information.) Generally, these charges will apply during:

• the first 14 years of coverage; and

• the first 14 years after each increase in Face Amount.

However, in no event will we deduct surrender charges after the Insured’s Attained Age 99.

This surrender charge is also sometimes called a “deferred sales load.” The charge compensates us for expenses incurred in issuing the policy’s Initial Face Amount, issuing Face Amount increases, and for the recovery of acquisition costs.

The surrender charge is a charge against the Account Value of the policy. The deduction is taken from the Separate Account Divisions and the non-loaned portion of the GPA in proportion to the values in each on the effective date of the surrender, or decrease in Face Amount or lapse.

We calculate surrender charges separately for the Initial Face Amount and for each increase in the Face Amount. For the Initial Face Amount, the rates are based on the Insured’s issue age, gender, risk classification, and coverage year. For each increase in the Face Amount, the rates are based on the Insured’s gender, Attained Age, risk classification on the effective date of the increase, and coverage year. The surrender charge for the policy is the sum of the surrender charges for the Initial Face Amount and all Face Amount increases.

The surrender charge is equal to the first-year surrender charge multiplied by the following annual percentages:

Coverage Year	%	Coverage Year	%
1	100%	8	50%
2	93%	9	43%
3	86%	10	36%
4	79%	11	29%
5	71%	12	21%
6	64%	13	14%
7	57%	14	7%

The annual percentages may vary for policies issued in New York. For all policies, the surrender charge will not exceed $50 per $1,000 of Face Amount.

Surrender Charges for Decreases in Face Amount

If you decrease your policy’s Face Amount, we cancel all or a part of your Face Amount segment(s) and charge a pro-rata surrender charge that will not exceed the surrender charge associated with each decreased or cancelled segment multiplied by the proportion of that segment that is decreased.

After a Face Amount decrease, the surrender charge for a decreased segment that remains In Force is decreased proportionately. This charge provides us with a proportional compensation for expenses incurred in issuing the policy’s Initial Face Amount, issuing Face Amount increases, and for the recovery of acquisition costs.

Rider Processing Fee

We will assess a one-time processing fee at the time you exercise the Accelerated Death Benefit Rider for Terminal Illness. The maximum processing fee for the Accelerated Death Benefit Rider for Terminal Illness is $250 (the fee may vary by state, but will not exceed $250). The fee is deducted from the accelerated benefit payment and will reduce the amount you receive.

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Periodic Charges

Loan Interest Rate Expense Charge

We assess a loan interest rate expense charge against policies with outstanding loan balances. This charge represents the difference between the interest we charge on policy loans and the interest we credit on the cash value we hold as collateral for policy loans. The loan interest rate minus the loan interest expense charge is the interest rate we use to credit interest to the loaned portion of the GPA. This charge reimburses us for the ongoing expense of administering the loan.

The maximum loan interest rate expense charge is 2%. The current loan interest rate expense charge is 0.90% for Policy Years 1 through 15 and 0.50% in subsequent Policy Years. We reserve the right to increase the loan interest rate expense charge in order to ensure your loan is not treated as a taxable distribution under federal income tax rules, which may change over time.

Monthly Charges Against the Account Value

The following charges are deducted from the Account Value on each Monthly Charge Date. In some cases, the monthly charges may end sooner as stated below.

The Monthly Charge Date is the date on which monthly charges for the policy are due. The first Monthly Charge Date is the Policy Date, and subsequent Monthly Charge Dates are on the same day of each succeeding calendar month.

Your policy’s Monthly Charge Date will be listed in the policy’s specifications pages. Monthly charges are deducted from the Separate Account Division(s) and the GPA in proportion to the non-loaned values in each on the date the deduction is taken.

Administrative Charge and Face Amount Charge

The administrative charge and the Face Amount charge reimburse us for issuing and administering the policy, and for such activities as processing claims, maintaining records and communicating with you.

Administrative Charge

The current administrative charge is $6 per policy, per month.

Face Amount Charge

The face amount charge is based on a rate per $1,000 of the Initial Face Amount. We calculate the face amount charge separately for the Initial Face Amount and for each increase in the Face Amount. It is based on:

• the issue age of the Insured for the Initial Face Amount; and

• for each increase, the Insured’s Attained Age at time of the increase; and it is multiplied by the segment Face Amount. This charge is assessed during the first five years of each segment of coverage.

Please see the “Periodic Charges Other than Fund Operating Expenses” table in the “Fee Tables” section for additional information.

Insurance Charge

The insurance charge reimburses us for providing you with life insurance protection. We deduct an insurance charge based on your policy’s Insurance Risk. Insurance Risk is equal to the difference between the death benefit (discounted one month at the guaranteed minimum interest rate for the GPA) and the Account Value. These deductions are made by deducting Accumulation Units, proportionately, from each Separate Account Division in which you have an Account Value and the GPA.

The maximum insurance charge rates associated with your policy are shown in the policy’s specification pages. These rates are calculated using the 1980 Commissioners’ Standard Ordinary Mortality Tables, or, for unisex rates, the 1980 Commissioners’ Ordinary Mortality Table B. The rates are also based on a number of factors, including, but not limited to, the age, gender (unless the unisex rates are used), and risk classification of the person insured by the policy.

We may charge less than the maximum monthly insurance charges shown in the table(s). In this case, the monthly insurance charge rates will be based on a number of factors including, but not limited to, our expectations for future mortality, investment earnings, persistency, expense and tax results, capital and reserve requirements, and profits. The expense component of these rates is used to offset sales and issue expenses, which decrease over time. Any change in these charges will apply to all individuals in the same class.

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Insurance charges for the policy will not be the same for all Owners. Your policy’s actual or current insurance charge rates are based on a number of factors including, but not limited to, the Insured’s issue age (and age at increase, if applicable), risk classification, and gender (unless unisex rates are used). These rates generally increase as the Insured’s age increases. The rates will vary with the number of years the coverage has been In Force and with the total Face Amount of the policy.

How the Insurance Charge is Calculated

(1) If the Minimum Death Benefit is not in effect:

We calculate the insurance charge on each Monthly Charge Date by multiplying the current insurance charge rate by a discounted Insurance Risk.

The Insurance Risk is the difference between:

• the amount of benefit available on that date, under the death benefit option in effect, discounted by the monthly equivalent of 3% per year; and

• the Account Value at the beginning of the policy month reduced by any rider charges (other than disability riders) before the monthly insurance charge is due.

The following three steps describe how we calculate the insurance charge for your policy:

Step 1: We calculate the total Insurance Risk for your policy:

(a) We divide the amount of benefit under the death benefit option in effect that would be available at the beginning of the policy month by 1.0024662698 (which is the monthly equivalent of 3%); and

(b) We subtract your policy’s Account Value at the beginning of the policy month from the amount we calculated in Step 1(a) above.

Step 2: We allocate the Insurance Risk in proportion to the Face Amount of each segment and each increase that is In Force as of your Monthly Charge Date.

Step 3: We multiply the amount of each allocated Insurance Risk by the insurance charge rate for each coverage segment. The sum of these amounts is your insurance charge.

(2) If the Minimum Death Benefit is in effect:

We also calculate the insurance charge on each Monthly Charge Date. However, in Step 1 we calculate the total Insurance Risk for your policy, as described in (1) above:

(i) assuming the Minimum Death Benefit is in effect; and then

(ii) assuming the Minimum Death Benefit is not in effect.

Step 2: We allocate the Insurance Risk:

(a) calculated for (ii) in proportion to the Face Amount of each segment and each increase that is In Force as of your Monthly Charge Date; and

(b) we subtract the risk calculated for (ii) from the risk calculated for (i) and allocate that amount to the last underwritten segment.

Step 3: We multiply the amount of each allocated Insurance Risk by the insurance charge rate for each coverage segment. The sum of these amounts is your insurance charge.

Additional Information about the Insurance Charge

We will apply any changes in the insurance charges uniformly for all Insureds of the same issue age, gender, risk classification, and whose coverage has been In Force for the same length of time. No change in insurance class or cost will occur on account of deterioration of the Insured’s health after we issue the policy. We do not offer special underwriting programs for this product such as guaranteed issue or simplified issue underwriting; therefore, individuals of similar health will be classified similarly.

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Because your Account Value and death benefit may vary from month to month, your insurance charge may also vary on each Monthly Charge Date. The cost of your insurance depends on the amount of Insurance Risk on your policy. Factors that may affect the Insurance Risk include:

• the amount and timing of premium payments;

• investment performance;

• fees and charges assessed;

• the addition or deletion of certain riders;

• rider charges;

• withdrawals;

• policy loans;

• changes to the Face Amount; and

• changes to the death benefit option.

Substandard Risk Charge

Additional mortality fees may be assessed for risks associated with certain health conditions, occupations, aviation, avocations or driving history (i.e., substandard risks). These fees can be in the form of higher rates known as table ratings and/or flat extra charges. Table ratings and flat extra charges are components in the calculation of the insurance charges for the base policy and any applicable monthly rider insurance charges. Substandard risk charges only apply if certain factors result in an Insured having a substandard rating and will be shown in the policy’s specifications pages. Note that the insurance charges, including any table ratings and/or flat extra charges, will not exceed $83.33 per $1,000 of Insurance Risk or Face Amount.

Rider Charges

The charges for the following riders are deducted from the Account Value on each Monthly Charge Date: Disability Benefit Rider, Guaranteed Insurability Rider, Other Insured Rider, and Waiver of Monthly Charges Rider.

The rates for the Other Insured Rider vary by the Insured’s gender, issue age, risk classification and year of coverage. Current rates range from $0.03 to $25.01 per $1,000 of rider Insurance Risk for the Other Insured Rider. The monthly charges for these riders will not continue beyond the Insured’s Attained Age 100.

The current charge for the Waiver of Monthly Charges Rider is $0.01 to $0.26 per $1 of monthly deductions. Charges for the Disability Benefit Rider have two components. A portion of the charge is based on a current rate of $0.01 to $0.26 per $1 of monthly deductions. The remainder of the charge is based on a current rate of $0.00 to $0.09318 per $1,000 of Face Amount. These monthly charges will continue up to, but not including, the Policy Anniversary date on which the Insured’s Attained Age becomes 65.

The current charge for the Guaranteed Insurability Rider is $0.03 to $0.11 per $1,000 of optional insurance coverage. This monthly charge will continue up to, but not including, the Policy Anniversary date on which the Insured’s Attained Age becomes 46.

The rates for the Waiver of Monthly Charges Rider, Disability Benefit Rider and Guaranteed Insurability Rider vary by the Insured’s gender and age.

Directed Monthly Deduction Program

You may elect to have us deduct the monthly charges from one Separate Account Division, or from the GPA, rather than from all options on a pro rata basis. This feature is called the Directed Monthly Deduction Program (DMDP).

To elect the DMDP, complete our Directed Monthly Deduction Program request form and send it to us for processing. The DMDP will continue as long as you have enough value in your selected option on a Monthly Charge Date to cover the monthly charges then due, or unless you have specified a termination date in your request form.

If you don’t have sufficient Account Value to cover the monthly charges due in your selected option on any Monthly Charge Date, we will deduct the monthly charges pro rata from all investment options with Account Value. We may, at any time, modify, suspend, or terminate the DMDP without prior notification.

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Daily Charges Against the Separate Account

The following charge is deducted daily from the Separate Account.

Mortality and Expense Risk Charge

The mortality and expense risk charge imposed is a percentage of the policy’s average daily net assets held in the Separate Account:

• The maximum charge is 0.90% for all Policy Years;

• The current charge is 0.55% for all Policy Years.

This charge compensates us for mortality and expense risks we assume under the policies and for acquisition costs. The mortality risk assumed is that the insurance charges will be insufficient to meet actual claims. The expense risk assumed is that the expenses incurred in issuing, distributing, and administering the policies will exceed the administrative and face amount charges collected.

If the mortality and expense risk charge is not sufficient to cover the mortality and expense risk, we will bear the loss. If the amount of the charge is more than sufficient to cover those risks and expenses, we will make a profit on the charge. We may use this profit for any purpose, including the payment of marketing and distribution expenses for the policy.

The Separate Account purchases shares of the Funds at net asset value. The net asset value of each Fund reflects expenses already deducted from the assets of the Fund. Such expenses include investment management fees and other expenses and may include acquired Fund fees and expenses. For some Funds, expenses will also include 12b-1 fees to cover distribution and/or certain service expenses. When you elect a Fund as an investment choice, that Fund’s expenses will increase the cost of your investment in the policy. Please see each Fund’s prospectus for more information regarding these expenses.

Special Circumstances

There may be special circumstances that result in sales or administrative expenses or Insurance Risks that are different than those normally associated with this policy. Under such circumstances, we may vary the charges and other terms of the policies; however, the charges will not exceed the maximum charges identified in the fee tables. We will make these variations only in accordance with uniform rules we establish.

Owner, Insured, Beneficiary

Owner

The Owner is the person who will generally make the choices that determine how the policy operates while it is In Force. You name the Owner in the application. However, the Owner may be changed by Written Request received in Good Order at our Administrative Office while the policy is In Force; therefore, the Owner is the person we have listed as such in our records. Generally, the change of Owner will take effect as of the date the Written Request is signed. However, in certain states you may not change Owners without our approval. We will refuse or accept any requested change of Owner on a non-discriminatory basis. Please see your policy. Each change will be subject to any payment we made or other action we took before receiving the owner designation form in Good Order. When we use the terms “you” or “your,” in this prospectus, we are referring to the Owner.

The sale of your policy to an unrelated investor, sometimes called a viatical or a life settlement, typically has transaction costs that may reduce the value of your estate. Discuss the benefits and risks of selling your life insurance policy with your registered representative and estate planner before you enter into a life settlement. Such a sale may also have adverse tax consequences. Please see “Sales to Third Parties” in the “Federal Income Tax Considerations” section for additional information.

Insured

The Insured is the person on whose life the policy is issued. The Owner must have an insurable interest in the life of the Insured in order for the policy to be valid under state law and for the policy to be considered life insurance for income tax purposes. If the policy does not comply with the insurable interest requirements of the issue state at the time of issue, the policy may be deemed void from the beginning. As a result, the policy would not provide the intended benefits. It is the responsibility of the Owner to determine whether proper insurable interest exists at the time of policy issuance.

You named the Insured in the application for the policy. We did not issue a policy for an Insured who was age 86 or older. Before issuing a policy, we required evidence to determine the insurability of the Insured. This usually required a medical examination.

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Beneficiary

The beneficiary is the person you named in the application to receive any death benefit. You may name different classes of beneficiaries, such as primary and secondary. These classes will set the order of payment. There may be more than one beneficiary in a class.

Unless an irrevocable beneficiary has been named, you can change the beneficiary at any time before the Insured dies by sending a Written Request in Good Order to our Administrative Office. The Owner must have the consent of an irrevocable beneficiary to change the beneficiary. Generally, the change will take effect as of the date your request is signed. Each change will be subject to any payment we made or other action we took before receiving the Written Request in Good Order.

If no beneficiary is living or in existence when the Insured dies, we will pay you the death benefit unless the policy states otherwise. If you are deceased, the death benefit will be paid to your estate.

Purchasing a Policy

Purchasing a Policy

The policy is no longer offered for sale. Owners may, however, continue to make premium payments under existing policies. To purchase a policy, you had to send us a completed application. The minimum Initial Face Amount of a policy was $50,000. The Owner selected, within our limits, the policy’s Face Amount. The Face Amount is used to determine the amount of insurance coverage the policy provides while it is In Force. The Initial Face Amount is the Face Amount on the Policy Date. It is on the first page of your policy.

We determined whether to accept or reject the application for the policy and the Insured’s risk classification. Coverage under the policy generally became effective on the policy’s Issue Date. However, if we did not receive the first premium and all documents necessary to process the premium by the Issue Date, then coverage began on the date those items were received in Good Order at our Administrative Office.

Policies generally were issued with rates that vary based on a number of factors including, but not limited to, the gender of the Insured. In some situations, however, we may have issued unisex policies (policies whose rates do not vary by the gender of the Insured). Policies issued as part of an employee benefit plan may be unisex. References in this prospectus to sex-distinct policy values are not applicable to unisex policies.

Your Right to Return the Policy

You had the right to examine your policy. If you changed your mind about owning it, generally, you could have cancelled it (Free Look) within ten calendar days after you received it. If you cancelled the policy, we issued you a refund. The Free Look period and the amount refunded vary. Please see your policy for the refund that applied in your state of issue; however, the following information will give you a general understanding of our refund procedures if you cancel your policy.

In most states, we refunded the policy’s Account Value less any withdrawals and any Policy Debt. In these states, if your premium was received in Good Order, it was allocated to your investment choices on the day after the policy’s Issue Date.

In certain other states we refunded the premium paid less withdrawals and Policy Debt. In those states your premium payment was held in the money market division of the Separate Account during the Free Look period.

To cancel the policy, you had to return it to us at our Administrative Office, to the registered representative who sold the policy, or to one of our agency offices.

Sending Requests in Good Order

From time to time you may want to submit a Written Request for a change of beneficiary, a transfer, or some other action. A Written Request is a written or electronic communication or instruction in Good Order sent by the Owner to, and received by, MassMutual at our Administrative Office. We may allow requests to be submitted by telephone, fax, website, or other electronic media for certain transactions. Telephone, fax, email, or internet transactions may not always be available. Telephone, fax, and computer systems can experience outages or slowdowns for a variety of reasons. These outages or slowdowns may prevent or delay our receipt of your request. We may make these additional methods available at our discretion. They may be suspended or discontinued at any time without notice. Not all transaction types can be requested by telephone, website, or other electronic media.

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Premiums

The Planned Premium amount you pay is based on a number of factors including, but not limited to:

• the Face Amount;

• the Insured’s gender;

• the Insured’s issue age;

• the Insured’s risk classification;

• policy charges;

• premium frequency;

• the death benefit option; and

• whether or not any riders apply to the policy.

First Premium

Generally, you determined the first premium you wanted to pay for the policy, but it must have been at least equal to the Minimum Initial Premium. The Minimum Initial Premium depended on:

• your chosen premium frequency;

• the policy’s Initial Face Amount and death benefit option;

• the issue age, gender, and risk classification of the Insured; and

• any riders on the policy.

Planned Premiums

When applying for the policy, you selected (within the policy limitations) the Planned Premium and payment frequency (annual, semiannual, quarterly, or monthly).

We will send premium notices for the Planned Premium based on the payment frequency in effect. If a Planned Premium payment is not made, the policy will not necessarily terminate. Conversely, making Planned Premium payments does not necessarily guarantee the policy will remain In Force. To keep the policy In Force, it must have sufficient Account Value or satisfy the Safety Test. Please see the “Policy Termination and Reinstatement” section. We will send a notice of any premium needed to prevent termination of the policy.

Before making any changes to the timing or frequency of premium payments, you should speak to your registered representative to determine the impact on your policy.

To change the amount and frequency of Planned Premiums, you may contact our Administrative Office.

If you change the frequency of your Planned Premiums, your policy may be at risk of lapsing because we do not bill for fractional payment periods.

Example:
Your Policy Anniversary is on January 2 and the planned quarterly premium payments are made. We have been sending a bill each quarter for the applicable premium. In June, we receive notification to change the Planned Premium from quarterly payments to annual payments. In this situation, we would have sent bills for the first and second quarterly payments of that year. After receiving notification, however, we would not send a bill for the last two quarterly payments of that year. We will send the next bill on the following Policy Anniversary date (January 2). If a premium payment is not made between July and January 2, your policy may lapse before the next bill is received. For more information on what happens if your policy lapses, please see the “Policy Termination and Reinstatement” section.

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Subsequent Premium Payments

We will apply your subsequent premium payment on the Valuation Date that it is received in Good Order. If we receive your payment in Good Order on a non-Valuation Date or after the end of a Valuation Date, we will apply your payment on the next Valuation Date. If a payment is dishonored by your bank after we have applied the premium payment to your policy, the transaction will be deemed void and your payment will be reversed.

If mailing a subsequent premium payment, it must be sent to the appropriate lockbox (premium payment processing service). Premium payments sent to an incorrect lockbox will be considered not in Good Order. We will reroute the payment and apply it on the Valuation Date when it is determined to be in Good Order. Please see below for lockbox address details.

If you or the premium payer receives a single bill for multiple insurance policies, subsequent premium payments must be sent to:

Regular Mail:
MassMutual
APM Payment Processing Center
PO Box 92485
Chicago, IL 60675-2485
Overnight Mail:
MassMutual
350 North Orleans Street
Receipt & Dispatch 8th Floor
Suite 2485
Chicago, IL 60654-2485

For all other policies, subsequent premium payments must be sent to the appropriate address:

Regular Mail:
MassMutual
PO Box 92483
Chicago, IL 60675-2483

Overnight Mail:
MassMutual
350 North Orleans Street
Receipt & Dispatch 8th Floor
Lockbox 92483
Chicago, IL 60654

Electronic Premium Payments

We also offer options to allow you to pay premiums through electronic means.

You may initiate single or recurring premium payments for your In Force policy through our secure website (www.MassMutual.com) or by calling our Administrative Office and authorizing an electronic draft from your bank account.

Requests to initiate electronic payments are effective on the Valuation Date that you submit the request in Good Order. If you wish to cancel an electronic payment, you must call our Administrative Office at (800) 272-2216 before the end of the Valuation Date (generally 4:00 p.m. Eastern Time).

If a bank draft is dishonored by your bank after we have applied the payment to your policy, the transaction will be deemed void and your payment will be reversed. In addition, if you have established recurring electronic payments and we are unable to obtain payment from your bank account, we will discontinue the recurring payments. You may re-establish recurring electronic payments through our website.

Premium payments may also be made by wire transfer. For instructions on how to make a premium payment by wire transfer, please call our Administrative Office at (800) 272-2216.

Premium Payment Plan

For recurring withdrawals from a bank account, you may elect to pay premiums by pre-authorized check. Under this procedure, we automatically deduct premium payments each month from a designated bank account. We will not send a bill for these automatic payments. The pre-authorized check service may commence at any time, unless your policy has entered its Grace Period. This service can be discontinued by contacting our Administrative Office.

This pre-authorized check (PAC) service may be initiated or updated by visiting www.MassMutual.com or by submitting a completed PAC form.

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We must receive notification of account changes at our Administrative Office at least seven business days before the next draft. Withdrawals from the designated bank account may be selected for any date between the 1^st and the 28^th of the month. If a date is not specified, we will select a date and send notice in advance of the first draft. We may discontinue the pre-authorized check service for your policy and automatically switch to quarterly billing if:

• your policy has insufficient value to cover the monthly charges due and the elected premium is below the current monthly deductions; or

• we are unable to obtain the premium payment from the bank account; or

• your policy has exceeded a MEC or premium limitation and we are unable to apply your payment.

Premium Flexibility

After the first premium has been paid, within limits, any amount of premium may be paid at any time while the Insured is living. Although you must maintain sufficient Account Value to keep the policy In Force, there is no required schedule for premium payments.

We reserve the right to return any premium payment under $20.

In some cases, applying a subsequent premium payment in a Policy Year could result in your policy becoming a MEC. We will not credit any amount of premium to your policy that will exceed MEC limits unless we have written authorization from the Owner to allow MEC status. For more information on MECs, please see the “Federal Income Tax Considerations” section.

Additionally, we will follow these procedures:

• If we receive a subsequent premium that will cause the policy to become a MEC, we will apply to your policy the portion of the payment that will not cause the policy to become a MEC, and we will refund the balance to the premium payer, except under the circumstances described below. The portion of the payment that is credited to the policy will be credited as of the Valuation Date the payment was determined to be in Good Order.

• If the Policy Anniversary is within 14 calendar days of the date the premium is received, and applying the entire payment on the Policy Anniversary will not cause the policy to become a MEC, we will hold the payment without interest until the Policy Anniversary and credit the entire payment as of the Policy Anniversary date. If the anniversary date is not a Valuation Date, the payment will be credited as of the next Valuation Date following the Policy Anniversary.

• We will notify the Owner of any premium that is held or refunded in order to prevent the policy from becoming a MEC. You may also contact us to provide different instructions regarding how to apply your premium payment.

The procedures above may not apply if there has been a material change to your policy that impacts the 7-pay limit or 7-pay period because the start of the 7-pay period may no longer coincide with your Policy Anniversary. Please see “Modified Endowment Contracts” in the “Federal Income Tax Considerations” section for additional information.

Premium Limitations

The Internal Revenue Code of 1986, as amended (IRC), has limits on the amount of money you may put into a life insurance contract and still meet the definition of life insurance for tax purposes. There are two tests under the IRC rules that are used to determine if a policy meets their guidelines:

• the Cash Value Accumulation Test; and

• the Guideline Premium Test.

If you chose the Cash Value Accumulation Test, the maximum premium you can pay each Policy Year is the greatest of:

• an amount equal to $100 plus double the annual expense premium for the policy;

• the amount of premium paid in the preceding Policy Year; or

• the highest premium payment amount that would not increase the Insurance Risk.

If you chose the Guideline Premium Test, the maximum premium for each Policy Year is the lesser of:

• the maximum premium for the Cash Value Accumulation Test; or

• the Guideline Premium Test amount stated in the policy.

We may refund any amount of premium payment that exceeds the limit under the test you have chosen for your policy. If we did not refund the excess premium, the policy may no longer qualify as life insurance under federal tax law.

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For more information on these tests, please see the “Minimum Death Benefit” sub-section in the “Death Benefit” section.

Certain policy changes (including but not limited to a change in Face Amount, a change in risk classification, or the addition or removal of a rider) may cause a recalculation of your maximum premium limit. If a policy change results in a decrease to your premium limit, we may be required to distribute funds from your policy to maintain its compliance with the adjusted premium limit. The distribution will be taken from the Separate Account Division(s) and the GPA in proportion to the non-loaned values in each.

How and When Your Premium is Allocated

Net Premium

Net Premium is a premium payment received in Good Order minus the premium expense charge. Please see “Premium Expense Charge” in the “Transaction Fees” sub-section of the “Charges and Deductions” section.

Premiums that would cause the policy to be a MEC may not be considered to be in Good Order, depending on when they are received.

The Net Premium is allocated among the Separate Account Divisions and the GPA according to your current instructions we have on record.

Net Premium Allocation

When applying for the policy, you indicated how you wanted Net Premiums allocated among the Separate Account Divisions and the GPA. Net Premium allocations must be whole-number percentages that add up to 100%.

You may change your Net Premium allocation at any time by sending a Net Premium Allocation Request form to us at our Administrative Office. You may also change your Net Premium allocation by telephone or fax transmission, subject to certain restrictions. To help protect against unauthorized or fraudulent telephone instructions, we will take reasonable steps to confirm that telephone instructions given to us are genuine. We may record all telephone conversations.

When accompanied by a premium payment, a request to change your Net Premium allocation will become effective on the Valuation Date we receive your request, in Good Order, at our Administrative Office. If we receive your request in Good Order on a non-Valuation Date or after the end of a Valuation Date, the change will become effective on the next Valuation Date.

When Net Premium is Allocated

The Policy Date, Issue Date, and Register Date of your policy may affect the allocation of your Net Premiums. This, in turn, can affect the investment earnings and interest credited on your policy Account Value.

The Issue Date is the date we actually issued the policy. The Policy Date normally is the same date as the Issue Date. However, you may have requested in your application that we set the Policy Date to be a specific date earlier than the Issue Date. In this case, monthly charges were deducted as of the requested Policy Date. These deductions covered a period of time during which the policy was not in effect. If you paid a premium with your application and requested a Policy Date earlier than the date we received your payment, interest did not accrue on your policy prior to the policy’s Issue Date.

The Register Date is the first date premiums were allocated. We set the Register Date depending on the type of refund offered under your policy’s right to return provision. The Register Date must also have been a Valuation Date.

Allocation of Initial and Subsequent Net Premiums

We allocated any Net Premiums received on or before the Issue Date of the policy to our General Investment Account. We did not pay you interest on these amounts, or credit any interest to your policy prior to the Issue Date.

These amounts were allocated among the Separate Account Divisions and the GPA according to your Net Premium allocation instructions on the Register Date.

If your state of issue requires us, upon Free Look, to refund the policy’s Account Value, less any withdrawals and any Policy Debt, the Register Date is the Valuation Date that was on, or next followed, the later of:

• the day after the Issue Date of the policy; or

• the date we or the appropriate lockbox receives the balance of your initial premium.

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If your state of issue requires us, upon Free Look, to refund the premium you paid less withdrawals and any Policy Debt:

• The Register Date is the Valuation Date that was on, or next followed, the latest of:

(a) the day after the end of the right to return period; or

(b) the day we received the first premium payment in Good Order.

• We allocated existing values, held as of the policy’s Issue Date, to the money market division on the first Valuation Date after the Issue Date. (The existing values at that time would be any money taken with the application for the policy less any applicable charges.); and

• We allocated any Net Premiums received after the Issue Date but before the Register Date to the money market division.

We will apply your subsequent premium payments that are received on or after the Register Date, on the Valuation Date we receive them in Good Order. Subsequent premium payments will be applied in accordance with your premium allocation instructions.

Transfers

While your policy is In Force, you may generally transfer all or part of a Separate Account Division’s Account Value to any other Separate Account Division or the GPA by indicating the dollar amount or the percentage (in whole numbers) you wish to transfer. Transfers are effective as of the Valuation Date we receive your request in Good Order at our Administrative Office. If we receive your request in Good Order on a non-Valuation Date or after the end of a Valuation Date, your transfer request will be effective as of the next Valuation Date.

We do not charge for transfers.

You can submit transfer requests by sending us a Written Request on our transfer request form. You may also submit transfer requests by telephone, or by other means we authorize, subject to certain restrictions. To help protect against unauthorized or fraudulent telephone instructions, we will take reasonable steps to confirm that telephone instructions given to us are genuine. We may record all telephone conversations.

Generally, there is no limit on the number of transfers you may make among the Separate Account Divisions. However, as discussed more fully in the section below, we may terminate, limit, or modify your ability to make such transfers due to frequent trading or market timing activity.

We limit transfers from the GPA to the Separate Account Divisions to one each Policy Year.

In addition, you may not transfer more than 25% of the GPA value (less any Policy Debt) at the time of transfer. There is one exception to this rule. If:

• you have transferred 25% of the GPA value (less any Policy Debt) each year for three consecutive Policy Years; and

• you have not added any Net Premiums or transferred amounts to the GPA during these three years,

then you may transfer the remainder of the GPA value (less any Policy Debt) out of the GPA in the succeeding Policy Year.

Limits on Frequent Trading and Market Timing Activity

This policy and its investment choices are not designed to serve as vehicles for what we have determined to be frequent trading or market timing trading activity. We consider these activities to be abusive trading practices that can disrupt the management of a Fund in the following ways:

• by requiring the Fund to keep more of its assets liquid rather than investing them for long-term growth, resulting in lost investment opportunity; and

• by causing unplanned portfolio turnover.

These disruptions, in turn, can result in increased expenses and can have an adverse effect on Fund performance that could impact all Owners and beneficiaries under the policy, including long-term Owners who do not engage in these activities. Therefore, we discourage frequent trading and market timing trading activity and will not accommodate frequent transfers among the Funds. Organizations and individuals that intend to trade frequently and/or use market timing investment strategies should not purchase this policy. We have adopted policies and procedures to help us identify those individuals or entities that we determine may be engaging in frequent trading and/or market timing trading activities. We monitor trading activity to uniformly enforce those procedures. However, those who engage in such activities may employ a variety of techniques to avoid detection. Our ability to detect frequent trading or

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market timing may be limited by operational or technological systems, as well as by our ability to predict strategies employed by Owners (or those acting on their behalf) to avoid detection. Therefore, despite our efforts to prevent frequent trading and the market timing of Funds among the Separate Account Divisions, there can be no assurance that we will be able to identify all those who trade frequently or those who employ a market timing strategy (or any intermediaries acting on behalf of such persons) and curtail their trading in every instance. Moreover, our ability to discourage and restrict frequent trading or market timing may be limited by decisions of state regulatory bodies and court orders that we cannot predict. In addition, some of the Funds are available with variable products issued by other insurance companies. We do not know the effectiveness of the policies and procedures used by these other insurance companies to detect frequent trading and/or market timing. The Funds may reflect lower performance and higher expenses across all policies as a result of undetected abusive trading practices. If we, or the investment adviser to any of the Funds available with this policy, determine that an Owner’s transfer patterns reflect frequent trading or employment of a market timing strategy, we will allow the Owner to submit transfer requests by regular mail only. We will not accept the Owner’s transfer request if submitted by overnight mail, fax, the telephone, our website, or any other type of electronic medium. Additionally, we may reject any single trade that we determine to be abusive or harmful to the Fund.

Orders for the purchase of Fund shares may be subject to acceptance by the Fund. Therefore, we reserve the right to reject, without prior notice, any Fund transfer request if the investment in the Fund is not accepted for any reason. In addition, Funds may assess a redemption fee (which we reserve the right to collect) on shares held for a relatively short period. The prospectuses for the Funds describe the Funds’ frequent trading or market timing policies and procedures, which may be more or less restrictive than the policies and procedures we have adopted. We have entered into a written agreement, as required by SEC regulation, with each Fund or its principal underwriter that obligates us to provide to the Fund promptly upon request certain information about the trading activity of individual Owners, and to execute instructions from the Fund to restrict or prohibit further purchases or transfers by specific Owners who violate the frequent trading or market timing policies established by the Fund. Owners and other persons with interests in the policies should be aware that the purchase and redemption orders received by the Funds generally are “omnibus” orders from intermediaries, such as retirement plans or separate accounts funding variable insurance contracts. The omnibus orders reflect the aggregation and netting of multiple orders from individual Owners of variable contracts and/or individual retirement plan participants. The omnibus nature of these orders may limit the Funds in their ability to apply their frequent trading or market timing policies and procedures. It may also require us to restrict or prohibit further purchases or transfers as requested by a Fund on all policies owned by an Owner whose trading activity under one variable contract has violated a Fund’s frequent trading or market timing policy. If a Fund believes that an omnibus order reflects one or more transfer requests from Owners engaged in frequent trading or market timing activity, the Fund may reject the entire omnibus order.

We will notify you in writing if we reject a transfer or if we implement a restriction due to frequent trading or the use of market timing investment strategies. If we do not accept a transfer request, no change will be made to your allocations per that request. We will then allow you to resubmit the rejected transfer by regular mail only. Additionally, we may in the future take any of the following restrictive actions that are designed to prevent the employment of a frequent trading or market timing strategy:

• not accept transfer instructions from an Owner or other person authorized to conduct a transfer;

• limit the number of transfer requests that can be made during a Policy Year; and

• require the value transferred into a Fund to remain in that Fund for a particular period of time before it can be transferred out of the Fund.

We will apply any restrictive action we take uniformly to all Owners we believe are employing a frequent trading or market timing strategy. These restrictive actions may not work to deter frequent trading or market timing activity. We reserve the right to revise our procedures for detecting frequent trading and/or market timing at any time without prior notice if we determine it is necessary to do so in order to better detect frequent trading and/or market timing, to comply with state or federal regulatory requirements, or to impose different restrictions on frequent traders and/or market timers. If we modify our procedures, we will apply the new procedure uniformly to all Owners.

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Dollar Cost Averaging Program

The Dollar Cost Averaging (DCA) Program is an automated transfer program that provides scheduled transfers of a set amount from a selected Separate Account Division to any other Separate Account Division(s) or the GPA.

DCA will not assure you of a profit and will not protect you against a loss in declining markets. Since our DCA Program anticipates continued investment during periods of fluctuating prices, you should consider your ability to assume the financial risks of continued DCA through periods of fluctuating price levels.

Initially, a minimum of $1,000 of Account Value is placed in one Separate Account Division. Then, over a stipulated period of time and at a preset frequency, a specified amount of Account Value is transferred from that Separate Account Division and allocated to other Separate Account Divisions or to the GPA. The minimum transfer amount for the DCA Program is $100. Account Value held in the GPA cannot be transferred out of the GPA through the DCA Program.

Since the same specified dollar amount is transferred to each Separate Account Division at a preset frequency, more Accumulation Units are purchased when prices are low than when prices are high. Therefore, a lower average cost per unit may be achievable than through a lump-sum purchase of units or through non-level purchases of units.

If on a specified DCA transfer date, however, the Separate Account Division from which amounts are being transferred does not have enough value to make the transfers you elected, DCA will not occur. DCA will occur on the next designated DCA transfer date as long as the amount you designated to be transferred is available.

To elect DCA, complete our Dollar Cost Averaging request form and send it to us for processing. You may not elect DCA for the policy while Portfolio Rebalancing is in effect. In addition, the DCA transfer date cannot occur within 66 days of the policy’s Issue Date. We do not charge you to participate in the DCA Program.

We may at any time modify, suspend, or terminate the DCA Program without prior notification.

Portfolio Rebalancing Program

The Portfolio Rebalancing Program is an automated transfer program that allows you to rebalance your portfolio on a predetermined schedule that you set (annual, semi-annual, quarterly, and monthly). The GPA is not included in the Portfolio Rebalancing Program.

Over time, varying investment performance among the Separate Account Divisions may cause the ratios of your Account Value in those selected Separate Account Divisions to change. The Portfolio Rebalancing Program allows you to choose Separate Account Divisions among which you wish to maintain certain relative proportions of Account Value. At a pre-determined frequency, we will make transfers among all the Separate Account Divisions you select so that the Account Values in the selected Separate Account Divisions match the ratios you set.

In order for portfolio rebalancing to occur, the Account Value in at least one of the selected Funds must vary from your chosen ratio by at least $25.00. In addition, the first rebalancing will not occur within 66 days of the policy’s Issue Date.

To elect the Portfolio Rebalancing Program, complete our Portfolio Rebalancing request form and send it to us for processing. You can also elect the Portfolio Rebalancing Program by telephone, subject to certain restrictions.

You may not elect the automated Portfolio Rebalancing Program while Dollar Cost Averaging is in effect for the policy. We do not charge you to participate in the Portfolio Rebalancing Program. We may at any time modify, suspend, or terminate the Portfolio Rebalancing Program without prior notification. Portfolio rebalancing will not assure you of a profit and will not protect you against loss in declining markets.

If you prefer a one-time portfolio rebalance instead of the automated Portfolio Rebalancing Program, you may complete our administrative form and send it to us for processing. You can also elect Unscheduled Portfolio Rebalancing by telephone, subject to certain restrictions. Unscheduled Portfolio Rebalancing transactions are effective as of the Valuation Date we receive your request in Good Order at our Administrative Office. If we receive your request in Good Order on a non-Valuation Date or after the end of a Valuation Date, your Unscheduled Portfolio Rebalancing request will be effective as of the next Valuation Date.

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Example: Assume that your initial Net Premium payment is split among four Separate Account Divisions: MML Managed Bond, MML Blend, MML Equity and Fidelity® VIP Contrafund® Portfolio. Further assume that you have also completed a Portfolio Rebalancing request form indicating that you want the values in the Separate Account Divisions rebalanced quarterly as follows:
•	60% in MML Managed Bond and
•	40% in Fidelity® VIP Contrafund® Portfolio. Over the next 2½ months the bond market does very well while the stock market performs poorly. At the end of the first quarter, the MML Managed Bond division represents 80% of the value of the two selected Separate Account Divisions in your Portfolio Rebalancing Program. On the first day of the next quarter, we will sell all units in the MML Blend and MML Equity divisions using the proceeds to purchase units in the MML Managed Bond (60%) and Fidelity® VIP Contrafund® Portfolio (40%) divisions. In addition, some of your units in the MML Managed Bond division will be sold and the proceeds will be used to purchase additional units in the Fidelity® VIP Contrafund® Portfolio division to bring the ratio of the two investment choices to 60/40 respectively.

Policy Value

How the Value of Your Policy is Calculated

The value of your policy is called its Account Value. The Account Value has two components:

• the Variable Account Value; and

• the Fixed Account Value.

We will calculate your Account Value on each Valuation Date.

Variable Account Value

Transactions in your Separate Account Divisions are all reflected through the purchase and sale of Accumulation Units. An Accumulation Unit is a unit of measure that we use to determine the value in each Separate Account Division. For instance, before we invest your Net Premium payment in a Separate Account Division, we convert your Net Premium payment into Accumulation Units and then purchase an appropriate number of shares in the designated Fund.

The Variable Account Value is the sum of your values in each of the Separate Account Divisions. It reflects:

• Net Premiums allocated to the Separate Account; plus

• transfers to the Separate Account from the GPA; less

• transfers and withdrawals from the Separate Account; less

• surrender charges deducted from the Separate Account due to any decreases in the Selected Face Amount; less

• fees and charges deducted from the Separate Account; adjusted by

• the Net Investment Experience of the Separate Account.

Net Investment Experience

The Net Investment Experience of the Variable Account Value is reflected in the value of the Accumulation Units.

Every Valuation Date we determine the value of an Accumulation Unit for each of the Separate Account Divisions. Changes in the Accumulation Unit value reflect the investment performance of the Fund as well as deductions for the mortality and expense risk charge, and Fund expenses.

The value of an Accumulation Unit may go up or down from Valuation Date to Valuation Date.

When you make a premium payment, we credit your policy with Accumulation Units. We determine the number of Accumulation Units to credit by dividing the amount of the Net Premium payment allocated to a Separate Account Division by the unit value for that

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Separate Account Division. When you make a withdrawal, we deduct Accumulation Units representing the withdrawal amount from your policy. We deduct Accumulation Units for insurance and other policy charges.

We calculate the value of an Accumulation Unit for each Separate Account Division at the end of each Valuation Date. Any change in the Accumulation Unit value will be reflected in your policy’s Account Value.

Fixed Account Value

The Fixed Account Value is the accumulation of:

• Net Premiums allocated to the GPA; plus

• amounts transferred into the GPA; less

• amounts transferred or withdrawn from the GPA; less

• surrender charges deducted from the GPA due to any decreases in the Selected Face Amount; plus

• fees and charges deducted from the GPA; plus

• interest credited to the GPA.

Interest on the Fixed Account Value

The Fixed Account Value earns interest at an effective annual rate, credited daily.

For the part of the Fixed Account Value equal to any policy loan, the daily rate we use is the daily equivalent of:

• the annual loan interest rate minus the current loan interest rate expense charge; or

• 3%, if greater.

On each Policy Anniversary, the interest earned on any outstanding loan is applied to the Separate Account Divisions and the GPA according to your current premium allocation instructions.

For the part of the Fixed Account Value in excess of any policy loan, the daily rate we use is the daily equivalent of:

(1) the current interest rate we declare; or

(2) the guaranteed interest rate of 3%, if greater.

The current interest rate may change as often as monthly and becomes effective on the first of each calendar month.

Death Benefit

If the Insured dies while the policy is In Force and we determine that the claim is valid, we will pay the death benefit to the named beneficiary in a lump sum or under one of the payment options below.

The death benefit will be the amount provided by the death benefit option in effect on the date of death, reduced by any outstanding Policy Debt, and any unpaid premium needed to avoid Policy Termination. The death benefit is calculated as of the date of the Insured’s death. The policy also provides additional amounts payable upon the death of the Insured through certain riders that may have been added to your policy with additional charges.

The Minimum Death Benefit for your policy is based on your policy’s Account Value as described below.

While the policy is In Force, you may make changes to the death benefit option and Face Amount. You must pay any premium due before such transaction requests can be processed.

Minimum Death Benefit

In order to qualify as life insurance under IRC Section 7702, the policy must have a Minimum Death Benefit that is determined by one of two compliance tests. You chose the test when you applied for the policy. You cannot change your choice of test after the policy is issued.

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Cash Value Accumulation Test (CVAT)

Under this test, the Minimum Death Benefit on any date is equal to the Account Value on that date multiplied by the death benefit factor for the Insured’s Attained Age on that date. The death benefit factor depends on the Insured’s gender, Attained Age, and risk classification.

Guideline Premium Test

Under this test, the Minimum Death Benefit on any date is equal to the Account Value on that date multiplied by the death benefit factor, but the death benefit factor varies only by the Attained Age of the Insured.

The death benefit factors for the Cash Value Accumulation Test and the Guideline Premium Test are shown in the policy.

Your choice of the Guideline Premium Test or the Cash Value Accumulation Test depended on how you intended to pay premiums. In general, if you intended to pay premiums only in the early Policy Years, the Cash Value Accumulation Test may have been appropriate. If you intended to pay level premiums over a long period of years, the Guideline Premium Test may have been more appropriate. You should have reviewed policy illustrations of both approaches with your registered representative to determine how the policy works under each test, and which was best for you.

Death Benefit Options

When you applied for the policy, you chose one of three death benefit options. These are:

• Option 1 – The benefit amount is the greater of:

∘ the Face Amount on the date of death; or

∘ the Minimum Death Benefit on the date of death.

• Option 2 – The benefit amount is the greater of:

∘ the Face Amount plus the Account Value on the date of death; or

∘ the Minimum Death Benefit on the date of death.

• Option 3 – The benefit amount is the greater of:

∘ the Face Amount, plus the premiums paid (less any premiums refunded) to the date of death; or

∘ the Minimum Death Benefit on the date of death.

You should note that under death benefit option 1, the death benefit amount is not affected by your policy’s investment experience unless the death benefit is based on the Minimum Death Benefit. Under death benefit option 2, the death benefit is a variable death benefit. This means that, because the death benefit amount includes the Account Value, it can change from day to day. Your policy’s Account Value will vary due to the investment performance of the Separate Account Divisions in which you have allocated premium or transferred funds. It is also impacted by the deduction of charges and other policy expenses. It is possible that the policy’s Account Value can be zero, which will reduce the overall value of the death benefit. The “Policy Value” section provides more detailed information on how your policy’s Account Value is determined.

Right to Change the Death Benefit Option

After the first Policy Year, you may change the death benefit option while the Insured is living. However, a death benefit option change cannot be processed during a Grace Period, and no change will be permitted beyond the Insured’s Attained Age 85. Although we do not currently restrict the number of times you may change your death benefit option, we reserve the right to limit the number of death benefit option changes in any Policy Year.

You must send a Written Request in Good Order to our Administrative Office to change your death benefit option. We do not currently require evidence of insurability. We do, however, reserve the right to require a written application and evidence of insurability satisfactory to us for any death benefit option change that results in a Face Amount increase.

The death benefit option change will be effective on the Monthly Charge Date that is on or precedes the date we approve the request.

If you change your death benefit option, we will adjust your policy’s Face Amount. The Face Amount adjustment (up or down) will be in the amount needed so that the death benefit immediately before the change will be the same as the death benefit after the change.

Please see Appendix C for examples of how a change in death benefit option may impact the policy’s Face Amount.

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The death benefit following a death benefit option change, however, will behave differently based on the new death benefit option in effect. For example, if an Owner changes the death benefit option from option 1 (death benefit = Face Amount) to option 2 (death benefit = Face Amount + Account Value), the death benefit after the change will be based on the Account Value rather than remaining level. The Owner may decide to make this change if the desire is to have a death benefit that will increase if the Account Value grows.

Alternatively, an Owner may change from death benefit option 2 to option 1 if they would like to have a level death benefit following the change. Having a level death benefit (rather than increasing as the Account Value grows) would reduce the policy’s Insurance Risk as the policy’s Account Value increases and, as a result, would reduce the monthly insurance charges. If you elect death benefit option 2, you may choose to change to death benefit option 1 automatically at an Attained Age you select. You may select the Attained Age for this change at the time of application for your policy, or after issue by Written Request. You may also cancel or adjust the timing of the scheduled death benefit option change.

When the Face Amount changes as a result of a change in the death benefit option:

• the monthly charges will also change;

• the charge for certain additional benefits may change;

• the premium limitations will change (for additional information please see “Premium Limitations” in the “Premiums” section); and

• the policy surrender charge will not change.

A change in your death benefit option may also have an impact on your ability to satisfy the Safety Test. Please see the “Safety Test” sub-section in the “Policy Termination and Reinstatement” section for additional information.

You cannot change the death benefit option if, as a result, the Face Amount would be reduced to an amount that is less than the minimum Face Amount.

When We Pay Death Benefit Proceeds

If the policy is In Force and it is determined that the claim is valid, we normally pay the death benefit within seven calendar days after the date we receive due proof of the Insured’s death and all required documents, in Good Order, at our Administrative Office.

Certain situations may delay payment of a death claim. These situations include, but are not limited to, our right to contest the validity of a death claim. We investigate all death claims that occur within the policy’s two-year contestable periods as described below.

We have the right to contest the validity of the policy for any material misrepresentation of a fact within two years:

• after the policy is issued;

• after a Face Amount increase where evidence of insurability is required; or

• after reinstatement of the policy where evidence of insurability is required.

If the Face Amount increase is the result of a policy change that does not require evidence of insurability such as a conversion from another policy or the exercise of an option on this or another policy, we have the right to contest the validity of the Face Amount increase within two years after that other policy was issued.

We may also investigate death claims beyond the contestable periods. After any two-year contestable period, in the absence of fraud, we cannot contest the validity of a policy or a Face Amount increase, except for failure to pay premiums.

We generally determine whether the contested claim is valid within five days after we receive the information from a completed investigation. Since it may take some time to receive the information, payment could be delayed during this period.

We can also delay payment of the death benefit if a portion is based on the Variable Account Value of the policy and the Insured’s date of death is before or during any period when:

• it is not reasonably practicable to determine the amount because the NYSE is closed (other than customary week-end and holiday closings);

• trading is restricted by the SEC;

• an emergency exists as a result of which disposal of shares of the Funds is not reasonably practicable or we cannot reasonably value the shares of the Funds; or

• the SEC, by order, permits us to delay payment in order to protect our Owners.

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Interest on Death Benefit

We will add interest to the death benefit from the date of the Insured’s death to the date of a lump sum payment or the effective date of a payment option. The interest rate equals the rate determined under the interest payment option, but not less than that required by law. Interest paid on the death benefit is taxable as ordinary income in the year such interest is credited.

Although the death benefit is generally excludable from the income of the beneficiary who receives it, interest on the death benefit is includable in the beneficiary’s income in the year such interest is credited.

Payment Options

We will pay the death benefit in a lump sum or under one of the payment options described more fully below.

If the payment option is a lump sum when the Insured dies, the beneficiary may elect any payment option, with our consent. If the beneficiary does not elect a payment option and you have not elected a payment option during the Insured’s lifetime, the death benefit will be paid as a single lump sum.

The table below provides information about the different death payment options. None of these benefits depends upon the performance of the Separate Account or the GPA.

Installments for a Specified Period. Equal monthly payments for any period selected, up to 30 years. The amount of each payment depends on the total amount applied, the period selected, and the monthly income rates we are using when the first payment is due.

Life Income. Equal monthly payments based on the life of a named person. Payments will continue for the lifetime of that person. You can elect income with or without a minimum payment period. This benefit may be increased by the alternate life income provision.

Interest. We will hold any amount applied under this option. We will pay interest on the amount at an effective annual rate determined by us. This rate will not be less than 3%.

Installments of a Specified Amount. Fixed amount payments. The total amount paid during the first year must be at least 6% of the total amount applied. We will credit interest each month on the unpaid balance and add this interest to the unpaid balance. This interest will be an effective annual rate determined by us, but not less than 3%. Payments continue until the balance we hold is reduced to less than the agreed fixed amount. The last payment will be for the balance only.

Life Income with Payments Guaranteed for Amount Applied. Equal monthly payments based on the life of a named person. We will make payments until the total amount paid equals the amount applied, whether or not the named person lives until all payments have been made. If the named person lives beyond the payments of the total amount applied, we will continue to make monthly payments as long as the named person lives. This benefit may be increased by the alternate life income provision.

Joint Lifetime Income with Reduced Payments to Survivor. Monthly payments based on the lives of two named persons. We will make payments at the initial level while both are living, or for ten years if longer. When one dies (but not before the ten years has elapsed), we will reduce the payments by one-third. Payments will continue at that level for the lifetime of the other. After the ten years has elapsed, payments stop when both named persons have died. This benefit may be increased by the alternate life income provision.

If the Life Income, Life Income with Payments Guaranteed for Amount Applied or Joint Life Income with Reduced Payments to Survivor payment option is elected, the named person(s) can elect to receive an alternate life income instead of receiving income based on the rates shown in the payment option rates tables in your policy. The election must be made at the time the income is to begin. The monthly alternate life income will be at least equal to the monthly income provided by a new single premium immediate annuity (first payment immediate) based on our published rates then in use when the payment option is elected. The alternate life income will not be available if we are not offering new single premium immediate annuities at the time of election.

The minimum amount that can be applied under a payment option is $5,000 per beneficiary. If the periodic payment under any option is less than $50, we reserve the right to make payments at less frequent intervals. Once payments have begun, only the specified amount and interest options may be changed.

All payment option elections must be sent to our Administrative Office in writing. You may change the payment option during the Insured’s lifetime.

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Right to Change the Face Amount

You may request an increase or decrease in the Face Amount. If you change your Face Amount, your policy charges, including surrender charges, will change accordingly. If the policy’s Account Value less surrender charges (or Net Surrender Value if there is Policy Debt) cannot keep the policy In Force with the requested change in Face Amount, a premium payment may be required.

We reserve the right to limit the size and number of changes to the Face Amount in any Policy Year.

If you increase or decrease the policy Face Amount, the premium limitations will change (please see “Premium Limitations” in the “Premiums” section for additional information), and your policy may become a MEC under federal tax law. You should consult your tax adviser for information on how a MEC may affect your tax situation. MECs are discussed in the “Federal Income Tax Considerations” section.

Increases in Face Amount

To increase the policy Face Amount, you must send to our Administrative Office a written application and evidence the Insured is still insurable. We treat each Face Amount increase as a separate segment of coverage. An increase in Face Amount cannot be processed during a Grace Period.

An increase in Face Amount may not be:

• less than $15,000; or

• made after the anniversary of your policy’s Issue Date nearest the Insured’s 85^th birthday.

If the Account Value (or the Net Surrender Value if there is Policy Debt) is insufficient to continue the changed policy In Force for three months at the new monthly charges and interest, we may require a premium payment sufficient to increase the Account Value to such an amount.

Additional insurance charges and face amount charges will apply for each Face Amount increase you elect. Additionally, a separate surrender charge schedule will apply to the amount of the increase. Generally, these surrender charges will apply during the first 14 years of each segment of coverage.

Any increase elected under any insurability protection type of rider will be effective as directed in the rider. Any other Face Amount increases will be effective on the Monthly Charge Date that is on, or precedes, the date we approve the application for the increase.

Decreases in Face Amount

You may decrease the Face Amount any time after the first Policy Year or one year after a Face Amount increase. You must send a Written Request in Good Order to our Administrative Office. When we receive a Written Request for a decrease in Face Amount from the Owner, we will provide the Owner with a written notice that specifies the surrender charges to be assessed at the time of the decrease. If the Owner does not withdraw the request for the decrease in Face Amount within ten days from the date of the written notice, we will process the decrease in Face Amount and assess any surrender charges that may apply. If we determine that the policy will become a MEC, then the decrease will not be processed until a MEC Notice and Acknowledgment form is received in Good Order at our Administrative Office.

If you decrease the policy Face Amount, we cancel all or part of your Face Amount segments, and a partial surrender charge may apply. Surrender charges that apply when you decrease the policy’s Face Amount are discussed in “Surrender Charges for Decreases in Face Amount” in the “Transaction Fees” section.

A decrease will reduce the Face Amount in the following order:

(1) the Face Amount of the most recent increase; then

(2) the Face Amounts of the next most recent increases successively; and last

(3) the Initial Face Amount.

You may not decrease the Face Amount if the decrease would result in a Face Amount of less than the minimum Face Amount ($50,000).

Face Amount decreases will be effective on the Monthly Charge Date that is on, or precedes, the date we receive (in Good Order at our Administrative Office) any applicable request for the decrease. A Face Amount decrease will reduce your policy’s Account Value by

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the amount of any applicable partial surrender charge. The remaining surrender charge will be reduced by the amount of the partial surrender charge assessed when the Face Amount is decreased. If the policy’s Account Value (or Net Surrender Value if there is Policy Debt) cannot keep the policy In Force, a premium payment may be required.

Decreases in the policy’s Face Amount may have adverse tax consequences.

Suicide

If the Insured dies by suicide, while sane or insane, and the policy is In Force, the policy will terminate.

• If the death occurs within two years after the Issue Date, we will refund the sum of all premiums paid, less any withdrawals and any Policy Debt.

• If the death occurs within two years after reinstatement of the policy, we will refund the sum of the premium paid to reinstate and all premiums paid thereafter, less any premiums returned, and withdrawals after reinstatement and any Policy Debt at the time of death.

• If death occurs within two years after the effective date of an increase in Face Amount (but at least two years after the Issue Date or any reinstatement), we will refund the sum of the monthly charges attributed to the increase. However, if a refund as described in either of the two preceding paragraphs is payable, there will be no additional payment for the increase.

Example:
Assume a policy is issued with a $500,000 Face Amount under death benefit option 1. In Policy Year 4, the owner applies for a $250,000 Face Amount increase, which is approved. If the Insured commits suicide within two years of the increase, the benefit payable to the beneficiaries is equal to the original $500,000 death benefit, plus an additional payment equal to the monthly charges that were deducted from the Account Value for the increase segment of $250,000.

We will pay the full death benefit, less any amounts withdrawn and less any Policy Debt, if the Insured commits suicide two years or more after the Issue Date, and there has been no reinstatement or increase in the Face Amount within those two years.

For policies issued in Colorado and North Dakota, all references in the provision to “two years” should be replaced with “one year.”

Error of Age or Gender

If the Insured’s date of birth or gender was misstated in the policy application or the policy has been issued incorrectly, we may adjust the Face Amount. The adjustment will reflect the amount provided by the most recent monthly insurance charges using the correct age and gender. If the adjustment is made while the Insured is living, monthly charges after the adjustment will be based on the correct age and gender.

Other Benefits Available Under the Policy

Additional Benefits

In addition to the standard death benefit(s) associated with your policy, other standard and/or optional benefits may be available to you. You can obtain additional benefits if you request them and/or qualify for them. We provide certain additional benefits by rider or endorsement. The cost of each rider is generally deducted as part of the monthly charges. Some riders do not result in monthly charges, but do require a fee to exercise the riders. Adding or removing a rider for which there is a monthly charge may impact the premium limitations on your policy. For additional information, please see “Premium Limitations” in the “Premiums” section. If you added a rider for which we charge, you may cancel it at any time upon Written Request. You may not, however, add or remove a rider during a Grace Period. You must pay any premium due before such transaction requests can be processed. Having one or more riders that have monthly charges will increase the overall cost of your policy. The availability of certain riders is subject to state availability and policy Issue Date.

Please note that the Disability Benefit and the Waiver of Monthly Charges Riders may not be used in combination. If you have been issued one of these two riders, you may not terminate the rider and choose the other.

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Note: The following riders can no longer be added to your policy:

• Accelerated Death Benefit Rider for Terminal Illness

• Disability Benefit Rider

• Guaranteed Insurability Rider

• Other Insured Rider

• Substitute of Insured Rider

• Waiver of Monthly Charges Rider

We also offer two automated transfer programs as additional benefits – Portfolio Rebalancing and Dollar Cost Averaging (DCA). Please note that you cannot select both the Portfolio Rebalancing Program and the DCA Program at the same time.

The following table summarizes the information about the additional benefits available under the policy. Information about the fees associated with each benefit included in the table may be found in the Fee Table.

Name of Benefit	Purpose	Is this Benefit Standard or Optional?	Brief Description of Restrictions/Limitations
Accelerated Death Benefit Rider for Terminal Illness This rider is no longer issued.	Advances portion of death benefit upon Insured being terminally ill and not expected to live more than 12 months	Standard	• Eligible payment amount (Eligible Amount) does not include: any amount of death benefit equal to the Account Value; amounts under riders that do not provide level or increasing coverage for at least two years after acceleration date; and the amount payable upon the death of someone other than the Insured under the policy, if applicable. • Minimum payment is $25,000. • Maximum payment is lesser of 75% of Eligible Amount and $250,000. • Death benefit reduced by accelerated amount.
Disability Benefit Rider This rider is no longer issued.	Credits specified amount to Account Value and waives monthly charges on specific Monthly Charges Dates while Insured is totally and continuously disabled (as defined in rider)	Optional	• Evidence of insurability required to add rider. • Monthly credit of specified amount ends day before Insured’s Attained Age 65. • Waiver of monthly charges ends day before Insured’s Attained Age 65 if total disability began at Insured’s Attained Age 60 or older. • Rider not available if Waiver of Monthly Charges Rider added to policy.
Guaranteed Insurability Rider This rider is no longer issued.	Provides right to increase Face Amount or purchase new policy without evidence of insurability on specified dates	Optional	• Requires premium payment to increase Face Amount or purchase new policy. • Option amount limited to lesser of $100,000 or the Face Amount of the base policy on the effective date of an increase. • Evidence of insurability required to add rider.
Other Insured Rider This rider is no longer issued.	Provides level term insurance on the life of up to two Insureds, one of which is the base policy Insured and the other is either the base policy Insured’s spouse or child.	Optional	• Rider may be converted while the Insured is living or upon the death of the Insured prior to the Insured’s Attained Age 70. • Conversion on death of Insured must occur with 90 days of date we receive proof of Insured’s death. • The cost of the new policy will be based on other Insured’s Attained Age at time of conversion.

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Name of Benefit	Purpose	Is this Benefit Standard or Optional?	Brief Description of Restrictions/Limitations
Substitute of Insured Rider This rider is no longer issued.	Allows for substitution of Insured	Standard	• Owner must have insurable interest in life of substitute Insured. • Both Insured and substitute Insured must be alive on date of substitution. • Age of substitute Insured on birthday nearest Policy Date cannot be less than the minimum age or greater than maximum age allowed. • Evidence of insurability of substitute Insured required. • Payment of premium required if needed to avoid termination.
Waiver of Monthly Charges Rider This rider is no longer issued.	Waives monthly charges while Insured is totally and continuously disabled (as defined in rider)	Optional	• Evidence of insurability required to add rider. • Rider benefit ends day before Insured’s Attained Age 65, if Total Disability began when Insured was Attained Age 60 or older. • Rider not available if Disability Benefit Rider added to policy.
Adjustment to Surrender Charges Endorsement for Internal Replacements	Waives surrender charges in exchange of policy for non-variable life policy offered by MassMutual or its subsidiary	Standard	• Evidence of insurability required. • MassMutual reserves right to require repayment of loans and loan interest.
Adjustment to Surrender Charges Endorsement	Waives surrender charges if policy fully surrendered	Optional	• Evidence of insurability required to add endorsement. • Not available for policies issued for personal use or business cases if annual premium less than $100,000. Other conditions that must be met: • Policy is In Force; • Surrender occurs after first five Policy Years; • No loans or withdrawals taken under policy; and • Policy not assigned after issue.
Portfolio Rebalancing Program	Automatically rebalances Separate Account Divisions to maintain original percent allocation of Account Value	Optional	Cannot use with Dollar Cost Averaging Program.
Dollar Cost Averaging Program	Automatically transfers a specific amount of Account Value from a single Separate Account Division to other divisions or the GPA, at set intervals	Optional	Cannot use with the Portfolio Rebalancing Program or within 66 days of policy Issue Date.

Accelerated Death Benefit Rider for Terminal Illness – This Rider Is No Longer Issued

This rider advances a portion of the policy’s death benefit to the Owner when we receive proof, satisfactory to us, that the Insured is terminally ill and is not expected to live more than 12 months. If the death benefit is accelerated under this rider, the policy values, the death benefit, cash values, and loan values under this policy will be reduced.

Benefits under the rider may be taxable. The Owner should seek tax advice prior to requesting an accelerated death benefit payment.

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For the purposes of this rider, terminal illness is a medical condition that:

• is first diagnosed by a Legally Qualified Physician (as defined in the rider); and

• with reasonable medical certainty, will result in the death of the Insured within 12 months from the date the Legally Qualified Physician certifies the diagnosis; and

• is not curable by any means available to the medical profession.

We must receive the following items before an accelerated benefit can be paid:

• Owner’s Written Request for payment of an accelerated death benefit under the policy;

• Insured’s written authorization to release medical records to us;

• Written consent to this request of any assignee and any irrevocable beneficiary under the policy; and

• Written certification from a Legally Qualified Physician that the Insured has a terminal illness, as defined above.

The amount of the death benefit under the policy that can be considered for acceleration is determined as of the acceleration date. The acceleration date is the first date on which all the requirements for acceleration, except any confirming examination that we may require, have been met.

The amount eligible for acceleration under the rider (Eligible Amount) includes:

• the amount equal to the excess of the base policy death benefit over the Account Value; and

• the amount payable upon death of the Insured under any life insurance rider included with the policy, if that rider provides level or increasing coverage on the life of the Insured for at least two years after the acceleration date.

The Eligible Amount does not include:

• the amount payable upon the death of the Insured under any life insurance rider that does not provide level or increasing coverage for at least two years after the acceleration date; and

• the amount payable upon the death of someone other than the Insured under the policy, if applicable.

All other riders are excluded from the Eligible Amount.

The Owner may accelerate any portion of the Eligible Amount subject to the following limitations:

• the minimum amount that may be accelerated is $25,000; and

• the maximum amount that may be accelerated is equal to the lesser of 75% of the Eligible Amount or $250,000 minus the total amount accelerated under all other policies issued by us or any of our affiliates.

There is no premium or cost of insurance charge for this rider. However, when you exercise benefits under this rider, your death benefit will be reduced by an amount greater than the terminal illness benefit payment. The terminal illness benefit payment will be reduced by:

• a fee of not more than $250; and

• interest at the annual interest rate we have declared for policies in this class.

In return for the advance payment, a lien is placed on the policy equal to the amount of benefit accelerated. Interest is not charged on the lien. The Owner may not voluntarily repay all or any portion of the lien. However, the amount of the lien will be deducted from the amount of payment under the policy upon the death of the Insured.

Payment of the terminal illness benefit will be made to the Owner in a single sum, unless the payment has been assigned or designated by the Owner. However, we will not make the payment if we first receive due proof of the Insured’s death; in this case, we will instead pay the death benefit as if no request has been received under the rider.

After the accelerated benefit payment is made, this policy will remain In Force, and premiums and charges will continue in accordance with the policy provisions.

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The rider terminates on the earliest of:

• on the date the Owner makes a Written Request to terminate (Note: The Owner may choose to terminate the rider if he or she wishes to guarantee that the policy’s death benefit is paid to the named beneficiaries rather than to the Owner. However, if the rider is terminated at the Owner’s request, it cannot be reinstated.);

• on the date an accelerated benefit payment is made;

• on the date the policy terminates, for any reason;

• on the date the policy matures;

• on the date the base policy is changed to a different policy on which the rider is not available; or

• two years before coverage under the policy is scheduled to terminate.

Where this rider is available, it is included automatically with the policy at no charge at the time the policy is issued.

An example illustrating the operation of this rider is set forth in Appendix C.

Disability Benefit Rider – This Rider Is No Longer Issued

This rider provides a disability benefit while the Insured is totally and continuously disabled as defined in the rider. The rider provides the following monthly benefits if the Insured becomes totally and continuously disabled.

• On specific Monthly Charge Dates we will credit an amount to the Account Value equal to the specified benefit amount shown in the policy’s specifications for this rider. This amount will be treated as a Net Premium.

• We also will waive the monthly charges due for this policy on specific Monthly Charge Dates.

The benefits will be provided after the Insured has been totally disabled for four continuous months and all conditions of the rider have been met.

Total Disability is defined as an incapacity of the Insured that:

• is caused by sickness or injury; and

• requires the Insured to be under a doctor’s care; and

• begins while this rider is In Force; and

• for the first 24 months of any period of Total Disability, prevents the Insured from performing the substantial and material duties of the Insured’s occupation; and

• after Total Disability has continued for 24 months, prevents the Insured from engaging in any occupation the Insured is or may become qualified to perform.

The benefits will end when any of the following occurs:

• the Insured is no longer totally disabled; or

• satisfactory proof of continued Total Disability is not given to us as required; or

• the Insured refuses or fails to have an examination we require; or

• for the specified monthly benefit, the day before the Insured’s Attained Age becomes 65; and

• for the waiver of monthly charges, the day before the Insured’s Attained Age becomes 65 if Total Disability began when the Insured’s Attained Age was 60 or older.

If Total Disability began before the Insured’s Attained Age 60 and continues to Attained Age 65, the rider benefit after Attained Age 65 will be the monthly charges for this policy.

Proof of claim must be received at our Administrative Office within one year after the notice of claim was given to us. However, if it was not reasonably possible to give us proof of claim on time, the delay will not reduce the benefit if proof is given as soon as reasonably possible.

This rider may be added at or after the time the policy is issued up to the Insured’s Attained Age 59. Satisfactory evidence of insurability is required at the time the rider is added. It cannot be added to a policy that has the Waiver of Monthly Charges Rider.

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The Owner may terminate this rider at any time upon Written Request. If the rider is terminated at the Owner’s request, this rider cannot be reinstated. If not terminated at the Owner’s request, this rider will terminate automatically at the Insured’s Attained Age 65.

There is a monthly charge for this rider, which is the sum of the charge for the specified benefit amount and the charge for the waiver of monthly charges. This charge is based on the Insured’s Attained Age and gender, and on the benefits provided.

• The specified benefit amount charge each month is equal to the specified monthly benefit multiplied by the specified benefit charge rate for the Insured’s Attained Age.

• The waiver charge each month is equal to the sum of the monthly charges for the month, excluding the charge for this rider, multiplied by the waiver charge rate for the Insured’s Attained Age.

The monthly charge is deducted from the Account Value on each Monthly Charge Date prior to the rider’s termination.

The specified benefit charge rates and waiver charge rates are shown in the policy’s specifications pages.

The example below shows the operation of this rider.

• The specified monthly benefit is $500.

• The Insured is Attained Age 55.

• The Insured has been totally and permanently disabled for at least 4 months.

• Account Value on the Monthly Charge Date prior to the deduction of monthly charges is $100,000.

• Total monthly charges are $400.

• The rider waives the monthly charges and credits the specified monthly benefit to the Account Value. The impact to the Account Value is as follows:

$100,000
+ $500
- $0
________
$100,500 Starting Account Value
Rider Benefit
Monthly Charges
________________________
Ending Account Value

Guaranteed Insurability Rider – This Rider Is No Longer Issued

This rider provides the right to increase the Face Amount of the policy without evidence of insurability on certain option dates as defined in the rider.

A written application is required and any premium payment needed for a Face Amount increase must be received at our Administrative Office by the end of the option period.

There are two types of option periods, regular and substitute. Regular option periods coincide with the Policy Anniversary dates nearest the Insured’s 25^th, 28^th, 31^st, 34^th, 37^th, 40^th, 43^rd, and 46^th birthday. Substitute option dates occur 91 days after the Insured’s marriage, the birth of the Insured’s child or adoption of a child by the Insured. In the event of multiple births, the maximum increase will be the benefit amount listed in the policy’s specifications pages multiplied by the number of children born (up to a maximum of three).

A substitute option date can be exercised only if there is a subsequent regular option date. If an increase is elected during a substitute option period, the right to increase again during the subsequent regular option period is lost. Failure to exercise an option date does not impact your ability to exercise a future option.

The rider option amount is subject to a maximum limit of $100,000, or, if less, the Face Amount of the base policy on the effective date of an increase in the rider option amount.

This rider may be added at or after the time the policy is issued up to the Insured’s Attained Age 40. Satisfactory evidence of insurability is required at the time the rider is added.

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The rider terminates:

• when the Owner makes a Written Request to terminate (Note: If the rider is terminated at the Owner’s request, it cannot be reinstated.);

• after the last regular option date as defined in the rider;

• following election of the last Face Amount increase that may be elected under the rider;

• a decrease in the policy’s Face Amount;

• if the policy is changed to another policy under which this rider is not available; or

• if the policy terminates.

There is a monthly charge for this rider. It is a rate per $1,000 of rider option amount, which is deducted from the Account Value on each Monthly Charge Date prior to the rider’s termination. This rider also has a rider expense premium associated with it. The monthly charge rate per $1,000 and the rider expense premiums are shown in the policy’s specifications pages.

The example below shows the operation of this rider.

Policy details:

Sex	Male
Risk Class	Non-Tobacco
Issue Age	30
Attained Age	37
Selected Face Amount	$250,000
Rider Option Amount	$50,000

On the Policy Anniversary:

• The Face Amount can be increased by the rider option amount, from $250,000 to $300,000 because the Insured has reached Attained Age 37 (which is a regular option date) on this Policy Anniversary.

• The increase segment gets the same risk class as the base policy (Non-Tobacco).

• Evidence of insurability is not required for this Face Amount increase.

• Monthly charges going forward will be based on the total Face Amount of $300,000 and will be higher.

Other Insured Rider – This Rider Is No Longer Issued

This rider provides level term insurance on the life of up to two Insureds, one of which is the Insured named in the base policy. The other Insured must be either the base policy Insured’s spouse or child. The coverage for the Insured under the rider is convertible for a limited amount of time.

While the base policy Insured is living and prior to the other Insured’s Attained Age 70, the rider may be fully or partially converted to a flexible premium variable life insurance policy offered at the time of conversion. The cost for the new policy will be based on the other Insured’s Attained Age at the time of conversion. No evidence of insurability is required to convert the rider coverage.

If the Insured under the rider is not the base policy Insured, the rider may be converted upon the death of the base policy Insured (but only before Attained Age 70 of the other Insured). Conversion upon the death of the base policy Insured may be made at any time up to 90 days of the date we receive due proof of the base policy Insured’s death.

The rider will terminate on the rider expiration date listed in the rider specifications for the other Insured. This rider will also end if any of the following occurs:

• expiration of the 90-day conversion period upon death of the base policy Insured;

• the end of the Grace Period for any unpaid premium under the base policy;

• termination of the policy for any other reason;

• change of the policy to a different policy on which this rider is not available; or

• conversion of the remaining rider face amount under this rider.

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You may request an increase or decrease in the Face Amount of the rider. If you change the Face Amount, your policy charges will change accordingly. There is an additional charge for this rider that varies based on the individual characteristics of the Insured.

The example below shows the impact of making a claim under this rider.

Policy details for Primary Insured:

Sex	Female
Risk Class	Non-Tobacco
Issue Age	30
Attained Age	40
Face Amount	$250,000

Policy details for Other Insured:

Sex	Male
Risk Class	Non-Tobacco
Issue Age	32
Attained Age	42
Rider Face Amount	$100,000

When the Other Insured dies:

• The rider Face Amount of $100,000 is paid to the beneficiary.

• The monthly rider charge for the Other Insured Rider going forward will cease.

Substitute of Insured Rider – This Rider Is No Longer Issued

This rider allows you to substitute a new Insured in place of the current Insured under the policy.

A substitute of Insured is allowed if the policy is In Force, and all of the following conditions are met as of the Date of Substitution:

• the Owner has an insurable interest in the life of the substitute Insured;

• the substitute Insured must have been born on or before the Policy Date; and

• the substitute Insured must not be over 80 years of age on the birthday nearest the date of substitution; and

• the age of the substitute Insured on the birthday nearest the Policy Date must not be less than the minimum age, or greater than the maximum age, allowed by us for the policy on the Policy Date.

Before the submission can become effective, we require:

• a written application for substitution, received by us at our Administration Office;

• evidence of insurability of the substitute Insured that is satisfactory to us and;

• payment to us of any premium required to avoid termination under the Grace Period and Termination provision of the policy.

All monthly charges after the substitution of the Insured will be based on the life and risk classification of the substitute Insured.

The rider will continue In Force to, but not including, the Policy Anniversary date on which the current Insured’s Attained Age becomes 75. However, it will end automatically before that date at the time any one of the following occurs:

• change of the policy to a different policy under which the rider is not available;

• a substitution of Insured under the terms of the rider; or

• termination of the policy for any reason.

Substituting a new Insured under the policy may have adverse tax consequences. Please consult your tax adviser before you make your decision.

This rider is available for issue ages 0-74. It is included automatically at no charge at the time the policy is issued.

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An example of the operation of the Substitute of Insured Rider is set forth in Appendix D.

Waiver of Monthly Charges Rider – This Rider Is No Longer Issued

Under this rider, we will waive the monthly charges due for the policy while the Insured is totally and continuously disabled, as defined in the rider, for four months or longer. We will not return any premiums paid; however, we will adjust the Account Value according to the terms of the rider.

Total Disability is defined as an incapacity of the Insured that:

• is caused by sickness or injury; and

• requires the Insured to be under a doctor’s care; and

• begins while this rider is In Force; and

• for the first 24 months of any period of Total Disability, prevents the Insured from performing the substantial and material duties of the Insured’s occupation; and

• after Total Disability has continued for 24 months, prevents the Insured from engaging in any occupation the Insured is or may become qualified to perform.

The benefits will end when any of the following occurs:

• the Insured is no longer totally disabled; or

• satisfactory proof of continued Total Disability is not given to us as required; or

• the Insured refuses or fails to have an examination we require; or

• the day before the Insured’s Attained Age becomes 65, if Total Disability began when the Insured was Attained Age 60 or older.

Proof of claim must be received at our Administrative Office within one year after the notice of claim was given to us. However, if it was not reasonably possible to give us notice and/or proof of claim on time, the delay will not reduce the benefit if notice and/or proof are given as soon as reasonably possible.

This rider may be added at or after the time the policy is issued up to Insured’s Attained Age 59. Satisfactory evidence of insurability is required at the time the rider is added. It cannot be added to a policy that has the Disability Benefit Rider.

The Owner may terminate this rider at any time upon Written Request. If the rider is terminated at the Owner’s request, it cannot be reinstated. If not terminated at the Owner’s request, the rider will continue In Force to, but not including, the Policy Anniversary date on which the Insured’s Attained Age becomes 65.

There is a monthly charge for this rider. This charge is based on the Insured’s Attained Age and gender. The charge each month is equal to the sum of the monthly charges for the month, excluding the charge for this rider, multiplied by the waiver charge rate for the Insured’s Attained Age. The charge is deducted from the Account Value on each Monthly Charge Date prior to the rider’s termination.

The waiver charge rates are shown in the policy’s specifications pages.

The example below shows the operation of this rider.

• The Insured is Attained Age 55.

• The Insured has been totally and permanently disabled for at least 4 months.

• Account Value on Monthly Charge Date prior to the deduction of monthly charges is $100,000.

• Total monthly charges are $400.

• The rider waives the monthly charges, so the Account Value remains at $100,000.

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Adjustment to Surrender Charges Endorsement (for internal replacements)

This endorsement allows the Company to waive surrender charges if an Owner wishes to exchange this policy for a qualifying non-variable life insurance policy offered by MassMutual or one of its subsidiaries provided the following conditions are met:

• On the date of the exchange, the Net Surrender Value of the new policy must be less than or equal to the Net Surrender Value of the replaced policy;

• The Face Amount of the new policy must be equal to or greater than the Face Amount of the replaced policy; and

• The entire value of the replaced policy must be put into the new policy.

This endorsement is included automatically with the policy at no charge at the time the policy is issued.

We require a written application and evidence of insurability satisfactory to us for the new policy. There is no guarantee the new policy will be issued. We reserve the right to require repayment of any loans and loan interest.

We have the right to modify, suspend, or terminate any replacement program at any time without prior notification. This right does not apply to policies to which the endorsement has already been added.

Adjustment to Surrender Charges Endorsement

This endorsement allows the Company to waive surrender charges if an Owner wishes to surrender this policy in full provided the following conditions are met:

• The policy is In Force;

• The policy is surrendered during the first five Policy Years (including surrenders under settlement options);

• No loans have been taken against the policy;

• No withdrawals have been taken from the policy; and

• The policy has not been assigned after issue.

We require a written application and evidence of insurability satisfactory to us to attach this endorsement to the policy. We also charge a one-time fee of $150 to add this endorsement. The endorsement is available for business cases where the annual policy premium for the case equals or exceeds $100,000. The endorsement is not available on policies intended for personal use or where the annual policy premium for the case is less than $100,000. A case is defined as one or more policies with a single business owner. This endorsement is only available for attachment at the time the policy is issued.

Generally, you can exchange a life insurance policy for another in a tax-free exchange under Section 1035 of the Internal Revenue Code. Before making such an exchange, you should compare the features, fees, and risks of both policies to determine whether the purchase of the new policy is in your best interest. Remember that if you replace a policy with another policy, you might have to pay a surrender charge on the surrendered policy, and there may be new surrender charges for the new policy. In addition, other charges may be higher (or lower), and the benefits may be different.

Right to Exchange

Generally, you can exchange a life insurance policy for another in a tax-free exchange under Section 1035 of the Internal Revenue Code. Before making such an exchange, you should compare the features, fees, and risks of both policies to determine whether the purchase of the new policy is in your best interest. Remember that if you replace a policy with another policy, you might have to pay a surrender charge on the surrendered policy, and there may be new surrender charges for the new policy. In addition, other charges may be higher (or lower), and the benefits may be different. You should talk to your financial professional or tax adviser.

For a policy issued in New York, the Owner has the option to surrender the policy for level paid-up life insurance at least once each Policy Year. The amount of level paid-up insurance will be determined by applying the Net Surrender Value as a net single premium at the gender and Attained Age of the Insured on that date.

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Accessing the Money in Your Policy

Withdrawals

After the first Policy Year, the maximum amount you may withdraw is 75% of the current Net Surrender Value. This amount is referred to as the maximum partial withdrawal. The minimum amount you may withdraw is $100. We do not currently charge a withdrawal fee or surrender charge for a withdrawal.

You can make a withdrawal by sending us a Written Request in Good Order on our partial withdrawal request form.

You must state in your request form the dollar amount and corresponding Separate Account Division(s) from which you want the withdrawal made. If you choose to withdraw an amount from the GPA, it may not exceed the non-loaned Account Value in the GPA. If you request a maximum partial withdrawal, the amount of the withdrawal will be deducted proportionately from the available Separate Account Divisions and the non-loaned Account Value in the GPA.

A withdrawal will reduce your policy’s Account Value by the amount withdrawn. If the policy’s Account Value is reduced to a point where it cannot meet a monthly deduction, your policy may terminate. A withdrawal may also: 1) reduce your policy’s Face Amount; 2) have adverse tax consequences; and 3) change the premium limitations. For more information on tax implications, please see the “Federal Income Tax Considerations” section and for more information on premium limitations, please see “Premium Limitations” in the “Premiums” section.

Example:
Assume Death Benefit Option 1 is in effect and prior to the withdrawal the policy has a Face Amount of $600,000 and an Account Value of $120,000. If you make a withdrawal of $30,000, the Account Value will be reduced to $90,000 and the Face Amount will be reduced to $570,000. The withdrawal payment will be $30,000.

If your policy’s Face Amount is decreased because of a withdrawal, surrender charges will not apply. We may reduce the Face Amount of your policy unless you have chosen death benefit option 2 or we receive evidence of insurability satisfactory to us. The amount of the reduction will be the amount of the withdrawal.

There is one exception:

If the death benefit provided by the death benefit option immediately before the withdrawal is equal to the Minimum Death Benefit, either the Face Amount reduction will be limited or we will not reduce the Face Amount.

We will not reduce the Face Amount if the death benefit immediately after the withdrawal would be the new Minimum Death Benefit (based on the reduced Account Value). Otherwise, the Face Amount reduction will be based on a formula.

The formula considers the smallest withdrawal amount that would bring the Minimum Death Benefit below the death benefit provided by the death benefit option. The formula reduces the Face Amount by the excess of the requested withdrawal amount over this smallest withdrawal amount. (Minimum Death Benefit, death benefit, and death benefit options are explained in the “Death Benefit” section.)

We will not allow a withdrawal if it would result in a reduction of the Face Amount to less than the minimum Face Amount.

Withdrawal requests where evidence of insurability is not required will be effective on the Valuation Date we receive the Written Request in Good Order at our Administrative Office. Withdrawal requests where evidence of insurability is required will be effective on the Valuation Date we approve the evidence of insurability application provided that the remainder of the withdrawal request is in Good Order on that date. Withdrawal requests determined to be in Good Order on a non-Valuation Date or after the end of a Valuation Date, will be effective as of the next Valuation Date.

If a withdrawal would cause the policy to become a MEC, a MEC Notice and Acknowledgement Form will be required before the withdrawal will be processed. For more information on MECs, please see the “Federal Income Tax Considerations” section.

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We will normally pay any withdrawal amounts within seven calendar days of the withdrawal effective date unless we are required to suspend or postpone withdrawal payments. Please see “Other Policy Rights and Limitations” in the “Other Information” section for additional information.

Surrenders

You may surrender your policy to us at any time while the policy is In Force. We will pay you its Net Surrender Value. To surrender your policy, you must submit a completed surrender form and any other forms we may require.

The surrender will be effective on the Valuation Date we receive all required, fully completed forms in Good Order at our Administrative Office. If the surrender involves an exchange or transfer of assets to a policy issued by another financial institution or insurance company (not MassMutual or any of its subsidiaries), we also will require a completed absolute assignment form and any state mandated replacement paperwork. If we receive your request in Good Order on a non-Valuation Date or after the end of a Valuation Date, your surrender request will be effective as of the next Valuation Date.

We will normally pay any surrender amounts within seven calendar days of the surrender effective date, unless we are required to suspend or postpone surrender payments. Please see “Other Policy Rights and Limitations” in the “Other Information” section for additional information.

The policy terminates as of the effective date of the surrender and cannot be reinstated unless required by law. Surrendering the policy may result in adverse tax consequences. These tax consequences are discussed in the “Federal Income Tax Considerations” section.

Loans

You may take a loan from the policy once the Account Value exceeds the total of any surrender charges. We charge interest on policy loans that is added to the Policy Debt. We refer to all outstanding loans plus accrued interest as Policy Debt. You may repay all or part of your Policy Debt, but you are not required to do so.

We currently allow loans in all Policy Years, however we reserved the right to prohibit loans in the first Policy Year. The maximum loan amount allowed at any time is calculated as follows:

• 90% of:

(a) the policy’s current Account Value, minus

(b) any current applicable surrender charge,

• less any existing Policy Debt

Taking a loan from your policy has several risks:

• it may increase the risk that your policy will terminate;

• it will have a permanent effect on your policy’s Net Surrender Value;

• it may increase the amount of premium needed to keep your policy In Force;

• it will reduce the death benefit proceeds; and

• it has potential adverse tax consequences.

The risks that can result from taking a policy loan may be reduced if you repay Policy Debt. The tax consequences of loans are discussed in the “Federal Income Tax Considerations” section.

Requesting a Loan

You may take a loan by completing a loan request form and sending it to our Administrative Office, or by other means we authorize, subject to certain restrictions. You must assign the policy to us as collateral for the loan.

Once we have processed the loan request and deducted the proportionate amounts from the Separate Account Divisions and/or the GPA, we consider the loan effective and outstanding. If, after we process the loan request, you decide not to cash the check, you may

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submit a Written Request to our Administrative Office to repay the loan amount. The loan repayment will be effective on the Valuation Date the Written Request is received in Good Order at our Administrative Office. Loan interest begins to accrue as soon as the loan is effective. Therefore, loan interest will accrue even if the loan check is not cashed. Please see “Loan Interest Charged” below for additional information.

Payment of Proceeds

Loans will be effective on the Valuation Date we receive your loan request form and all other required documents in Good Order at our Administrative Office. If we receive your request in Good Order on a non-Valuation Date or after the end of a Valuation Date, your loan request will be effective as of the next Valuation Date.

On the effective date of the loan, we deduct proportionate amounts from the Separate Account Divisions and/or the GPA (excluding any outstanding loans) and transfer the resulting dollar amounts to the loaned portion of the GPA. We will normally pay any loan amounts within seven calendar days of the loan effective date, unless we are required to suspend or postpone loan amounts. Please see the “Other Policy Rights and Limitations” sub-section in the “Other Information” section for additional information.

Interest Credited on the Loaned Value

When you take a loan, we transfer an amount equal to the loan to the loaned portion of the GPA. This amount earns interest at a rate equal to the greater of:

• 3%; or

• the loan interest rate less the current loan interest rate expense charge.

On each Policy Anniversary, the interest rate earned on any outstanding loan is applied to the Separate Account Divisions according to the values in them at that time. If you have no value in the Separate Account at that time, then the interest earned on any outstanding loan remains in the GPA.

Loan Interest Charged

At the time you applied for the policy, you selected either a fixed loan interest rate of 5% or an adjustable loan rate.

Each year we will set the adjustable rate that will apply for the next Policy Year. The maximum loan rate is based on the Monthly Average Corporate yield on seasoned corporate bonds as published by Moody’s Investors Service, Inc. If this Average is no longer published, we will use a similar average as approved by the insurance department of the state in which your contract was issued.

The maximum rate is the greater of:

• The published monthly average for the calendar month ending two months before the Policy Year begins; or

• 4%

If the maximum rate is less than 0.5% higher than the rate in effect for the previous year, we will not increase the rate. If the maximum rate is at least 0.5% lower than the rate in effect for the previous year, we will decrease the rate.

Interest on policy loans accrues daily and becomes part of the Policy Debt as it accrues. As part of the loan, it will bear interest at the loan rate. Therefore, loan interest will accrue even if the loan check is not cashed. Loan interest is due on each Policy Anniversary. If you do not pay it when it is due, the interest is deducted proportionately from the Separate Account Divisions and the GPA according to the then current value in those Separate Account Divisions and the GPA and added to the loan. If the policy’s Account Value cannot cover the loan interest due, the policy may lapse. Please see the “Policy Termination and Reinstatement” section.

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Effect of a Loan on the Values of the Policy

A policy loan negatively affects policy values because we reduce the death benefit and Net Surrender Value by the amount of the Policy Debt.

Also, a policy loan, whether or not repaid, has a permanent effect on your policy’s Net Surrender Value because, as long as a loan is outstanding, a portion of the Account Value equal to the loan is invested in the GPA. This amount does not participate in the investment performance of the Separate Account or receive the current interest rates credited to the non-loaned portion of the GPA. The longer a loan is outstanding, the greater the effect on your Net Surrender Value will be. In addition, if you do not repay a loan, your outstanding Policy Debt will reduce the death benefit and Net Surrender Value that might otherwise be payable.

Whenever you reach your Policy Debt Limit, your policy is at risk of terminating, even if the Safety Test is met. Your Policy Debt Limit is reached when total Policy Debt exceeds the Account Value less surrender charges. If this happens, we will notify you in writing. The “Policy Termination and Reinstatement” section explains more completely what will happen if your policy is at risk of terminating. Please note that Policy Termination with an outstanding loan also can result in adverse tax consequences. Please see the “Federal Income Tax Considerations” section for additional information.

As you repay a loan, the amount in the non-loaned section of the GPA will increase because we allocate loan repayments first to the GPA until you have repaid all loan amounts originally deducted from that account. Additionally, your ability to transfer funds out of the GPA following a loan repayment will be limited due to certain transfer restrictions. Please see the “Transfers” section for additional information.

Repayment of Loans

All or part of your Policy Debt may be repaid at any time while the Insured is living and while the policy is In Force. We will increase the death benefit and Net Surrender Value under the policy by the amount of the repayment.

A loan repayment must be identified as such or we will consider it a premium payment. We will apply the loan repayment on the Valuation Date it is received in Good Order. If we receive the loan repayment in Good Order on a non-Valuation Date or after the end of a Valuation Date, the loan repayment is effective as of the next Valuation Date. If a loan repayment is dishonored by your bank after we have applied the loan repayment to your policy, the transaction will be deemed void and your loan repayment will be reversed.

You may initiate single or recurring loan repayments through our secure website (www.MassMutual.com) or by calling our Administrative Office and authorizing an electronic draft from your bank account. Please see the “Electronic Premium Payments” sub-section in the “Premiums” section for additional information. In addition, loan repayments may be sent to MassMutual, PO Box 92483, Chicago, IL 60675-2483.

Any loan repayment made within 30 days prior to the Policy Anniversary date will be used to first pay policy loan interest due. For any other loan repayment, we will first transfer values equal to the repayment amount from the loaned portion of the GPA to the non-loaned portion of the GPA until all loan amounts originally deducted from that account have been repaid. We will allocate any additional loan repayments by transferring values equal to the repayment amount from the loaned portion of the GPA to the non-loaned portion of the GPA and/or the applicable Separate Account Divisions, based on your premium allocation instructions in effect at that time. When we receive a loan repayment and only a portion is needed to fully repay the loan, we will apply any excess as premium and allocate it according to the current premium allocation instructions after deduction of the premium expense charge. Any subsequent loan repayments received after the loan is fully repaid will be refunded to the premium payer.

We will deduct any outstanding Policy Debt from:

• the proceeds payable on the death of the Insured;

• the proceeds payable when you surrender the policy; or

• the Account Value if the policy lapses.

In these situations, we will then consider the Policy Debt paid.

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Policy Termination and Reinstatement

If there is no Policy Debt, the policy may terminate without value if:

• its Account Value on a Monthly Charge Date cannot cover the charges due; and

• the Safety Test is not met on that date.

If there is Policy Debt, the policy will terminate without value at the end of the Grace Period if:

• the Policy Debt Limit is reached, even if the Safety Test is met. The Policy Debt Limit is reached when the Policy Debt (outstanding loans plus accrued interest) exceeds the Account Value less any surrender charges that may apply: 1) on a Monthly Charge Date or (2) on the Valuation Date a premium payment is received, if the policy is in the Grace Period.

Safety Test (Not available in New York)

The Safety Test allows you to keep the policy In Force, regardless of the value of the policy, by meeting monthly Guarantee Premium payment requirements. Even if the Safety Test is met, this policy is at risk of terminating if Policy Debt exceeds the Account Value less any surrender charges that may apply: (1) on a Monthly Charge Date or (2) on the Valuation Date a premium payment is received, if the policy is in the Grace Period.

The Safety Test can be met only during the Guarantee Period(s) stated in the policy. Each Guarantee Period has an associated monthly Guarantee Premium. The amount of the Guarantee Premium depends on:

• the Insured’s issue age;

• the Insured’s gender;

• the Insured’s risk classification;

• the riders on the policy, if any;

• the current Face Amount; and

• the death benefit option in effect at the time.

A Face Amount increase or the addition of any riders may increase the amount of Guarantee Premium. Likewise, a Face Amount decrease or the removal of any riders may decrease the amount of Guarantee Premium.

During the Guarantee Period, the Safety Test is met if:

(1) premiums paid less any amounts refunded or withdrawn, accumulated at an effective annual interest rate of 3%, equal or exceed,

(2) the total of all monthly Guarantee Premiums since the Policy Date, accumulated at an effective annual interest rate of 3%.

The Guarantee Period is the first five Policy Years.

Example:
Assume your policy is in the Guarantee Period and the monthly Guarantee Premium for that period is $25. Also assume that you have no Policy Debt and, beginning on the Policy Date, you have made premium payments of $35 on each Monthly Charge Date. In this case, if the Account Value cannot cover the monthly charges, the policy will stay In Force because the Safety Test has been met.

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Grace Period

Before your policy terminates, we allow a Grace Period during which you can pay the amount of premium needed to avoid termination. We will mail you a notice stating this amount. The Grace Period begins on the date the monthly charges are due. It ends 61 days after the date we mail you the notice.

If there is no Policy Debt, the amount of premium needed to avoid Policy Termination will be the lesser of:

• the amount needed to satisfy the Safety Test; or

• the amount needed to cover the monthly charges due.

If there is Policy Debt, the amount of premium needed to avoid Policy Termination will be the amount needed to bring the Policy Debt back within the limit (Policy Debt cannot exceed the Account Value less surrender charges that may apply: (1) on a Monthly Charge Date or (2) on the Valuation Date a premium payment is received, if the policy is in a Grace Period).

During the Grace Period, the policy will stay In Force. If the Insured dies during this period and the amount of premium needed to avoid Policy Termination has not been paid, we will pay the death benefit proceeds, reduced by the amount of premium needed to avoid Policy Termination and any Policy Debt.

If we do not receive the required payment by the end of the Grace Period, the policy will terminate without value at the end of the Grace Period. We will return a premium payment if it is less than the minimum amount needed to avoid termination.

During the Grace Period, certain financial transactions cannot be processed (transfers, withdrawals, loans). You must pay the premium due before subsequent financial transactions can be processed.

The Company’s mailing of a Policy Termination or a lapse notice to you constitutes sufficient notice of cancellation of coverage.

Reinstating Your Policy

If your policy terminates, you may be able to reinstate it. You may not, however, reinstate your policy if:

• you surrendered it (unless required by law); or

• five years have passed since it terminated.

To reinstate your policy, we will need:

• a written application to reinstate;

• evidence, satisfactory to us, that the Insured is still insurable;

• a premium payment sufficient to keep the policy In Force for three months after reinstatement. The minimum amount of this premium payment will be quoted upon request; and

• a MEC Notice and Acknowledgement form, if the reinstated policy would be a MEC (please see “Policy After You Reinstate” below, and the “Federal Income Tax Considerations” section).

We will not apply the required premium for reinstatement to any investment option until we have approved your reinstatement application.

The policy will be reinstated on the Monthly Charge Date that is on, or precedes, the date we approve your application (Reinstatement Date). We will assess monthly charges due to us upon reinstatement of your policy as of the Reinstatement Date.

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Policy After You Reinstate

If you reinstate your policy, the Face Amount will be the same as it was when the policy terminated. Your Account Value will be:

(1) the premium paid to reinstate your policy, less

(2) the premium expense charge, less

(3) applicable monthly charges due.

Additionally, if the policy lapsed during a period when a surrender charge applied and the surrender charge was taken at that time, then the applicable surrender charge will not be reinstated.

We do not reinstate Policy Debt.

Upon reinstatement, the Safety Test will apply.

If you reinstate your policy, it may become a MEC under current federal tax law. Please consult your tax adviser. More information on MECs is included in the “Federal Income Tax Considerations” section.

Reinstatement will not reverse any adverse tax consequences caused by Policy Termination unless it occurs within 90 days of the end of the Grace Period. In no situation, however, can adverse tax consequences that are a result of Policy Debt be reversed.

Federal Income Tax Considerations

The information in this prospectus is general and is not an exhaustive discussion of all tax questions that might arise under the policy. The information is not written or intended as tax or legal advice. You are encouraged to seek legal and tax advice from a qualified tax adviser. In addition, we do not profess to know the likelihood that current federal income tax laws and Treasury Regulations or the current interpretations of the Internal Revenue Code of 1986, as amended (IRC), Regulations, and other guidance will continue. We cannot make any guarantee regarding the future tax treatment of any policy. We reserve the right to make changes in the policy to ensure that it continues to qualify as life insurance for tax purposes.

No attempt is made in this prospectus to consider any applicable state or other tax laws.

Policy Proceeds and Loans

We believe the policy meets the IRC definition of life insurance. Therefore, the death benefit under the policy generally is excludable from the beneficiary’s gross income under federal tax law. If you sell the policy or there is a transfer for value under IRC Section 101(a)(2), all or a portion of the death benefit under the policy may become taxable unless an exception applies.

As a life insurance policy under the IRC, the gain accumulated in the policy is not taxed until it is withdrawn or otherwise accessed. Any gain withdrawn from the policy is taxed as ordinary income.

From time to time, the Company may be entitled to certain tax benefits related to the investment of Company assets, including those comprising the policy value. These tax benefits, which may include foreign tax credits and the corporate dividends received deduction, are not passed back to you since the Company is the owner of the assets from which the tax benefits are derived.

The following information applies only to a policy that is not a MEC under federal tax law. Please see “Modified Endowment Contracts” later in this section for information about MECs.

As a general rule, withdrawals are taxable only to the extent that the amounts received exceed your cost basis (also referred to as investment in the contract) in the policy. Cost basis equals the sum of the premiums and other consideration paid for the policy less any prior withdrawals under the policy that were not subject to income taxation. For example, if your cost basis in the policy is $10,000, amounts received under the policy will not be taxable as income until they exceed $10,000 in the aggregate; then, only the excess over $10,000 is taxable.

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However, special rules apply to certain withdrawals associated with a decrease in the policy death benefit. The IRC provides that if:

• there is a reduction of benefits during the first 15 years after a policy is issued; and

• there is a cash distribution associated with the reduction,

you may be taxed on all or a part of the amount distributed. After 15 years, cash distributions are not subject to federal income tax, except to the extent they exceed your cost basis.

If you surrender the policy for its Net Surrender Value, all or a portion of the distribution may be taxable as ordinary income. The distribution represents income to the extent the value received exceeds your cost basis in the policy. For this calculation, the value received is equal to the Account Value, reduced by any surrender charges, but not reduced by any outstanding Policy Debt. Therefore, if there is a loan on the policy when the policy is surrendered, the loan will reduce the cash actually paid to you but will not reduce the amount you must include in your taxable income as a result of the surrender.

To illustrate how Policy Termination with an outstanding loan can result in adverse tax consequences as described above, suppose that your premiums paid (that is, your cost basis) in the policy is $10,000, your Account Value is $15,000, you have no surrender charges, and you have received no other distributions and taken no withdrawals under the policy. If, in this example, you have an outstanding Policy Debt of $14,000, you would receive a payment equal to the Net Surrender Value of only $1,000; but you still would have taxable income at the time of surrender equal to $5,000 ($15,000 Account Value minus $10,000 cost basis).

The potential that Policy Debt will cause taxable income from Policy Termination to exceed the payment received at termination also may occur if the policy terminates without value. Factors that may contribute to these potential situations include:

• amount of outstanding Policy Debt at or near the maximum loan value;

• unfavorable investment results affecting your policy Account Value;

• increasing monthly policy charge rates due to increasing Attained Age of the Insured;

• high or increasing amount of Insurance Risk, depending on death benefit option and changing Account Value; and

• increasing policy loan rates if the adjustable policy loan rate is in effect.

One example occurs when the Policy Debt Limit is reached. If, using the previous example, the Account Value were to decrease to $14,000 due to unfavorable investment results, and the policy were to terminate because the Policy Debt Limit is reached, the policy would terminate without any cash paid to you; but your taxable income from the policy at that time would be $4,000 ($14,000 Account Value minus $10,000 cost basis). The policy also may terminate without value if unpaid policy loan interest increases the outstanding Policy Debt to reach the Policy Debt Limit.

To avoid Policy Terminations that may give rise to significant income tax liability, you may need to make substantial premium payments or loan repayments to keep your policy In Force.

You can reduce the likelihood that these situations will occur by considering these risks before taking a policy loan. If you take a policy loan, you should monitor the status of your policy with your registered representative and your tax adviser at least annually, and take appropriate preventative action.

We believe that, under current tax law, any loan taken under the policy will be treated as Policy Debt of the Owner. If your policy is not a MEC, the loan will not be considered income to you when received.

Interest on policy loans used for personal purposes generally is not tax-deductible. However, you may be able to deduct this interest if the loan proceeds are used for “trade or business” or “investment” purposes, provided that you meet certain narrow criteria.

If the Owner is a corporation or other business, additional restrictions may apply. For example, there are limits on interest deductions available for loans against a business-owned policy. In addition, the IRC restricts the ability of a business to deduct interest on debt totally unrelated to any life insurance, if the business holds a cash value policy on the life of certain Insureds.

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Investor Control and Diversification

There are a number of tax benefits associated with variable life insurance policies. Gains on the Net Investment Experience of the Separate Account are deferred until withdrawn or otherwise accessed, and gains on transfers among Separate Account Divisions also are deferred. For these benefits to continue, the policy must continue to qualify as life insurance. In addition to other requirements, federal tax law dictates that the insurer, and not the Owner, has control of the investments underlying the various Separate Account Divisions for the policy to qualify as life insurance.

You may make transfers among Separate Account Divisions, but you may not direct the investments each Separate Account Division makes. If the IRS were to conclude that you, as the investor, have control over these investments, then the policy would no longer qualify as life insurance and you would be taxed on the gain in the policy as it is earned rather than when it is withdrawn or otherwise accessed.

The IRS has provided some guidance on investor control, but many issues remain unclear. One such issue is whether an Owner can have too much investor control if the variable life policy offers a large number of investment divisions in which to invest Account Values. We do not know if the IRS will provide any further guidance on the issue. We do not know if any such guidance would apply retroactively to policies already In Force.

Consequently, we reserve the right to further limit Net Premium allocations and transfers under the policy, so that it will not lose its qualification as life insurance due to investor control.

In addition, the IRC requires that the investments of the Separate Account Divisions be “adequately diversified” in order for a policy to be treated as a life insurance contract for federal income tax purposes. It is intended that the Separate Account Divisions, through their underlying investment Funds, will satisfy these diversification requirements.

Modified Endowment Contracts

If a policy is a Modified Endowment Contract (MEC) under federal tax law, loans, withdrawals, and other amounts distributed under the policy are taxable to the extent of any income accumulated in the policy. The policy income is the excess of the Account Value (both loaned and non-loaned) over your cost basis. For example, if your cost basis in the policy is $10,000 and the Account Value is $15,000, then all distributions up to $5,000 (the accumulated policy income) are immediately taxable as income when withdrawn or otherwise accessed. The collateral assignment of a MEC is also treated as a taxable distribution. Death benefits paid under a MEC, however, are not taxed any differently than death benefits payable under other life insurance contracts.

If any amount is taxable as a distribution of income under a MEC, it may also be subject to a 10% penalty tax. There are a few exceptions to the additional penalty tax for distributions to individual Owners. The penalty tax will not apply to distributions:

• made on or after the date the taxpayer attains age 59½; or

• made because the taxpayer became disabled; or

• made as part of a series of substantially equal periodic payments paid for the life or life expectancy of the taxpayer, or the joint lives or joint life expectancies of the taxpayer and the taxpayer’s beneficiary. These payments must be made at least annually.

A policy is a MEC if it satisfies the IRC definition of life insurance but fails the “7-pay test.” A policy fails this test if:

(1) the accumulated amount paid under the policy at any time during the first seven contract years exceeds

(2) the total premiums that would have been payable at that time for a policy providing the same benefits guaranteed after the payment of seven level annual premiums.

A life insurance policy will always be treated as a MEC if it is issued as part of an IRC section 1035 tax-free exchange from a life insurance policy that was already a MEC.

If certain changes are made to a policy, we will retest it to determine if it has become a MEC. For example, if you reduce the death benefit during a 7-pay testing period, we will retest the policy using the lower death benefit amount, from the start of that testing period. If the reduction in death benefit causes the policy to fail the 7-pay test for any prior Policy Year, the policy will be treated as a MEC beginning in the Policy Year in which the reduction takes place.

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Any reduction in benefits attributable to the non-payment of premiums will not be taken into account if the benefits are reinstated within 90 days after the reduction in such benefit.

We will retest whenever there is a “material change” to the policy while it is In Force. If there is a material change, a new 7-pay test period begins at that time. The term “material change” includes certain increases in death benefits.

Since the policy provides for flexible premium payments, we have procedures for determining whether increases in death benefits or additional premium payments cause the start of a new seven-year test period or cause the policy to become a MEC.

Once a policy fails the 7-pay test, loans and distributions taken in the year of failure and in future years are taxable as distributions from a MEC to the extent of gain in the policy. In addition, the IRS has authority to apply the MEC taxation rules to loans and other distributions received in anticipation of the policy failing the 7-pay test. The IRC authorizes the issuance of regulations providing that a loan or distribution, if taken within two years prior to the policy’s becoming a MEC, shall be treated as received in anticipation of failing the 7-pay test. However, such written authority has not yet been issued.

Under current circumstances, a loan, collateral assignment, or other distribution under a MEC may be taxable even though it exceeds the amount of gain accumulated in that particular policy. For purposes of determining the amount of taxable income received from a MEC, the law considers the total of all gain in all the MECs issued within the same calendar year to the same Owner by an insurer and its affiliates. Loans, collateral assignments, and distributions from any one MEC are taxable to the extent of this total gain.

Other Tax Considerations

A change of the Owner or an Insured, or an exchange or assignment of the policy, may cause the Owner to recognize taxable income.

The impact of federal income taxes on values under the policy and on the benefit to you or your beneficiary depends on MassMutual’s tax status and on the tax status of the individual concerned. We currently do not make any charge against the Separate Account for federal income taxes. We may make such a charge eventually in order to recover the future federal income tax liability to the Separate Account.

Under current laws in several states, we may incur state and local taxes (in addition to premium taxes). These taxes are not now significant and we are not currently charging for them. If they increase, we may deduct charges for such taxes.

Federal estate and gift taxes, state and local estate taxes, and other taxes depend on the circumstances of each Owner or beneficiary.

Qualified Plans

The policy may be used as part of certain tax-qualified and/or ERISA employee benefit plans. Since the rules concerning the use of a policy with such plans are complex, you should not use the policy in this way until you have consulted a competent tax adviser. You may not use the policy as part of an Individual Retirement Account (IRA) or as part of a Tax-Sheltered Annuity (TSA) or an IRC Section 403(b) custodial account.

While the policy is owned by the qualified plan, we will only pay amounts under the policy while the Insured is still living (e.g., withdrawals, surrenders, and loans) to the qualified plan trustee or plan administrator. We will not make such payments directly to any other party, including the Insured participant. The only exception is for a Keogh plan, where the Insured participant is also the policy owner.

Employer-Owned Policies

The IRC contains certain notice and consent requirements for ‘‘employer-owned life insurance’’ policies. The IRC defines ‘‘employer-owned life insurance’’ as a life insurance contract:

• that is owned by a person or entity engaged in a trade or business (including policies owned by related or commonly controlled parties);

• insuring the life of a U.S. citizen or resident who is an employee on the date the contract is issued; and

• under which the policyholder is directly or indirectly a beneficiary.

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The tax-free death benefit for employer-owned life insurance is limited to the amount of premiums paid unless certain notice and consent requirements are met. The notice requirements are met if, before the contract is issued, the employee is notified in writing of the following:

• the employer intends to insure the employee’s life;

• the maximum Face Amount for which the employee could be insured at the time the contract was issued; and

• the employer will be the beneficiary of any proceeds payable on the death of the employee.

Prior to issuance of the contract, the employee must provide written consent to being insured under the contract and to continuation of the coverage after employment terminates.

The law also imposes annual reporting and record keeping requirements for businesses owning employer-owned life insurance policies. The employer must maintain records of the employer’s notice and the employee’s consent, and must file certain annual reports with the IRS.

Provided that the notice and consent requirements are satisfied, the death proceeds of an employer-owned life insurance policy will generally be income tax-free in the following situations:

(1) At the time the contract is issued, the insured employee is a director, highly compensated employee, or highly compensated individual within the meaning of IRC Section 101(j)(2)(A)(ii);

(2) The Insured was an employee at any time during the 12-month period before his or her death;

(3) The proceeds are paid to a member of the Insured’s family, an individual who is the designated beneficiary of the Insured under the contract, a trust established for the benefit of any such member of the family or designated beneficiary, or the Insured’s estate; or

(4) The proceeds are used to purchase an equity interest in the employer from any of the persons described in (3).

Death proceeds that do not fall within one of the enumerated exceptions will be subject to ordinary income tax (even if the notice and consent requirements were met), and MassMutual will report payment of taxable proceeds to the IRS, where applicable.

Business Uses of Policy

Businesses can use the policies in various arrangements, including nonqualified deferred compensation or salary continuance plans, split dollar insurance plans, executive bonus plans, tax exempt and nonexempt welfare benefit plans, retiree medical benefit plans and others. The tax consequences of such plans may vary depending on the particular facts and circumstances. The Internal Revenue Service and Treasury have issued guidance that may substantially affect these arrangements. If you are purchasing the policy for any arrangement the value of which depends in part on its tax consequences, you should consult a qualified tax adviser.

Tax Shelter Regulations

Prospective Owners that are corporations should consult a tax adviser about the treatment of the policy under the Treasury Regulations applicable to corporate tax shelters.

Generation Skipping Transfer Tax Withholding

Under certain circumstances, the IRC may impose a “generation skipping transfer tax” when all or part of a life insurance policy is transferred to, or a death benefit is paid to, an individual two or more generations younger than the Owner. Regulations issued under the IRC may require us to deduct the tax from your policy, or from any applicable payment, and pay it directly to the IRS.

Withholding

To the extent that policy distributions are taxable, they are generally subject to withholding for the recipient’s federal income tax liability. Recipients can generally elect, however, not to have tax withheld from distributions.

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Life Insurance Purchases by Residents of Puerto Rico

Income received by residents of Puerto Rico under life insurance policies issued by a United States life insurance company is U.S.-source income that is generally subject to United States federal income tax.

Non-Resident Aliens and Foreign Entities

Generally, a distribution from a contract to a non-resident alien or foreign entity is subject to federal income tax withholding at a rate of 30% of the amount of the income that is distributed. A non-resident alien is a person who is neither a citizen, nor a resident, of the United States of America (U.S.). We are required to withhold the tax and send it to the IRS. Some distributions to non-resident aliens or foreign entities may be subject to a lower (or no) tax if a treaty applies. In order to obtain the benefits of such a treaty, the non-resident alien must claim the treaty benefit on Form W-8BEN (or the equivalent entity form), providing us with:

• proof of residency (in accordance with IRS requirements); and

• the applicable taxpayer identification number.

If the above conditions are not met, we will withhold 30% of the income from the distribution. Additionally, under the Foreign Account Tax Compliance Act, effective July 1, 2014, U.S. withholding may be required for certain entity owners (including foreign financial institutions and non-financial foreign entities (such as corporations, partnerships and trusts)) at a rate of 30% without regard to lower treaty rates.

Sales to Third Parties

If you sell your policy to a viatical settlement provider, and the Insured is considered terminally or chronically ill within the meaning of IRC Section 101(g), the proceeds of the sale will be treated as death benefit proceeds, and will generally be received by you income tax-free.

However, the sale of your policy to an unrelated investor in a sale that does not qualify as a viatical settlement may have adverse tax consequences. IRS guidance issued in 2009 provides that the gain from such a sale is taxed as ordinary income to the extent that you would have realized ordinary income if you had instead surrendered your policy. Any amount you receive in excess of that amount is taxed as capital gain income. Under the Tax Cuts and Jobs Act of 2017, these sales may qualify as reportable sales and require the purchaser and the contract issuer to report the sale to the seller and the IRS. Previously the IRS had taken the position that your cost basis in the policy for computing the gain on the sale must be decreased by the cumulative cost of insurance charge incurred prior to the sale. The Tax Cuts and Jobs Act of 2017 provides that for reportable sales that take place after August 25, 2009, no reduction in the cost basis for the cost of insurance incurred is required.

Medicare Hospital Insurance Tax

A Medicare Hospital Insurance Tax (known as the “Unearned Income Medicare Contribution”) applies to all or part of a taxpayer’s “net investment income,” at a rate of 3.8%, when certain income thresholds are met. “Net investment income” is defined to include, among other things, non-qualified annuities and net gain attributable to the disposition of property. Under final regulations, this definition includes the taxable portion of any annuitized payment from a life insurance contract and it may also include the gain from the sale of a life insurance contract. Under current guidance we are required to report to the IRS whether a distribution is potentially subject to the tax. You should consult a tax adviser as to the potential impact of the Medicare Hospital Insurance Tax on your policy.

Other Information

Other Policy Rights and Limitations

Right to Assign the Policy

Generally, you may assign the policy as collateral for a loan or other obligation. For any assignment we allow to be binding on us, we must receive, in Good Order, written notice of the assignment and a signed copy of it at our Administrative Office. We are not

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responsible for the validity of any assignment. If you assign your policy, certain of your rights may only be exercised with the consent of the assignee of record.

Possible Restrictions on Financial Transactions

Federal laws designed to counter terrorism and prevent money laundering might, in certain circumstances, require us to reject a premium payment or block an Owner’s ability to make certain transactions and thereby refuse to accept any request for transfers, withdrawals, surrenders, loans, or death benefits, until the instructions are received from the appropriate regulator. We may also be required to provide additional information about you and your policy to government regulators.

Delay of Payment of Proceeds from the GPA

We may delay payment of any Net Surrender Values, withdrawals, and loan proceeds that are based on the GPA for up to six months from the date the request is received at our Administrative Office.

If we delay payment of a surrender or withdrawal for more than 10 working days, we add interest to the date of payment at the same rate it is paid under the interest payment option.

Delay of Payment of Proceeds from the Separate Account

We may suspend or postpone transfers from the Separate Account Divisions, or delay payment of the Net Surrender Values, withdrawals, loan proceeds and death benefits from the Separate Account during any period when:

• it is not reasonably practicable to determine the amount because the NYSE is closed (other than customary week-end and holiday closings);

• trading is restricted by the SEC;

• an emergency exists as a result of which disposal of shares of the Funds is not reasonably practicable or we cannot reasonably value the shares of the Funds; or

• the SEC, by order, permits us to delay payment in order to protect our Owners.

If, pursuant to SEC rules, a money market Fund suspends payment of redemption proceeds in connection with a liquidation of the Fund, we will delay payment of any transfer, partial withdrawal, surrender, loan, or death benefit from a money market division until the Fund is liquidated.

Distribution

The policies are no longer for sale to the public. While the policies were offered for sale, they were sold by both registered representatives of MML Investors Services, LLC (MMLIS), a subsidiary of MassMutual, and by registered representatives of other broker-dealers who have entered into distribution agreements with MML Strategic Distributors, LLC (MSD), a subsidiary of MassMutual. Pursuant to separate underwriting agreements with the Company, on its own behalf and on behalf of the Separate Account, MMLIS serves as principal underwriter of the policies sold by its registered representatives, and MSD serves as principal underwriter of the policies sold by registered representatives of other broker-dealers who have entered into distribution agreements with MSD.

Both MMLIS and MSD are registered with the SEC as broker-dealers under the Securities Exchange Act of 1934 and are members of the Financial Industry Regulatory Authority (FINRA). MMLIS and MSD receive compensation for their actions as principal underwriters of the policies.

Commissions and Allowances Paid to MMLIS and Broker-Dealers

Commissions are paid to MMLIS and all broker-dealers involved in the sale of the policy. Commissions for sales of the policies by MMLIS registered representatives are paid by MassMutual on behalf of MMLIS to its registered representatives. Commissions for sales of the policies by registered representatives of other broker-dealers are paid by MassMutual on behalf of MSD to those broker-dealers.

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Commissions are a percentage of the premium paid in each year of coverage and differ for premiums paid up to the Target Premium and for premiums paid in excess of the Target Premium. The Target Premium is based on the issue age, gender and risk classification of the Insured.

The maximum commission percentages we pay to MMLIS registered representatives and broker-dealers are:

First Year Commission	Commission in Year 2	Commission in Years 3 – 10	Commission in Years 11+
50% of premium paid up to the Target Premium and 3% of premium paid in excess of the Target Premium	5% of premium paid up to the Target Premium and 3% of premium paid in excess of the Target Premium	3% (5% for MMLIS registered representatives during years 3-5) of premium paid up to the Target Premium and 3% of premium paid in excess of the Target Premium	1% of premium paid up to the Target Premium and 1% of premium paid in excess of the Target Premium

We also pay an annual commission of 0.15% of the average monthly Account Value after the first Policy Year.

Additional Compensation Paid to MMLIS

Most MMLIS registered representatives are also MassMutual insurance agents, and as such, are eligible for certain cash and non-cash benefits from MassMutual. Cash compensation includes bonuses and allowances based on factors such as sales, productivity and persistency (policy retention). Non-cash compensation includes various recognition items such as prizes and awards as well as attendance at, and payment of the costs associated with attendance at, conferences, seminars and recognition trips, and also includes contributions to certain individual plans such as pension and medical plans. Sales of this policy may help these registered representatives and their supervisors qualify for such benefits. MMLIS registered representatives who are also General Agents or sales managers of MassMutual also may receive overrides, allowances and other compensation that is based on sales of the policy by their registered representatives.

Additional Payments to Certain Broker-Dealers

In addition to the commissions described above, we may make cash payments to certain broker-dealers to attend sales conferences and educational seminars, thereby promoting awareness of our products. The broker-dealers may use these payments for any reason, including helping offset the costs of the conference or educational seminar.

We may also make cash payments to broker-dealers pursuant to marketing service agreements. These marketing service arrangements vary depending on a number of factors, including the specific level of support being provided. These payments are not made in connection with the sale of specific policies.

These additional payments are not offered to all broker-dealers and the terms of these arrangements may differ. Any such payments will be paid by MassMutual out of our assets and will not result in any additional direct charge to you. Such payments may give us greater access to the registered representatives of the broker-dealers that receive such payments and may influence the way that a broker-dealer markets the policy.

Compensation in General

The compensation arrangements described in the paragraphs above may have provided a registered representative with an incentive to sell this policy over other available policies whose issuers did not provide such compensation or which provided lower levels of compensation. You may want to take these compensation arrangements into account when evaluating any recommendations regarding this policy.

We intend to recoup a portion of the cash and non-cash compensation payments that we make through the assessment of certain charges described in this prospectus, including the contingent deferred sales charge. We may also use some of the 12b-1 distribution fee payments (if applicable) and other payments that we receive from certain Funds to help us make these cash and non-cash payments.

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Your registered representative typically receives a portion of the compensation that is payable to his or her broker-dealer, depending on the agreement between the representative and their firm. MassMutual is not involved in determining compensation paid to a registered representative of an unaffiliated broker-dealer. You may contact, as applicable, MMLIS, your broker-dealer or registered representative to find out more information about the compensation they may receive in connection with your purchase of a policy.

Commissions or overrides may also be paid to broker-dealers providing wholesaling services (such as providing sales support and training for sales representatives who sell the policies).

Computer System, Cybersecurity, and Service Disruption Risks

The Company and its business partners rely on computer systems to conduct business, including customer service, marketing and sales activities, customer relationship management and producing financial statements. While the Company and its business partners have policies, procedures, automation and backup plans designed to prevent or limit the effect of failures, our respective computer systems may be vulnerable to disruptions or breaches as the result of natural disasters, man-made disasters, criminal activity, pandemics, or other events beyond our control. The failure of our or our business partners’ computer systems for any reason could disrupt operations, result in the loss of customer business and adversely impact profitability.

The Company and its business partners retain confidential information on our respective computer systems, including customer information and proprietary business information. Any compromise of the security of our or our business partners’ computer systems that results in the disclosure of personally identifiable customer information could damage our reputation, expose us to litigation, increase regulatory scrutiny and require us to incur significant technical, legal, and other expenses. The risk of cyber-attacks may be higher during periods of geopolitical turmoil (such as the Russian invasion of Ukraine and the responses by the United States and other governments).

Geopolitical and other events, including natural disasters, war, terrorism, economic uncertainty, trade disputes, public health crises and related geopolitical events, and widespread disease, including pandemics (such as COVID-19) and epidemics, have led, and in the future may lead, to increased market volatility, which may disrupt U.S. and world economies and markets and may have significant adverse direct or indirect effects on the Company. These events may adversely affect computer and other systems on which the Company relies, interfere with the processing of contract-related transactions (including the processing of orders from Owners and orders with the Funds) and the Company’s ability to administer this contract in a timely manner, or have other possible negative effects. These events may also impact the issuers of securities in which the Funds invest, which may cause the Funds underlying the contract to lose value. There can be no assurance that we, the Funds or our service providers will avoid losses affecting the contract due to these geopolitical and other events. If we are unable to receive U.S. mail or fax transmissions due to a closure of U.S. mail delivery by the government or due to the need to protect the health of our employees, you may still be able to submit transaction requests to the Company electronically or over the telephone. Our inability to receive U.S. mail or fax transmissions may cause delays in the pricing and processing of transaction requests submitted to us by U.S. mail or by fax during that time period.

Legal Proceedings

The Company is subject to legal and regulatory actions, including class action lawsuits, in the ordinary course of its business. Our pending legal and regulatory actions include proceedings specific to us, as well as proceedings generally applicable to business practices in the industry in which we operate. From time to time, we also are subject to governmental and administrative proceedings and regulatory inquiries, examinations, and investigations in the ordinary course of our business. In addition, we, along with other industry participants, may occasionally be subject to investigations, examinations, and inquiries (in some cases industry-wide) concerning issues upon which regulators have decided to focus. Some of these proceedings involve requests for substantial and/or unspecified amounts, including compensatory or punitive damages.

While it is not possible to predict with certainty the ultimate outcome of any pending litigation proceedings or regulatory action, management believes, based on information currently known to it, that the ultimate outcome of all pending litigation and regulatory matters, after consideration of applicable reserves and rights to indemnification, is not likely to have a material adverse effect upon the Separate Account, the ability of the principal underwriter(s) to perform in accordance with its contracts with the Company on behalf of the Separate Account, or the ability of the Company to meet its obligations under the policy.

For more information regarding the Company’s litigation and other legal proceedings, please see the notes to the Company’s financial statements contained within the SAI.

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Unclaimed Property

Every state has some form of unclaimed property law that imposes varying legal and practical obligations on insurers and, indirectly, on policy owners, Insureds, beneficiaries, and any other payees of proceeds from a policy. Unclaimed property laws generally provide for the transfer of benefits or payments under various circumstances to the abandoned property division or unclaimed property office in the state of last residence. This process is known as escheatment. To help avoid escheatment, keep your own information, as well as beneficiary and any other payee information up-to-date, including: full names, postal and electronic media addresses, telephone numbers, dates of birth, and social security numbers. To update this information, contact our Administrative Office.

Financial Statements

We encourage both existing and prospective Owners to read and understand our financial statements and those of the Separate Account. Our audited statutory financial statements and the Separate Account’s audited U.S. GAAP financial statements are included in the SAI. You can request an SAI by contacting our Administrative Office.

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Appendix A

Funds Available Under the Policy

The following is a list of Funds currently available under the policy. This list of Funds is subject to change, as discussed in this prospectus for the policy. Before you invest, you should review the prospectuses for the Funds. These prospectuses contain more information about the Funds and their risks and may be amended from time to time. You can find the prospectuses and other information about the Funds online at www.MassMutual.com/VUL. You can also request this information at no cost by calling (800) 272-2216 or sending an email request to MassMutualServiceCenter@MassMutual.com.

The current expenses and performance information below reflects fees and expenses of the Funds, but does not reflect the other fees and expenses that your policy may charge. Expenses would be higher and performance would be lower if these charges were included. Each Fund’s past performance is not necessarily an indication of future performance.

Fund Type	Fund and Adviser/Sub-Adviser	Current Expenses (expenses/ average assets)	Average Annual Total Returns (as of 12/31/2021)
			1 Year	5 Year	10 Year
Asset Allocation	American Funds Insurance Series® Asset Allocation Fund (Class 2) Adviser: Capital Research and Management CompanySM Sub-Adviser: N/A	0.55 %	15.10 %	11.71 %	11.33 %
Money Market	MML U.S. Government Money Market Fund (Initial Class)(1) Adviser: MML Investment Advisers, LLC Sub-Adviser: Barings LLC	0.52 %	0.00 %	0.72 %	0.37 %
Fixed Income	Invesco V.I. Core Plus Bond Fund (Series I)(2)(3) Adviser: Invesco Advisers, Inc. Sub-Adviser: N/A	0.62 % (4)	–1.65 %	4.11 %	4.19 %
Fixed Income	Invesco V.I. Global Strategic Income Fund (Series I) Adviser: Invesco Advisers, Inc. Sub-Adviser: N/A	0.87 % (4)	–3.41 %	2.37 %	3.16 %
Fixed Income	MML Inflation-Protected and Income Fund (Initial Class) Adviser: MML Investment Advisers, LLC Sub-Adviser: Barings LLC	0.60 %	6.40 %	5.46 %	3.16 %
Fixed Income	MML Managed Bond Fund (Initial Class) Adviser: MML Investment Advisers, LLC Sub-Adviser: Barings LLC	0.42 %	0.81 %	4.45 %	3.45 %
Balanced	Janus Henderson Balanced Portfolio (Service) Adviser: Janus Capital Management LLC Sub-Adviser: N/A	0.86 %	16.91 %	14.10 %	11.53 %
Balanced	MML Blend Fund (Initial Class)(5) Adviser: MML Investment Advisers, LLC Sub-Adviser: BlackRock Investment Management, LLC	0.49 %	15.02 %	11.68 %	11.09 %
Large Cap Value	American Century VP Disciplined Core Value Fund (Class I) Adviser: American Century Investment Management, Inc. Sub-Adviser: N/A	0.70 %	23.65 %	13.97 %	13.70 %
Large Cap Value	American Century VP Value Fund (Class I) Adviser: American Century Investment Management, Inc. Sub-Adviser: N/A	0.73 % (4)	24.51 %	9.55 %	12.05 %

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Fund Type	Fund and Adviser/Sub-Adviser	Current Expenses (expenses/ average assets)	Average Annual Total Returns (as of 12/31/2021)
			1 Year	5 Year	10 Year
Large Cap Value	MML Equity Fund (Initial Class) Adviser: MML Investment Advisers, LLC Sub-Advisers: T. Rowe Price Associates, Inc. and Brandywine Global Investment Management, LLC	0.43 %	30.26 %	11.99 %	12.70 %
Large Cap Value	T. Rowe Price Equity Income Portfolio Adviser: T. Rowe Price Associates, Inc. Sub-Adviser: N/A	0.74 % (4)	25.55 %	11.01 %	11.81 %
Large Cap Blend	American Funds Insurance Series® Growth-Income Fund (Class 2) Adviser: Capital Research and Management CompanySM Sub-Adviser: N/A	0.54 %	24.10 %	16.39 %	15.41 %
Large Cap Blend	Fidelity® VIP Contrafund® Portfolio (Initial Class) Adviser: Fidelity Management & Research Company LLC Sub-Advisers: FMR Investment Management (UK) Limited, Fidelity Management & Research (Hong Kong) Limited, and Fidelity Management & Research (Japan) Limited	0.60 %	27.83 %	20.17 %	16.64 %
Large Cap Blend	Invesco V.I. Diversified Dividend Fund (Series I) Adviser: Invesco Advisers, Inc. Sub-Adviser: N/A	0.68 %	18.89 %	8.37 %	11.89 %
Large Cap Blend	Invesco V.I. Main Street Fund® (Series I) Adviser: Invesco Advisers, Inc. Sub-Adviser: N/A	0.79 %	27.57 %	15.63 %	15.06 %
Large Cap Blend	MFS® Investors Trust Series (Initial Class) Adviser: Massachusetts Financial Services Company Sub-Adviser: N/A	0.78 % (4)	26.81 %	17.24 %	15.46 %
Large Cap Blend	MML Equity Index Fund (Class II) Adviser: MML Investment Advisers, LLC Sub-Adviser: Northern Trust Investments, Inc.	0.27 %	28.37 %	18.17 %	16.24 %
Large Cap Growth	Goldman Sachs Strategic Growth Fund (Institutional) Adviser: Goldman Sachs Asset Management, L.P. Sub-Adviser: N/A	0.74 % (4)	21.93 %	24.59 %	19.03 %
Large Cap Growth	Invesco V.I. Capital Appreciation Fund (Series I) Adviser: Invesco Advisers, Inc. Sub-Adviser: N/A	0.80 % (4)	22.57 %	22.21 %	16.78 %
Large Cap Growth	Janus Henderson Forty Portfolio (Institutional) Adviser: Janus Capital Management LLC Sub-Adviser: N/A	0.77 %	22.90 %	25.58 %	20.29 %
Large Cap Growth	MML Blue Chip Growth Fund (Initial Class) Adviser: MML Investment Advisers, LLC Sub-Adviser: T. Rowe Price Associates, Inc.	0.76 %	16.34 %	23.02 %	19.14 %
Large Cap Growth	T. Rowe Price Blue Chip Growth Portfolio Adviser: T. Rowe Price Associates, Inc. Sub-Adviser: N/A	0.75 % (4)	17.62 %	23.28 %	19.23 %
Small/Mid-Cap Value	Franklin Small Cap Value VIP Fund (Class 2) Adviser: Franklin Mutual Advisers, LLC Sub-Adviser: N/A	0.91 %	25.37 %	9.94 %	12.13 %

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Fund Type	Fund and Adviser/Sub-Adviser	Current Expenses (expenses/ average assets)	Average Annual Total Returns (as of 12/31/2021)
			1 Year	5 Year	10 Year
Small/Mid-Cap Blend	DWS Small Cap Index VIP (Class A) Adviser: DWS Investment Management Americas, Inc. Sub-Adviser: Northern Trust Investments, Inc.	0.39 % (4)	14.50 %	11.69 %	12.98 %
Small/Mid-Cap Blend	MML Small Cap Equity Fund (Initial Class) Adviser: MML Investment Advisers, LLC Sub-Adviser: Invesco Advisers, Inc.	0.68 %	22.75 %	13.99 %	14.93 %
Small/Mid-Cap Growth	Invesco V.I. Discovery Mid Cap Growth Fund (Series I) Adviser: Invesco Advisers, Inc. Sub-Adviser: N/A	0.83 %	19.10 %	23.08 %	17.84 %
Small/Mid-Cap Growth	MFS® New Discovery Series (Initial Class) Adviser: Massachusetts Financial Services Company Sub-Adviser: N/A	0.87 % (4)	1.80 %	21.30 %	16.15 %
Small/Mid-Cap Growth	MML Small Cap Growth Equity Fund (Initial Class) Adviser: MML Investment Advisers, LLC Sub-Adviser: Wellington Management Company LLP	1.08 % (4)	7.31 %	17.96 %	15.86 %
Small/Mid-Cap Growth	T. Rowe Price Mid-Cap Growth Portfolio Adviser: T. Rowe Price Associates, Inc. Sub-Adviser: T. Rowe Price Investment Management, Inc.	0.84 % (4)	14.85 %	17.94 %	16.36 %
International/Global	Invesco Oppenheimer V.I. International Growth Fund (Series I) Adviser: Invesco Advisers, Inc. Sub-Adviser: N/A	1.00 % (4)	10.22 %	11.88 %	9.74 %
International/Global	Invesco V.I. Global Fund (Series I) Adviser: Invesco Advisers, Inc. Sub-Adviser: N/A	0.78 %	15.49 %	18.18 %	14.24 %
International/Global	Janus Henderson Global Research Portfolio (Institutional) Adviser: Janus Capital Management LLC Sub-Adviser: N/A	0.77 %	18.09 %	16.70 %	13.59 %
International/Global	Templeton Foreign VIP Fund (Class 2) Adviser: Templeton Investment Counsel, LLC Sub-Adviser: N/A	1.11 % (4)	4.16 %	2.71 %	4.00 %
Specialty(6)	Invesco V.I. Health Care Fund (Series I) Adviser: Invesco Advisers, Inc. Sub-Adviser: N/A	0.97 %	12.30 %	14.76 %	13.97 %
Specialty(6)	Invesco V.I. Technology Fund (Series I) Adviser: Invesco Advisers, Inc. Sub-Adviser: N/A	0.98 %	14.41 %	25.03 %	17.48 %
Specialty(6)	MML Managed Volatility Fund (Initial Class) Adviser: MML Investment Advisers, LLC Sub-Adviser: Gateway Investment Advisers, LLC	0.99 %	11.54 %	6.71 %	7.48 %

(1) You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time. The yield of this Fund may become very low during periods of low interest rates. After deduction of Separate Account charges, the yield in the division that invests in this Fund could be negative.

(2) Invesco V.I. Core Plus Bond Fund was added as an investment option on April 29, 2022.

(3) Effective after the close of the New York Stock Exchange on April 29, 2022, the Invesco V.I. Core Bond Fund merged into the Invesco V.I. Core Plus Bond Fund.

(4) These Funds, and their investment advisers, have entered into contractual fee waivers or expense reimbursements. These temporary fee reductions are reflected in their current expenses. Those contractual arrangements are designed to reduce the fund’s total current expenses for Owners and will continue past the current year.

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(5) This is a fund-of-funds investment choice. It is known as a fund-of-funds because it invests in other underlying funds. A fund offered in a fund-of-funds structure may have higher expenses than a direct investment in its underlying funds because a fund-of-funds bears its own expenses and indirectly bears its proportionate share of expenses of the underlying funds in which it invests.

(6) Specialty funds are an all-encompassing category that consists of funds that forgo broad diversification to concentrate on a certain segment of the economy or a specific targeted strategy. For example, sector funds are targeted strategy funds aimed at specific sectors of the economy, such as financial, technology, healthcare, and so on. Sector funds can, therefore, be more volatile than a more diversified equity fund since the stocks in a given sector tend to be highly correlated with each other.

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Appendix B

Hypothetical Examples of the Impact of the Minimum Death Benefit

Example I

Assume the following:

• Death Benefit Option 1

• Face Amount is $500,000

• Account Value is $50,000

• No Policy Debt

• Insured’s Attained Age is 45

• Death Benefit Factor is 2.15

The death benefit for death benefit option 1 is the greater of the Face Amount or the Minimum Death Benefit. The Minimum Death Benefit is calculated by multiplying the Account Value times the death benefit factor.

The death benefit will be $500,000 based on the greater of:

• $500,000 or

• $50,000 x 2.15 = $107,500

Example II

Assume the following:

• Death Benefit Option 1

• Face Amount is $500,000

• Account Value is $250,000

• No Policy Debt

• Insured’s Attained Age is 45

• Death Benefit Factor is 2.15

The death benefit for death benefit option 1 is the greater of the Face Amount or the Minimum Death Benefit. The Minimum Death Benefit is calculated by multiplying the Account Value times the death benefit factor.

The death benefit will be $537,500 based on the greater of:

• $500,000 or

• $250,000 x 2.15 = $537,500

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Hypothetical Examples of the Impact of the Account Value and Premiums

Example I ~ Death Benefit Option 1

Assume the following:

• Face Amount is $1,000,000

• Account Value is $50,000

• Minimum Death Benefit is $219,000

• No Policy Debt

Based on these assumptions,

• the death benefit is $1,000,000.

If the Account Value increases to $80,000 and the Minimum Death Benefit increases to $350,400,

• the death benefit remains at $1,000,000.

If the Account Value decreases to $30,000 and the Minimum Death Benefit decreases to $131,400,

• the death benefit still remains at $1,000,000.

Example II ~ Death Benefit Option 2

Assume the following:

• Face Amount is $1,000,000

• Account Value is $50,000

• Minimum Death Benefit is $219,000

• No Policy Debt

Based on these assumptions,

• the death benefit is $1,050,000 (Face Amount plus Account Value).

If the Account Value increases to $80,000 and the Minimum Death Benefit increases to $350,400,

• the death benefit will increase to $1,080,000.

If the Account Value decreases to $30,000 and the Minimum Death Benefit decreases to $131,400,

• the death benefit will decrease to $1,030,000.

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Example III ~ Death Benefit Option 3

Assume the following:

• Face Amount is $1,000,000

• Account Value is $50,000

• Minimum Death Benefit is $219,000

• No Policy Debt

• Premiums paid (and not refunded) under the policy to date total $40,000

Based on these assumptions,

• the death benefit is $1,040,000 (Face Amount plus Premiums paid (and not refunded)).

If you pay an additional $30,000 of premium and the Account Value increases to $80,000 and the Minimum Death Benefit increases to $350,400,

• the death benefit will increase to $1,070,000.

Hypothetical Examples of Death Benefit Option Changes

Example I ~ Change from Option 2 to Option 1

For a change from Option 2 to Option 1, the Face Amount is increased by the amount of the Account Value on the effective date of the change.

For example, if the policy has a Face Amount of $500,000 and an Account Value of $25,000, the death benefit under Option 2 is equal to the Face Amount plus the Account Value, or $525,000. If you change from Option 2 to Option 1, the death benefit under Option 1 is equal to the policy Face Amount. Since the death benefit under the policy does not change as the result of a death benefit option change, the Face Amount will be increased from $500,000 under Option 2 to $525,000 under Option 1 and the death benefit after the change will remain at $525,000.

Example II ~ Change from Option 3 to Option 1

For a change from Option 3 to Option 1, the Face Amount is increased by the amount of the premiums paid (and not refunded) to the effective date of the change.

For example, if a policy has a Face Amount of $500,000, and premium payments of $12,000 have been made to date, the death benefit under Option 3 is equal to the Face Amount plus the premiums paid (and not refunded), or $512,000. If you change from Option 3 to Option 1, the death benefit under Option 1 is equal to the Face Amount. Since the death benefit under the policy does not change as the result of a death benefit option change, the Face Amount will be increased from $500,000 under Option 3 to $512,000 under Option 1 and the death benefit after the change will remain at $512,000.

Example III ~ Change from Option 1 to Option 2

For a change from Option 1 to Option 2, the Face Amount will be decreased by the amount of the Account Value on the effective date of the change.

For example, if the policy has a Face Amount of $700,000 and an Account Value of $25,000, under Option 1 the death benefit is equal to the Face Amount, or $700,000. If you change from Option 1 to Option 2, the death benefit under Option 2 is equal to the Face Amount plus the Account Value. Since the death benefit does not change as the result of a death benefit option change, the Face Amount will be decreased by $25,000 to $675,000, and the death benefit under Option 2 after the change will remain at $700,000.

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Example IV ~ Change from Option 1 to Option 3

For a change from Option 1 to Option 3, the Face Amount will be decreased by the amount of premiums paid (and not refunded) to the effective date of the change.

For example, if the policy has a Face Amount of $700,000 and premiums paid (and not refunded) to date are $30,000, the death benefit under Option 1 is equal to the Face Amount, or $700,000. If you change from Option 1 to Option 3, the death benefit under Option 3 is equal to the Face Amount plus the premiums paid (and not refunded) to date. Since the death benefit under the policy does not change as the result of a death benefit option change, the Face Amount will be decreased from $700,000 under Option 1 to $670,000 under Option 3 and the death benefit after the change will remain at $700,000.

Example V ~ Change from Option 2 to Option 3, or from Option 3 to Option 2

For a change from Option 2 to Option 3 or from Option 3 to Option 2, the Face Amount is changed (increased or decreased) by the difference between the Account Value and the premiums paid (and not refunded) to date. For example, if the policy has a Face Amount of $1,000,000 and an Account Value of $70,000 and premiums paid (and not refunded) of $25,000, the death benefit under Option 2 is equal to the Face Amount plus the Account Value, or $1,070,000. If you change from Option 2 to Option 3, the death benefit under Option 3 is equal to the Face Amount plus the premiums paid (and not refunded) to date. Since the death benefit under the policy does not change as the result of a Death Benefit Option change, the Face Amount will be increased by the difference between the Account Value and the premiums paid (and not refunded), or $45,000, to $1,045,000 under Option 3, maintaining a death benefit of $1,070,000.

A similar type of change would be made for a change from Option 3 to Option 2.

75 

Appendix C

Hypothetical Example – Accelerated Death Benefit Rider for Terminal Illness

The calculations below show the impact of accelerating the death benefit under this rider for a sample policy.

Policy details prior to the acceleration of the death benefit:

Death Benefit	$250,000
Account Value	$50,000

The Eligible Amount is the amount of death benefit under the policy that can be considered for acceleration.

Eligible Amount = Death Benefit - Account Value
Eligible Amount = $250,000 - $50,000 = $200,000

The Amount To Be Accelerated cannot exceed 75% of the Eligible Amount, or $150,000.

The Insured is terminally ill as defined in the rider, and the Owner requests to accelerate $100,000 of death benefit. Alternatively, the Owner could request the Terminal Illness Benefit Payment amount rather than the amount to be accelerated. Assuming an Annual Interest Rate of 5%, the interest charge is calculated as follows:

Interest Charge = 5% x 100,000 / ( 1 + 5%) = $4,761.90

The terminal illness benefit payment is then calculated as follows:

Amount to Be Accelerated	$100,000.00
Less Interest Charge	-$4,761.90
Less administrative fee	-$250.00
Terminal Illness Benefit Payment	$94,988.10

A lien of $100,000 is placed on the policy. The death benefit after acceleration is reduced by the amount of the lien, from $250,000 to $150,000. No other policy values are impacted.

76 

Appendix D

Hypothetical Example — Substitute of Insured Rider

Below is an example of exercising this rider.

Policy details prior to the substitution:

Issue Date	1/1/2020
Insured Date of Birth	1/1/1965
Issue Age	55
Sex	Male
Risk Class	Tobacco
Face Amount	$250,000
Account Value on 1/1/2030	$50,000

On 1/1/2030, the Substitute of Insured Rider is exercised with the following Insured:

Substitute Insured Date of Birth	1/1/1980
Issue Age	40
Sex	Female
Risk Class	Non-Tobacco

The Face Amount ($250,000) is unchanged. There is no other cost or credit associated with exercising the rider. Going forward, all monthly charges, surrender charges, and other values after the substitution will be based on the life and risk class of the substitute Insured as if the substitute Insured were the original Insured. Below is the impact on the guaranteed monthly charges on the date of substitution:

Breakdown of Guaranteed Monthly Charges on Date of Substitution
	Original Insured Male Tobacco Issue Age 55 Duration 11	Substitute Insured Female Non-Tobacco Issue Age 40 Duration 11
Charge for Exercising Rider	0.00	0.00
Insurance Charge	328.98	23.00
Face Amount Charge	182.50	125.00
Administrative Charge	6.00	6.00
Surrender Charge	0.00	0.00
Account Value After Charges	49,384.99	49,843.35

77 

The SAI contains additional information about the Separate Account and the policy. The SAI is incorporated into this prospectus by reference and is legally part of this prospectus. We filed the SAI with the SEC.

This prospectus and the SAI are available online at www.MassMutual.com/VUL. For a free copy of other information about this policy, or general inquiries, you can contact our Administrative Office:

MassMutual Customer Service Center
PO Box 1865
Springfield, MA 01102-1865
(800) 272-2216
(866) 329-4527 (Fax)
www.MassMutual.com
MassMutualServiceCenter@MassMutual.com (Email Requests)

Reports and other information about the Separate Account, including the SAI, are also available on the SEC website (www.sec.gov) and can be obtained, upon payment of a duplicating fee, by electronic request at the following email address: publicinfo@sec.gov.

You can also request, free of charge, a personalized illustration of death benefits, surrender values, and cash values from your registered representative or by calling our Administrative Office.

Investment Company Act file number: 811-08075
Securities Act file number: 333-49475
Class (Contract) Identifier: C000027257

STATEMENT OF ADDITIONAL INFORMATION

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
(Depositor)

MASSACHUSETTS MUTUAL VARIABLE LIFE SEPARATE ACCOUNT I
(Registrant)

Variable Universal Life

May 1, 2022

This Statement of Additional Information (SAI) is not a prospectus. It should be read in conjunction with the statutory prospectus dated May 1, 2022, for the Variable Universal Life (VUL) policy. The VUL policy and its statutory prospectus may be referred to in this SAI.

For a copy of the VUL statutory prospectus, contact your registered representative, our Administrative Office by mail at PO Box 1865, Springfield, Massachusetts, 01102-1865, or by phone (800) 272-2216, or access the internet at www.MassMutual.com/VUL, or access the Securities and Exchange Commission website at www.sec.gov.

TABLE OF CONTENTS

	SAI	Prospectus
General Information and History	2
Company	2	19
The Separate Account	2	19
Services	2
Additional Information About the Operation of the Policy and the Registrant	2
Purchase of Shares in Underlying Investment Funds	2
Annual Reports	2
Underwriters	3	65
Commissions	3	65
Additional Information	3
Underwriting Procedures	3
Increases in Face Amount	4	41
Performance Data	4
Experts	4
Financial Statements	5	67
The Registrant	5
The Depositor	5

1 

GENERAL INFORMATION AND HISTORY

Company

In this Statement of Additional Information, the “Company,” “we,” “us,” and “our” refer to Massachusetts Mutual Life Insurance Company (MassMutual). MassMutual and its domestic life insurance subsidiaries provide individual and group life insurance, disability insurance, individual and group annuities and guaranteed interest contracts to individual and institutional customers in all 50 states of the U.S., the District of Columbia and Puerto Rico. Products and services are offered primarily through MassMutual’s distribution channels: MassMutual Financial Advisors, MassMutual Strategic Distributors, Digital Direct to Consumer and Business to Business, Institutional Solutions and Worksite.

MassMutual was established on May 15, 1851 and is organized as a mutual life insurance company in the Commonwealth of Massachusetts. MassMutual’s home office is located at 1295 State Street, Springfield, Massachusetts 01111-0001.

The Separate Account

The Company’s Board of Directors established the Separate Account (Massachusetts Mutual Variable Life Separate Account I) on July 13, 1988, as a separate investment account of MassMutual. It was established based on the laws of the Commonwealth of Massachusetts. It is registered with the Securities and Exchange Commission (SEC) as a unit investment trust under the provisions of the Investment Company Act of 1940.

The Separate Account exists to keep your life insurance assets separate from our other Company assets. As such, any income, gains, or losses credited to, or charged against, the Separate Account reflect only the Separate Account’s own investment experience. At no time will the Separate Account reflect the investment experience of the Company’s other assets.

We may not use the assets in the Separate Account to pay any liabilities of the Company other than those arising from the VUL policies. We may, however, transfer to our General Investment Account any assets that exceed anticipated obligations of the Separate Account. We are required to pay, from our general assets, if necessary, all amounts promised under the VUL policies.

SERVICES

The Company holds title to the assets of the Separate Account. The Company maintains the records and accounts relating to the Guaranteed Principal Account, the Separate Account, the segment within the Separate Account established to receive and invest premium payments for the policies, and divisions of that segment. The Company’s principal business address is 1295 State Street, Springfield, Massachusetts 01111-0001.

ADDITIONAL INFORMATION ABOUT THE OPERATION OF THE POLICY AND THE REGISTRANT

Purchase of Shares in Underlying Investment Funds

Shares are purchased and redeemed at net asset value. Fund dividends and capital gain distributions are automatically reinvested, unless the Company, on behalf of the Separate Account, elects otherwise.

Because the underlying funds are also offered in variable annuity contracts, it is possible that conflicts could arise between the owners of variable life insurance policies and the owners of variable annuity contracts. If a conflict exists, the fund’s board will notify the insurers and take appropriate action to eliminate the conflict. Additionally, if the insurer becomes aware of such conflicts, the insurer will work with the underlying fund’s board to resolve the conflict.

Annual Reports

Each year within the 30 days following the Policy Anniversary date, we will provide the policy owner a report showing the following policy information:

• the Account Value at the beginning of the previous Policy Year;

• all premiums paid since that time;

• all additions to and deductions from the Account Value during the year; and

• the Account Value, death benefit, Net Surrender Value and Policy Debt as of the current Policy Anniversary. This report may contain additional information if required by any applicable law or regulation.

2 

UNDERWRITERS

The policies are no longer for sale to the public. While the policies were offered for sale, they were sold by both registered representatives of MML Investors Services, LLC (MMLIS), a subsidiary of MassMutual, and by registered representatives of other broker-dealers who entered into distribution agreements with MML Strategic Distributors, LLC (MSD), a subsidiary of MassMutual. Pursuant to separate underwriting agreements with the Company, on its own behalf and on behalf of the Separate Account, MMLIS serves as principal underwriter of the policies sold by its registered representatives, and MSD serves as principal underwriter of the policies sold by registered representatives of other broker-dealers who entered into distribution agreements with MSD.

MMLIS and MSD are located at 1295 State Street, Springfield, MA 01111-0001. MMLIS and MSD are registered with the SEC as broker-dealers under the Securities Exchange Act of 1934 and are members of the Financial Industry Regulatory Authority (FINRA).

During the last three years, MMLIS, and MSD were paid the compensation amounts shown below for their actions as principal underwriters for the policies described in the statutory prospectus.

Year	MMLIS	MSD
2021	$27,337	$2,931
2020	$28,989	$2,814
2019	$27,228	$2,029

We no longer offer this policy for sale to the public. However, policy owners may continue to make premium payments to their policies.

Commissions

Commissions are a percentage of the premium paid in each year of coverage and differ for premiums paid up to the Target Premium and for premiums paid in excess of the Target Premium. The Target Premium is based on the issue age, gender, and risk classification of the Insured.

Commissions for sales of the policies by MMLIS registered representatives are paid by MassMutual on behalf of MMLIS to its registered representatives. Commissions for sales of the policies by registered representatives of other broker-dealers are paid by MassMutual on behalf of MSD to those broker-dealers.

During the last three years, commissions, as described in the statutory prospectus, were paid by MassMutual through MMLIS and MSD as shown below.

Year	MMLIS	MSD
2021	$375,724	$44,790
2020	$323,900	$37,313
2019	$316,120	$36,826

ADDITIONAL INFORMATION

Underwriting Procedures

Before issuing a policy we required evidence of insurability. This means that:

1. you had to complete an application and submit it to our Administrative Office; and

2. we usually required that the Insured have a medical examination.

Acceptance was subject to completion of all underwriting requirements and our underwriting rules.

Insurance charges will be determined on each Policy Anniversary based on a number of factors including, but not limited to, our expectations for future mortality, investment earnings, persistency and expense results, capital and reserve requirements, taxes, future profits, and other factors unrelated to mortality experience. The insurance charge rate will not exceed those shown on the policy’s specifications pages, which are based on the 1980 Commissioners’ Standard Ordinary Mortality Table (1980 CSO), male or female (unisex rates may be required in some states), the Nonsmoker or Smoker Table, and age of the Insured on their nearest birthday.

3 

Special risk classifications are used when mortality experience in excess of the standard risk classifications is expected. These substandard risks will be charged a higher cost of insurance rate that will not exceed rates based on a multiple of the 1980 CSO, male or female (unisex rates may be required in some situations), the Nonsmoker or Smoker Table, and age of the Insured on their nearest birthday plus any flat extra amount assessed. The multiple will be based on the Insured’s substandard rating.

There are three non-rated classifications: select preferred, preferred non-tobacco, and preferred tobacco.

Increases in Face Amount

A Face Amount increase is accomplished by issuing an additional insurance coverage segment. Each such segment has a distinct issue age and risk classification.

It is possible for risk classifications of prior segments to change in order to match the risk classification of a new segment. In cases where the risk classifications are different, the Company may change the risk classification of prior segments if doing so will reduce the insurance charges associated with the prior segments. However, the Company will not change the risk classifications of prior segments when the Face Amount increase coincides with a conversion of an existing term life insurance policy, unless evidence of insurability acceptable to us is provided. In addition, the Company will not change the risk classifications of prior segments if doing so will increase the insurance charges associated with the prior segments. Changing the risk classifications of prior segments may impact the maximum premium limits, MEC premiums and Minimum Death Benefit under the Cash Value Accumulation Test.

If you increase the Face Amount, the insurance charge and face amount charge will increase. In addition, a separate surrender charge schedule will apply during the first 14 years of the segment’s coverage.

Premium payments received once an increase in Face Amount becomes effective will be allocated to each segment of the Face Amount. The premium allocation will be made on a pro rata basis using the expense premium for each segment. If the Account Value (or the Net Surrender Value if there is Policy Debt) is insufficient to continue the changed policy In Force for three months at the new monthly charges and interest, we may require a premium payment sufficient to increase the Account Value to such an amount.

PERFORMANCE DATA

From time to time, we may report historical performance for the Separate Account Divisions available under the policy. The investment performance figures are calculated using the actual historical performance of the investment options for the periods shown in the report. When applicable, the performance will include periods before the policy was available for sale.

The performance returns in these reports will reflect deductions for management fees and all other operating expenses of the underlying investment funds and an annual deduction for the Mortality and Expense Risk Charge. The returns will not reflect any deductions from premiums, monthly charges assessed against the Account Value of the policies, policy surrender charges, or other policy charges, which, if deducted, would reduce the returns.

From time to time, we may also report actual historical performance of the investment funds underlying each division of the Separate Account. These returns will reflect the fund operating expenses but they will not reflect the Mortality and Expense Risk Charge, any deductions from premiums, monthly charges assessed against the Account Value of the policies, policy surrender charges, or other policy charges. If these expenses and charges were deducted, the rates of return would be significantly lower.

The rates of return we report will not be illustrative of how actual investment performance will affect the benefits under the policy. Neither are they necessarily indicative of future performance. Actual rates may be higher or lower than those reported.

We currently post investment performance reports for VUL on our website at www.MassMutual.com. You can also request a copy of the most recent report from your registered representative or by calling our Administrative Office at (800) 272-2216, Monday – Friday, 8 AM to 8 PM Eastern Time. Questions about the information in these reports should be directed to your registered representative.

We may also distribute sales literature that includes historical performance of broad market indices, such as the Standard & Poor’s 500 Stock Index^® and the Dow Jones Industrial Average. These indices are provided for informational purposes only.

EXPERTS

The financial statements of Massachusetts Mutual Variable Life Separate Account I as of December 31, 2021 and for each of the years or periods in the two-year period then ended and the financial highlights for each of the years or periods in the five-year period then ended and the statutory financial statements of Massachusetts Mutual Life Insurance Company (the Company) as of December 31, 2021 and 2020, and for each of the years in the three-year period ended December 31, 2021, each have been included in this Statement of Additional Information herein in reliance upon the reports of KPMG LLP, an independent registered public accounting firm, each of which are also included herein, and upon the authority of said firm as experts in accounting and auditing. KPMG LLP’s report, dated February 25, 2022, states that the Company prepared its financial statements using statutory accounting practices

4 

prescribed or permitted by the Commonwealth of Massachusetts Division of Insurance (statutory accounting practices), which is a basis of accounting other than U.S. generally accepted accounting principles. Accordingly, KPMG LLP’s report states that the financial statements of the Company are not intended to be and, therefore, are not presented fairly in accordance with U.S. generally accepted accounting principles and further states that those statements are presented fairly, in all material respects, in accordance with the statutory accounting practices. The principal business address of KPMG LLP is One Financial Plaza, 755 Main Street, Hartford, Connecticut 06103.

FINANCIAL STATEMENTS

The Registrant

Report of Independent Registered Public Accounting Firm

Statement of Assets and Liabilities as of December 31, 2021

Statements of Operations and Changes in Net Assets for the years ended December 31, 2021 and 2020

Notes to Financial Statements

The Depositor

Independent Auditors’ Report

Statutory Statements of Financial Position as of December 31, 2021 and 2020

Statutory Statements of Operations for the years ended December 31, 2021, 2020 and 2019

Statutory Statements of Changes in Surplus for the years ended December 31, 2021, 2020 and 2019

Statutory Statements of Cash Flows for the years ended December 31, 2021, 2020 and 2019

Notes to Statutory Financial Statements

5 

	KPMG LLP Two Financial Center 60 South Street Boston, MA 02111

Report of Independent Registered Public Accounting Firm

The Board of Directors of Massachusetts Mutual Life Insurance Company and Policy Owners of Massachusetts Mutual Variable Life Separate Account I:

Opinion on the Financial Statements

We have audited the accompanying statements of assets and liabilities of the divisions listed in Appendix A that comprise Massachusetts Mutual Variable Life Separate Account I (collectively, “the Separate Account”), as of December 31, 2021, the related statements of operations and changes in net assets for each of the years or periods (as described in the Appendix) in the two-year period then ended, and the related notes including the financial highlights in Note 8 for each of the years or periods in the five-year period then ended (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of each division as of December 31, 2021, and the results of their operations and changes in net assets for each of the years or periods in the two-year period then ended, and the financial highlights for each of the years or periods in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Separate Account’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Separate Account in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Such procedures also included confirmation of securities owned as of December 31, 2021, by correspondence with the underlying mutual funds or their transfer agent. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG LLP

We have served as the MassMutual Separate Accounts’ auditor since 2004.

Boston, Massachusetts

March 8, 2022

KPMG LLP, a Delaware limited liability partnership and a member firm of

the KPMG global organization of independent member firms affiliated with

KPMG International Limited, a private English company limited by guarantee.

F-1 

Appendix A

Unless noted otherwise, the statements of operations and changes in net assets for each of the years in the two-year period ended December 31, 2021.

Divisions

Divisions

American Century VP Capital Appreciation Division American Century VP Disciplined Core Value Division American Century VP Inflation Protection Division American Century VP International Division American Century VP Value Division American Funds® Asset Allocation Division American Funds® Growth-Income Division BlackRock High Yield V.I. Division BlackRock Small Cap Index V.I. Division BlackRock Small Cap Index V.I. Division (Class III)** BlackRock Total Return V.I. Division BNY Mellon Mid Cap Stock Division Delaware Ivy VIP Asset Strategy Division (Class I)*,*** Delaware Ivy VIP Asset Strategy Division (Class II)* Delaware Ivy VIP Science and Technology Division* Delaware VIP® Emerging Markets Division Delaware VIP® Small Cap Value Division DWS Small Cap Index Division Eaton Vance VT Floating-Rate Income Division Fidelity® VIP Bond Index Division Fidelity® VIP Contrafund® Division (Initial Class) Fidelity® VIP Contrafund® Division (Service Class) Fidelity® VIP Extended Market Index Division Fidelity® VIP Freedom 2020 Division Fidelity® VIP Freedom 2025 Division Fidelity® VIP Freedom 2030 Division Fidelity® VIP Freedom 2035 Division Fidelity® VIP Freedom 2040 Division Fidelity® VIP Freedom 2050 Division Fidelity® VIP Growth Division Fidelity® VIP International Index Division Fidelity® VIP International Index Division (Service Class II)** Fidelity® VIP Real Estate Division Fidelity® VIP Total Market Index Division Franklin Mutual Global Discovery VIP Division

Franklin Small Cap Value VIP Division Franklin Strategic Income VIP Division*** Goldman Sachs Core Fixed Income Division Goldman Sachs International Equity Insights Division Goldman Sachs Large Cap Value Division Goldman Sachs Mid Cap Value Division Goldman Sachs Small Cap Equity Insights Division Goldman Sachs Strategic Growth Division Goldman Sachs U.S. Equity Insights Division Invesco Oppenheimer International Growth Division Invesco V.I. American Franchise Division*** Invesco V.I. Capital Appreciation Division* Invesco V.I. Comstock Division Invesco V.I. Conservative Balanced Division* Invesco V.I. Core Bond Division * Invesco V.I. Discovery Mid Cap Division * Invesco V.I. Diversified Dividend Division Invesco V.I. Global Division * Invesco V.I. Global Real Estate Division Invesco V.I. Global Strategic Income Division * Invesco V.I. Health Care Division Invesco V.I International Growth Division Invesco V.I. Main Street Division * Invesco V.I. Main Street Small Cap Division * Invesco V.I. Small Cap Equity Division Invesco V.I. Technology Division Invesco V.I. U.S. Government Money Division * Janus Henderson Balanced Division (Institutional Class) Janus Henderson Balanced Division (Service Class) Janus Henderson Forty Division (Institutional Class) Janus Henderson Forty Division (Service Class) Janus Henderson Global Research Division (Institutional Class) Janus Henderson Global Research Division (Service Class)

F-2 

Divisions

Divisions

JP Morgan Insurance Trust U.S. Equity Division Lord Abbett Developing Growth Division MFS® Blended Research Core Equity Division MFS® Global Real Estate Division*** MFS® Government Securities Division*** MFS® Growth Division MFS® International Intrinsic Value Division MFS® Investors Trust Division MFS® Mid Cap Value Division MFS® New Discovery Division MFS® Research Division MFS® Utilities Division MFS® Value Division MML Aggressive Allocation Division MML American Funds Core Allocation Division MML American Funds Growth Division MML American Funds International Division MML Balanced Allocation Division MML Blend Division MML Blue Chip Growth Division MML Conservative Allocation Division MML Dynamic Bond Division MML Equity Division MML Equity Income Division MML Equity Index Division (Class II) MML Equity Index Division (Class III) MML Equity Index Division (Service Class I) MML Focused Equity Division MML Foreign Division MML Fundamental Equity Division MML Fundamental Value Division MML Global Division (Service Class I) MML Global Division (Class II) MML Growth & Income Division MML Growth Allocation Division MML High Yield Division

MML Income & Growth Division MML Inflation-Protected and Income Division MML International Equity Division MML Large Cap Growth Division MML Managed Bond Division MML Managed Volatility Division MML Mid Cap Growth Division MML Mid Cap Value Division MML Moderate Allocation Division MML Short-Duration Bond Division MML Small Cap Equity Division MML Small Cap Growth Equity Division MML Small Company Value Division MML Small/Mid Cap Value Division MML Strategic Emerging Markets Division MML Total Return Bond Division MML U.S. Government Money Market Division Oppenheimer Global Multi-Alternatives Division**** PIMCO Commodity Real Return® Strategy Division PIMCO Global Bond Opportunities Division PIMCO High Yield Division PIMCO Real Return Division PIMCO Total Return Division T. Rowe Price All-Cap Opportunities Division * T. Rowe Price Blue Chip Growth Division T. Rowe Price Equity Income Division T. Rowe Price Limited-Term Bond Division T. Rowe Price Mid-Cap Growth Division Templeton Foreign VIP Division Templeton Global Bond VIP Division Vanguard VIF Global Bond Index Division Vanguard VIF Mid-Cap Index Division Vanguard VIF Real Estate Index Division Voya International Index Division Voya Russell™ Mid Cap Index Division Voya Russell™ Small Cap Index Division VY® Clarion Global Real Estate Division

* See Note 2 to the financial statements for previous name of this division.

F-3 

** Statements of operations and changes in net assets for the period from May 3, 2021 to December 31, 2021.

*** Statements of operations and changes in net assets for the year ended December 21, 2021.

**** Financial highlights for the period from January 1, 2019 through April 29, 2019 and each of the years in the two-year period ended December 31, 2018.

F-4 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES

December 31, 2021

	American Century VP Capital  Appreciation Division		American Century VP Disciplined  Core Value Division		American  Century  VP Inflation Protection Division		American Century VP International Division		American Century VP Value Division		American Funds® Asset Allocation Division		American Funds® Growth-Income Division		BlackRock High Yield V.I. Division
ASSETS
Investments
Number of shares		61,969		3,528,181		3,231		120,488		1,225,832		967,360		745,265		20,134
Identified cost	$	904,775	$	33,060,927	$	36,779	$	1,680,507	$	12,753,669	$	22,889,902	$	37,823,342	$	153,425
Value	$	1,158,825	$	37,822,097	$	36,903	$	1,790,459	$	16,757,130	$	27,801,925	$	49,515,380	$	152,820
Dividends receivable		-		-		-		-		-		-		-		580
Receivable to Massachusetts Mutual Life Insurance Company		-		-		-		2		-		-		-		-
Total assets		1,158,825		37,822,097		36,903		1,790,461		16,757,130		27,801,925		49,515,380		153,400
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company		1		10		-		-		59		59		48		1
NET ASSETS	$	1,158,824	$	37,822,087	$	36,903	$	1,790,461	$	16,757,071	$	27,801,866	$	49,515,332	$	153,399
Outstanding units
Policy owners		521,624		8,771,675		29,243		1,039,229		3,719,350		6,513,177		9,062,804		118,064
UNIT VALUE
Variable Life Plus	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-
Large Case Variable Life Plus		-		-		-		-		-		-		-		-
Strategic Variable Life®		-		3.57		-		-		5.79		-		-		-
Variable Life Select		-		3.77		-		-		-		-		-		-
Strategic Group Variable Universal Life®		-		3.75		-		-		4.44		-		-		-
Survivorship Variable Universal Life		-		4.66		-		-		5.07		4.70		6.39		-
Variable Universal Life		-		4.04		-		-		4.80		4.44		6.04		-
Strategic Variable Life® Plus		-		3.36		-		1.98		5.44		-		-		-
Survivorship Variable Universal Life II		-		3.70		-		-		5.07		4.70		6.39		-
Variable Universal Life II
Tier 1		-		3.75		-		-		4.62		4.28		5.82		-
Tier 2		-		4.65		-		-		4.38		4.24		5.38		-
VUL GuardSM
Tier 1		-		5.17		-		-		4.84		4.48		6.09		-
Tier 2		-		4.25		-		-		4.00		3.88		4.92		-
Tier 3		-		4.06		-		-		3.82		3.70		4.70		-
Tier 4		-		4.13		-		-		3.89		3.77		4.79		-
Tier 5		-		4.45		-		-		4.18		4.06		5.15		-
Survivorship VUL GuardSM
Tier 1		-		3.84		-		-		3.50		3.58		4.54		-
Tier 2		-		3.90		-		-		3.56		3.64		4.62		-
Tier 3		-		3.97		-		-		3.63		3.70		4.70		-
Tier 4		-		3.97		-		-		3.63		3.70		4.70		-
Variable Universal Life III
Tier 1		-		-		-		-		-		-		-		-
Tier 2		-		-		-		-		-		-		-		-
Tier 3		-		-		-		-		-		-		-		-
Tier 4		-		-		-		-		-		-		-		-
Strategic Group Variable Universal Life® II		-		-		-		-		-		-		-		-
MassMutual ElectrumSM		2.22		-		1.26		1.68		-		-		-		1.30
APEX VUL		-		-		-		-		-		-		-		-

See Notes to Financial Statements.

F-5 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

	BlackRock Small Cap Index V.I. Division		BlackRock Small Cap Index V.I. Division		BlackRock Total Return V.I. Division		BNY Mellon MidCap Stock Division		Delaware Ivy VIP Asset Strategy Division		Delaware Ivy VIP Asset Strategy Division		Delaware Ivy VIP Science and Technology Division		Delaware VIP® Emerging Markets Division
				(Class III)						(Class I)		(Class II)
ASSETS
Investments
Number of shares		25,121		114		22,393		9,631		53		18,239		1,486		9,436
Identified cost	$	364,085	$	1,727	$	270,537	$	216,441	$	562	$	183,945	$	51,828	$	272,764
Value	$	329,081	$	1,493	$	268,265	$	237,311	$	540	$	185,834	$	43,842	$	266,571
Dividends receivable		-		-		533		-		-		-		-		-
Receivable to Massachusetts Mutual Life Insurance Company		-		-		6		1		-		-		-		-
Total assets		329,081		1,493		268,804		237,312		540		185,834		43,842		266,571
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company		-		-		-		-		-		-		-		1
NET ASSETS	$	329,081	$	1,493	$	268,804	$	237,312	$	540	$	185,834	$	43,842	$	266,570
Outstanding units
Policy owners		266,372		1,508		227,326		157,431		468		115,137		17,479		183,036
UNIT VALUE
Variable Life Plus	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-
Large Case Variable Life Plus		-		-		-		-		-		-		-		-
Strategic Variable Life®		-		-		-		-		-		-		-		-
Variable Life Select		-		-		-		-		-		-		-		-
Strategic Group Variable Universal Life®		-		-		-		-		-		-		-		-
Survivorship Variable Universal Life		-		-		-		-		-		-		-		-
Variable Universal Life		-		-		-		-		-		-		-		-
Strategic Variable Life® Plus		-		-		-		-		-		-		-		-
Survivorship Variable Universal Life II		-		-		-		-		-		-		-		-
Variable Universal Life II
Tier 1		-		-		-		-		-		-		-		-
Tier 2		-		-		-		-		-		-		-		-
VUL GuardSM
Tier 1		-		-		-		-		-		-		-		-
Tier 2		-		-		-		-		-		-		-		-
Tier 3		-		-		-		-		-		-		-		-
Tier 4		-		-		-		-		-		-		-		-
Tier 5		-		-		-		-		-		-		-		-
Survivorship VUL GuardSM
Tier 1		-		-		-		-		-		-		-		-
Tier 2		-		-		-		-		-		-		-		-
Tier 3		-		-		-		-		-		-		-		-
Tier 4		-		-		-		-		-		-		-		-
Variable Universal Life III
Tier 1		-		-		-		-		-		-		-		-
Tier 2		-		-		-		-		-		-		-		-
Tier 3		-		-		-		-		-		-		-		-
Tier 4		-		-		-		-		-		-		-		-
Strategic Group Variable Universal Life® II		-		-		-		-		-		1.62		-		-
MassMutual ElectrumSM		-		0.99		1.18		1.51		-		1.58		2.51		1.46
APEX VUL		1.24		-		-		-		1.15		-		-		-

See Notes to Financial Statements.

F-6 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

	Delaware VIP® Small Cap Value Division		DWS Small Cap Index Division		Eaton Vance VT Floating-Rate Income Division		Fidelity® VIP Bond Index Division		Fidelity® VIP Contrafund® Division		Fidelity® VIP Contrafund® Division		Fidelity® VIP Extended Market Index Division		Fidelity® VIP Freedom 2020 Division
										(Initial Class)		(Service Class)
ASSETS
Investments
Number of shares		10,736		636,661		4,739		17,446		2,148,666		179,861		13,451		879
Identified cost	$	457,386	$	10,105,529	$	43,185	$	195,262	$	83,864,342	$	6,547,715	$	199,134	$	12,662
Value	$	485,921	$	11,860,985	$	43,074	$	192,260	$	116,780,000	$	9,712,507	$	190,869	$	13,517
Dividends receivable		-		-		7		-		-		-		-		-
Receivable to Massachusetts Mutual Life Insurance Company		-		-		-		-		-		-		-		-
Total assets		485,921		11,860,985		43,081		192,260		116,780,000		9,712,507		190,869		13,517
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company		-		50		-		3		42		1		4		-
NET ASSETS	$	485,921	$	11,860,935	$	43,081	$	192,257	$	116,779,958	$	9,712,506	$	190,865	$	13,517
Outstanding units
Policy owners		326,567		2,454,100		37,104		197,399		16,632,193		1,563,644		148,046		8,901
UNIT VALUE
Variable Life Plus	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-
Large Case Variable Life Plus		-		-		-		-		-		-		-		-
Strategic Variable Life®		-		-		-		-		-		-		-		-
Variable Life Select		-		-		-		-		7.01		-		-		-
Strategic Group Variable Universal Life®		-		-		-		-		-		6.62		-		-
Survivorship Variable Universal Life		-		5.27		-		-		9.18		-		-		-
Variable Universal Life		-		4.76		-		-		7.52		-		-		-
Strategic Variable Life® Plus		-		-		-		-		-		7.05		-		-
Survivorship Variable Universal Life II		-		5.08		-		-		6.65		-		-		-
Variable Universal Life II
Tier 1		-		4.83		-		-		7.03		-		-		-
Tier 2		-		4.83		-		-		7.40		-		-		-
VUL GuardSM
Tier 1		-		6.17		-		-		8.42		-		-		-
Tier 2		-		4.41		-		-		6.76		-		-		-
Tier 3		-		4.21		-		-		6.46		-		-		-
Tier 4		-		4.29		-		-		6.58		-		-		-
Tier 5		-		4.61		-		-		7.07		-		-		-
Survivorship VUL GuardSM
Tier 1		-		4.22		-		-		6.26		-		-		-
Tier 2		-		4.29		-		-		6.37		-		-		-
Tier 3		-		4.36		-		-		6.48		-		-		-
Tier 4		-		4.36		-		-		6.48		-		-		-
Variable Universal Life III
Tier 1		-		-		-		-		6.22		-		-		-
Tier 2		-		-		-		-		6.30		-		-		-
Tier 3		-		-		-		-		6.39		-		-		-
Tier 4		-		-		-		-		6.69		-		-		-
Strategic Group Variable Universal Life® II		-		-		-		-		-		2.65		-		-
MassMutual ElectrumSM		1.49		-		1.16		-		2.24		-		-		1.52
APEX VUL		-		-		-		0.97		1.33		-		1.29		-

See Notes to Financial Statements.

F-7 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

			Fidelity® VIP Freedom 2025 Division		Fidelity® VIP Freedom 2030 Division		Fidelity® VIP Freedom 2035 Division		Fidelity® VIP Freedom 2040 Division		Fidelity® VIP Freedom 2050 Division		Fidelity® VIP Growth Division		Fidelity® VIP International Index Division		Fidelity® VIP International Index Division
																	(Service Class II)
ASSETS
Investments
	Number of shares			34,778		7,108		30,688		4,686		8,960		8,458		20,561		1,188
	Identified cost		$	614,887	$	127,771	$	917,349	$	135,671	$	235,000	$	752,953	$	241,811	$	13,988
	Value		$	617,664	$	127,084	$	919,419	$	135,749	$	235,564	$	860,163	$	235,425	$	13,554
Dividends receivable				-		-		-		-		-		-		-		-
Receivable to Massachusetts Mutual Life Insurance Company				1		-		-		-		-		-		-		-
		Total assets		617,665		127,084		919,419		135,749		235,564		860,163		235,425		13,554
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company				-		-		-		-		1		2		1		-
NET ASSETS			$	617,665	$	127,084	$	919,419	$	135,749	$	235,563	$	860,161	$	235,424	$	13,554
Outstanding units
	Policy owners			394,002		77,802		531,977		76,059		131,990		282,918		208,568		13,454
UNIT VALUE
	Variable Life Plus		$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-
	Large Case Variable Life Plus			-		-		-		-		-		-		-		-
	Strategic Variable Life®			-		-		-		-		-		-		-		-
	Variable Life Select			-		-		-		-		-		-		-		-
	Strategic Group Variable Universal Life®			-		-		-		-		-		-		-		-
	Survivorship Variable Universal Life			-		-		-		-		-		-		-		-
	Variable Universal Life			-		-		-		-		-		-		-		-
	Strategic Variable Life® Plus			-		-		-		-		-		4.00		-		-
	Survivorship Variable Universal Life II			-		-		-		-		-		-		-		-
	Variable Universal Life II
		Tier 1		-		-		-		-		-		-		-		-
		Tier 2		-		-		-		-		-		-		-		-
	VUL GuardSM
		Tier 1		-		-		-		-		-		-		-		-
		Tier 2		-		-		-		-		-		-		-		-
		Tier 3		-		-		-		-		-		-		-		-
		Tier 4		-		-		-		-		-		-		-		-
		Tier 5		-		-		-		-		-		-		-		-
	Survivorship VUL GuardSM
		Tier 1		-		-		-		-		-		-		-		-
		Tier 2		-		-		-		-		-		-		-		-
		Tier 3		-		-		-		-		-		-		-		-
		Tier 4		-		-		-		-		-		-		-		-
	Variable Universal Life III
		Tier 1		-		-		-		-		-		-		-		-
		Tier 2		-		-		-		-		-		-		-		-
		Tier 3		-		-		-		-		-		-		-		-
		Tier 4		-		-		-		-		-		-		-		-
	Strategic Group Variable Universal Life® II			-		-		-		-		-		-		-		-
	MassMutual ElectrumSM			1.57		1.63		1.73		1.78		1.78		2.67		-		1.01
	APEX VUL			-		-		-		-		-		-		1.13		-

See Notes to Financial Statements.

F-8 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

			Fidelity® VIP Real Estate Division		Fidelity® VIP Total Market Index Division		Franklin Mutual Global Discovery VIP Division		Franklin Small Cap Value VIP Division		Franklin Strategic Income VIP Division		Goldman Sachs Core Fixed Income Division		Goldman Sachs International Equity Insights Division		Goldman Sachs Large Cap Value Division
ASSETS
Investments
	Number of shares			9,624		16,010		99		1,090,999		781		80,875		17,375		742
	Identified cost		$	197,707	$	269,907	$	1,654	$	15,609,562	$	7,988	$	906,681	$	155,175	$	6,995
	Value		$	228,180	$	278,570	$	1,942	$	19,136,114	$	7,989	$	900,136	$	159,158	$	7,396
Dividends receivable				-		-		-		-		-		-		-		-
Receivable to Massachusetts Mutual Life Insurance Company				-		-		-		-		-		-		-		-
		Total assets		228,180		278,570		1,942		19,136,114		7,989		900,136		159,158		7,396
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company				-		1		-		45		-		-		1		19
NET ASSETS			$	228,180	$	278,569	$	1,942	$	19,136,069	$	7,989	$	900,136	$	159,157	$	7,377
Outstanding units
	Policy owners			150,950		211,399		1,509		3,602,625		7,066		772,752		90,678		2,031
UNIT VALUE
	Variable Life Plus		$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-
	Large Case Variable Life Plus			-		-		-		-		-		-		-		-
	Strategic Variable Life®			-		-		-		-		-		-		-		3.68
	Variable Life Select			-		-		-		-		-		-		-		-
	Strategic Group Variable Universal Life®			-		-		-		-		-		-		-		-
	Survivorship Variable Universal Life			-		-		-		6.56		-		-		-		-
	Variable Universal Life			-		-		-		6.20		-		-		-		-
	Strategic Variable Life® Plus			-		-		-		-		-		-		1.93		3.34
	Survivorship Variable Universal Life II			-		-		-		6.56		-		-		-		-
	Variable Universal Life II
		Tier 1		-		-		-		5.98		-		-		-		-
		Tier 2		-		-		-		5.30		-		-		-		-
	VUL GuardSM
		Tier 1		-		-		-		6.26		-		-		-		-
		Tier 2		-		-		-		4.84		-		-		-		-
		Tier 3		-		-		-		4.63		-		-		-		-
		Tier 4		-		-		-		4.71		-		-		-		-
		Tier 5		-		-		-		5.07		-		-		-		-
	Survivorship VUL GuardSM
		Tier 1		-		-		-		4.22		-		-		-		-
		Tier 2		-		-		-		4.30		-		-		-		-
		Tier 3		-		-		-		4.37		-		-		-		-
		Tier 4		-		-		-		4.37		-		-		-		-
	Variable Universal Life III
		Tier 1		-		-		-		-		-		-		-		-
		Tier 2		-		-		-		-		-		-		-		-
		Tier 3		-		-		-		-		-		-		-		-
		Tier 4		-		-		-		-		-		-		-		-
	Strategic Group Variable Universal Life® II			-		-		-		-		-		-		-		-
	MassMutual ElectrumSM			1.51		-		1.29		1.58		1.13		1.16		1.30		-
	APEX VUL			-		1.32		-		-		-		-		-		-

See Notes to Financial Statements.

F-9 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

			Goldman Sachs Mid Cap Value Division		Goldman Sachs Small Cap Equity Insights Division		Goldman Sachs Strategic Growth Division		Goldman Sachs U.S. Equity Insights Division		Invesco Oppenheimer V.I. International Growth Division		Invesco V.I. American Franchise Division		Invesco V.I. Capital Appreciation Division		Invesco V.I. Comstock Division
ASSETS
Investments
	Number of shares			107,674		4,302		824,156		9,595		11,374,632		2,756		1,303,623		3,148
	Identified cost		$	1,819,729	$	60,485	$	11,000,808	$	149,684	$	28,707,950	$	245,220	$	75,381,247	$	51,056
	Value		$	2,101,794	$	56,264	$	13,705,710	$	192,483	$	33,213,925	$	244,305	$	106,714,542	$	66,549
Dividends receivable				-		-		-		-		-		-		-		-
Receivable to Massachusetts Mutual Life Insurance Company				-		-		-		-		-		-		-		-
		Total assets		2,101,794		56,264		13,705,710		192,483		33,213,925		244,305		106,714,542		66,549
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company				3		-		55		16		64		-		53		-
NET ASSETS			$	2,101,791	$	56,264	$	13,705,655	$	192,467	$	33,213,861	$	244,305	$	106,714,489	$	66,549
Outstanding units
	Policy owners			242,304		33,413		2,152,874		42,914		8,482,553		107,285		17,159,403		39,987
UNIT VALUE
	Variable Life Plus		$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-
	Large Case Variable Life Plus			-		-		-		-		-		-		-		-
	Strategic Variable Life®			9.86		-		6.71		5.40		4.61		-		13.53		-
	Variable Life Select			-		-		-		-		-		-		12.43		-
	Strategic Group Variable Universal Life®			-		-		-		-		4.50		-		6.64		-
	Survivorship Variable Universal Life			-		-		5.78		-		3.67		-		6.59		-
	Variable Universal Life			-		-		4.62		-		3.45		-		5.59		-
	Strategic Variable Life® Plus			9.13		-		5.52		4.46		4.12		-		5.38		-
	Survivorship Variable Universal Life II			-		-		4.93		-		3.67		-		4.00		-
	Variable Universal Life II
		Tier 1		-		-		5.08		-		3.13		-		4.00		-
		Tier 2		-		-		7.15		-		4.35		-		5.62		-
	VUL GuardSM
		Tier 1		-		-		7.64		-		5.96		-		6.30		-
		Tier 2		-		-		6.53		-		3.97		-		5.13		-
		Tier 3		-		-		6.24		-		3.80		-		4.90		-
		Tier 4		-		-		6.35		-		3.87		-		4.99		-
		Tier 5		-		-		6.83		-		4.16		-		5.37		-
	Survivorship VUL GuardSM
		Tier 1		-		-		6.14		-		3.80		-		4.90		-
		Tier 2		-		-		6.25		-		3.86		-		4.99		-
		Tier 3		-		-		6.35		-		3.93		-		5.08		-
		Tier 4		-		-		6.35		-		3.93		-		5.08		-
	Variable Universal Life III
		Tier 1		-		-		-		-		3.46		-		6.06		-
		Tier 2		-		-		-		-		3.50		-		6.14		-
		Tier 3		-		-		-		-		3.55		-		6.22		-
		Tier 4		-		-		-		-		3.71		-		6.51		-
	Strategic Group Variable Universal Life® II			-		-		-		-		1.71		-		-		-
	MassMutual ElectrumSM			1.78		1.68		-		-		1.52		2.28		-		1.66
	APEX VUL			-		-		-		-		1.16		-		-		-

See Notes to Financial Statements.

F-10 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

			Invesco V.I. Conservative Balanced Division		Invesco V.I. Core Bond Division		Invesco V.I. Discovery Mid Cap Growth Division		Invesco V.I. Diversified Dividend Division		Invesco V.I. Global Division		Invesco V.I. Global Real Estate Division		Invesco V.I. Global Strategic Income Division		Invesco V.I. Health Care Division
ASSETS
Investments
	Number of shares			99,351		2,059,222		789,519		89,544		2,387,366		2,426		4,944,027		149,689
	Identified cost		$	1,551,457	$	16,360,820	$	65,794,157	$	2,346,612	$	98,305,933	$	40,659	$	23,864,456	$	4,450,313
	Value		$	1,841,960	$	16,061,932	$	90,502,575	$	2,670,192	$	136,605,068	$	43,642	$	22,000,920	$	5,068,473
Dividends receivable				-		-		-		-		-		-		-		-
Receivable to Massachusetts Mutual Life Insurance Company				-		-		-		-		-		-		-		-
		Total assets		1,841,960		16,061,932		90,502,575		2,670,192		136,605,068		43,642		22,000,920		5,068,473
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company				3		65		58		84		83		-		91		46
NET ASSETS			$	1,841,957	$	16,061,867	$	90,502,517	$	2,670,108	$	136,604,985	$	43,642	$	22,000,829	$	5,068,427
Outstanding units
	Policy owners			657,847		10,437,422		13,755,137		1,330,527		18,919,597		32,576		9,913,403		979,583
UNIT VALUE
	Variable Life Plus		$	-	$	-	$	-	$	-	$	4.89	$	-	$	-	$	-
	Large Case Variable Life Plus			-		-		11.29		-		13.15		-		0.84		-
	Strategic Variable Life®			4.52		2.26		11.02		-		14.31		-		3.69		-
	Variable Life Select			-		-		10.06		-		13.03		-		3.44		-
	Strategic Group Variable Universal Life®			2.80		1.73		5.81		-		8.65		-		2.58		-
	Survivorship Variable Universal Life			-		1.63		6.07		2.11		8.95		-		2.80		5.76
	Variable Universal Life			-		1.71		5.80		1.99		8.17		-		2.64		5.45
	Strategic Variable Life® Plus			2.72		1.66		5.32		-		7.87		-		2.59		-
	Survivorship Variable Universal Life II			-		1.82		3.06		2.11		5.11		-		2.74		5.76
	Variable Universal Life II
		Tier 1		-		1.49		4.58		1.92		5.14		-		2.39		5.25
		Tier 2		-		1.42		6.30		1.79		5.95		-		2.09		5.32
	VUL GuardSM
		Tier 1		-		1.36		7.31		2.01		7.47		-		2.12		5.50
		Tier 2		-		1.29		5.75		1.64		5.43		-		1.91		4.86
		Tier 3		-		1.24		5.50		1.57		5.19		-		1.83		4.64
		Tier 4		-		1.26		5.60		1.59		5.29		-		1.86		4.72
		Tier 5		-		1.35		6.02		1.71		5.68		-		2.00		5.08
	Survivorship VUL GuardSM
		Tier 1		-		1.20		5.55		1.53		5.04		-		1.78		4.44
		Tier 2		-		1.22		5.65		1.55		5.12		-		1.81		4.52
		Tier 3		-		1.24		5.75		1.58		5.21		-		1.84		4.60
		Tier 4		-		1.24		5.75		1.58		5.21		-		1.84		4.60
	Variable Universal Life III
		Tier 1		-		-		7.12		3.07		5.07		-		1.72		4.50
		Tier 2		-		-		7.22		3.11		5.14		-		1.75		4.56
		Tier 3		-		-		7.31		3.15		5.20		-		1.77		4.62
		Tier 4		-		-		7.66		3.30		5.45		-		1.85		4.84
	Strategic Group Variable Universal Life® II			-		-		2.88		-		2.24		-		1.18		-
	MassMutual ElectrumSM			-		-		2.46		1.43		1.94		1.34		1.08		-
	APEX VUL			-		-		1.27		-		1.23		-		0.99		-

See Notes to Financial Statements.

F-11 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

			Invesco V.I. International Growth Division		Invesco V.I. Main Street Division		Invesco V.I. Main Street Small Cap Division		Invesco V.I. Small Cap Equity Division		Invesco V.I. Technology Division		Invesco V.I. U.S. Government Money Division		Janus Henderson Balanced Division		Janus Henderson Balanced Division
															(Institutional Class)		(Service Class)
ASSETS
Investments
	Number of shares			146		1,063,649		113,893		1		224,302		3,862,250		31		141,962
	Identified cost		$	6,069	$	31,361,887	$	2,750,791	$	23	$	6,837,787	$	3,862,250	$	1,422	$	5,647,952
	Value		$	6,047	$	38,110,558	$	3,584,204	$	26	$	8,541,410	$	3,862,250	$	1,552	$	7,543,868
Dividends receivable				-		-		-		-		-		1		-		-
Receivable to Massachusetts Mutual Life Insurance Company				-		-		-		-		-		10		-		-
		Total assets		6,047		38,110,558		3,584,204		26		8,541,410		3,862,261		1,552		7,543,868
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company				-		61		3		-		39		-		8		50
NET ASSETS			$	6,047	$	38,110,497	$	3,584,201	$	26	$	8,541,371	$	3,862,261	$	1,544	$	7,543,818
Outstanding units
	Policy owners			4,216		7,949,023		435,729		15		1,520,936		3,019,741		357		1,573,599
UNIT VALUE
	Variable Life Plus		$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-
	Large Case Variable Life Plus			-		-		-		-		-		-		-		-
	Strategic Variable Life®			-		11.33		8.90		-		-		1.60		-		-
	Variable Life Select			-		-		-		-		-		-		-		-
	Strategic Group Variable Universal Life®			-		4.74		8.13		-		-		1.29		-		-
	Survivorship Variable Universal Life			-		4.82		-		-		3.77		-		-		5.14
	Variable Universal Life			-		3.86		-		-		3.54		-		-		4.86
	Strategic Variable Life® Plus			-		4.49		8.34		-		-		1.25		4.33		-
	Survivorship Variable Universal Life II			-		4.12		-		-		3.77		-		-		5.14
	Variable Universal Life II
		Tier 1		-		4.23		-		-		3.02		-		-		4.68
		Tier 2		-		5.25		-		-		6.13		-		-		4.85
	VUL GuardSM
		Tier 1		-		5.78		-		-		7.79		-		-		4.91
		Tier 2		-		4.79		-		-		5.60		-		-		4.43
		Tier 3		-		4.58		-		-		5.35		-		-		4.23
		Tier 4		-		4.66		-		-		5.45		-		-		4.31
		Tier 5		-		5.01		-		-		5.86		-		-		4.63
	Survivorship VUL GuardSM
		Tier 1		-		4.48		-		-		6.30		-		-		4.19
		Tier 2		-		4.56		-		-		6.41		-		-		4.26
		Tier 3		-		4.64		-		-		6.52		-		-		4.33
		Tier 4		-		4.64		-		-		6.52		-		-		4.33
	Variable Universal Life III
		Tier 1		-		5.26		-		-		7.49		-		-		-
		Tier 2		-		5.33		-		-		7.59		-		-		-
		Tier 3		-		5.41		-		-		7.69		-		-		-
		Tier 4		-		5.66		-		-		8.05		-		-		-
	Strategic Group Variable Universal Life® II			-		2.28		-		-		-		-		-		-
	MassMutual ElectrumSM			1.43		1.88		-		1.79		-		-		-		-
	APEX VUL			-		1.32		-		-		-		-		-		-

See Notes to Financial Statements.

F-12 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

			Janus Henderson Forty Division		Janus Henderson Forty Division		Janus Henderson Global Research Division		Janus Henderson Global Research Division		JPMorgan Insurance Trust U.S. Equity Division		Lord Abbett Developing Growth Division		MFS® Blended Research Core Equity Division		MFS® Global Real Estate Division
			(Institutional Class)		(Service Class)		(Institutional Class)		(Service Class)
ASSETS
Investments
	Number of shares			577,257		7,577		180,620		5,585		13,801		7,138		4,403		6,650
	Identified cost		$	25,187,196	$	359,991	$	8,527,687	$	310,590	$	542,729	$	299,517	$	292,560	$	103,499
	Value		$	35,645,603	$	429,179	$	12,874,567	$	387,099	$	632,932	$	246,975	$	301,718	$	127,749
Dividends receivable				-		-		-		-		-		-		-		-
Receivable to Massachusetts Mutual Life Insurance Company				4		-		-		-		1		-		-		1
		Total assets		35,645,607		429,179		12,874,567		387,099		632,933		246,975		301,718		127,750
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company				-		34		15		48		-		-		-		-
NET ASSETS			$	35,645,607	$	429,145	$	12,874,552	$	387,051	$	632,933	$	246,975	$	301,718	$	127,750
Outstanding units
	Policy owners			4,195,530		46,358		4,552,323		106,715		284,033		91,390		152,245		74,086
UNIT VALUE
	Variable Life Plus		$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-
	Large Case Variable Life Plus			-		-		-		-		-		-		-		-
	Strategic Variable Life®			6.06		-		2.08		-		-		-		-		-
	Variable Life Select			-		-		-		-		-		-		-		-
	Strategic Group Variable Universal Life®			-		-		-		-		-		-		-		-
	Survivorship Variable Universal Life			-		-		-		-		-		-		-		-
	Variable Universal Life			5.80		-		2.01		-		-		-		-		-
	Strategic Variable Life® Plus			5.70		-		1.96		-		-		-		-		-
	Survivorship Variable Universal Life II			6.19		-		2.15		-		-		-		-		-
	Variable Universal Life II
		Tier 1		7.56		-		2.62		-		-		-		-		-
		Tier 2		10.58		-		3.98		-		-		-		-		-
	VUL GuardSM
		Tier 1		-		10.58		-		4.27		-		-		-		-
		Tier 2		-		9.24		-		3.47		-		-		-		-
		Tier 3		-		8.83		-		3.32		-		-		-		-
		Tier 4		-		8.99		-		3.38		-		-		-		-
		Tier 5		-		9.66		-		3.63		-		-		-		-
	Survivorship VUL GuardSM
		Tier 1		-		8.39		-		3.45		-		-		-		-
		Tier 2		-		8.54		-		3.51		-		-		-		-
		Tier 3		-		8.69		-		3.57		-		-		-		-
		Tier 4		-		8.69		-		3.57		-		-		-		-
	Variable Universal Life III
		Tier 1		-		-		-		-		-		-		-		-
		Tier 2		-		-		-		-		-		-		-		-
		Tier 3		-		-		-		-		-		-		-		-
		Tier 4		-		-		-		-		-		-		-		-
	Strategic Group Variable Universal Life® II			-		-		-		-		-		-		-		-
	MassMutual ElectrumSM			-		-		-		-		2.23		2.70		1.98		1.72
	APEX VUL			-		-		-		-		-		-		-		-

See Notes to Financial Statements.

F-13 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

			MFS® Government Securities Division		MFS® Growth Division		MFS® International Intrinsic Value Division		MFS® Investors Trust Division		MFS® Mid Cap Value Division		MFS® New Discovery Division		MFS® Research Division		MFS® Utilities Division
ASSETS
Investments
	Number of shares			11		47,379		15,332		24,065		6,785		378,179		29,217		561
	Identified cost		$	139	$	2,702,465	$	535,577	$	834,130	$	70,640	$	8,095,990	$	806,780	$	19,525
	Value		$	138	$	3,760,012	$	576,797	$	1,076,196	$	75,246	$	8,811,577	$	1,127,483	$	21,495
Dividends receivable				-		-		-		-		-		-		-		-
Receivable to Massachusetts Mutual Life Insurance Company				-		-		1		-		-		-		-		-
		Total assets		138		3,760,012		576,798		1,076,196		75,246		8,811,577		1,127,483		21,495
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company				-		15		-		34		-		49		11		-
NET ASSETS			$	138	$	3,759,997	$	576,798	$	1,076,162	$	75,246	$	8,811,528	$	1,127,472	$	21,495
Outstanding units
	Policy owners			123		809,969		347,117		181,956		44,329		1,172,331		236,993		13,528
UNIT VALUE
	Variable Life Plus		$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-
	Large Case Variable Life Plus			-		-		-		-		-		-		-		-
	Strategic Variable Life®			-		7.71		-		-		-		10.65		5.61		-
	Variable Life Select			-		-		-		-		-		-		-		-
	Strategic Group Variable Universal Life®			-		6.05		-		-		-		8.27		4.53		-
	Survivorship Variable Universal Life			-		-		-		6.53		-		8.67		-		-
	Variable Universal Life			-		-		-		6.17		-		8.20		-		-
	Strategic Variable Life® Plus			-		6.38		-		-		-		9.16		4.82		-
	Survivorship Variable Universal Life II			-		-		-		6.53		-		8.67		-		-
	Variable Universal Life II
		Tier 1		-		-		-		5.95		-		7.90		-		-
		Tier 2		-		-		-		5.87		-		6.70		-		-
	VUL GuardSM
		Tier 1		-		-		-		6.23		-		8.27		-		-
		Tier 2		-		-		-		5.36		-		6.12		-		-
		Tier 3		-		-		-		5.13		-		5.85		-		-
		Tier 4		-		-		-		5.22		-		5.95		-		-
		Tier 5		-		-		-		5.61		-		6.40		-		-
	Survivorship VUL GuardSM
		Tier 1		-		-		-		5.04		-		6.90		-		-
		Tier 2		-		-		-		5.13		-		7.02		-		-
		Tier 3		-		-		-		5.21		-		7.14		-		-
		Tier 4		-		-		-		5.21		-		7.14		-		-
	Variable Universal Life III
		Tier 1		-		-		-		-		-		-		-		-
		Tier 2		-		-		-		-		-		-		-		-
		Tier 3		-		-		-		-		-		-		-		-
		Tier 4		-		-		-		-		-		-		-		-
	Strategic Group Variable Universal Life® II			-		-		-		-		-		-		-		-
	MassMutual ElectrumSM			1.12		2.59		1.66		-		1.70		-		-		1.59
	APEX VUL			-		-		-		-		-		-		-		-

See Notes to Financial Statements.

F-14 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

			MFS® Value Division		MML Aggressive Allocation Division		MML American Funds Core Allocation Division		MML American Funds Growth Division		MML American Funds International Division		MML Balanced Allocation Division		MML Blend Division		MML Blue Chip Growth Division
ASSETS
Investments
	Number of shares			157,457		442,861		31,107		81,651		13,930		212,695		1,702,505		923,106
	Identified cost		$	3,697,136	$	4,536,910	$	399,634	$	1,723,796	$	148,481	$	2,175,307	$	36,311,232	$	17,294,239
	Value		$	3,892,337	$	5,181,472	$	411,239	$	1,838,784	$	145,430	$	2,314,118	$	35,476,370	$	19,957,553
Dividends receivable				-		-		-		-		-		-		-		-
Receivable to Massachusetts Mutual Life Insurance Company				-		-		-		2		-		-		-		-
		Total assets		3,892,337		5,181,472		411,239		1,838,786		145,430		2,314,118		35,476,370		19,957,553
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company				2		6		1		-		-		17		40		17
NET ASSETS			$	3,892,335	$	5,181,466	$	411,238	$	1,838,786	$	145,430	$	2,314,101	$	35,476,330	$	19,957,536
Outstanding units
	Policy owners			2,366,296		1,492,725		282,702		1,198,749		118,537		1,085,648		7,024,572		4,454,514
UNIT VALUE
	Variable Life Plus		$	-	$	-	$	-	$	-	$	-	$	-	$	13.39	$	-
	Large Case Variable Life Plus			-		-		-		-		-		-		11.09		-
	Strategic Variable Life®			-		-		-		-		-		-		6.54		3.33
	Variable Life Select			-		-		-		-		-		-		6.09		-
	Strategic Group Variable Universal Life®			-		2.51		-		-		-		1.93		-		4.22
	Survivorship Variable Universal Life			-		-		-		-		-		-		4.13		4.88
	Variable Universal Life			-		-		-		-		-		-		3.74		3.40
	Strategic Variable Life® Plus			-		-		-		-		-		-		3.67		3.13
	Survivorship Variable Universal Life II			-		-		-		-		-		-		3.96		3.63
	Variable Universal Life II
		Tier 1		-		-		-		-		-		-		3.69		4.22
		Tier 2		-		-		-		-		-		-		4.23		6.37
	VUL GuardSM
		Tier 1		-		-		-		-		-		-		4.41		6.82
		Tier 2		-		-		-		-		-		-		3.86		5.82
		Tier 3		-		-		-		-		-		-		3.69		5.56
		Tier 4		-		-		-		-		-		-		3.76		5.66
		Tier 5		-		-		-		-		-		-		4.04		6.09
	Survivorship VUL GuardSM
		Tier 1		-		-		-		-		-		-		3.59		5.71
		Tier 2		-		-		-		-		-		-		3.66		5.81
		Tier 3		-		-		-		-		-		-		3.72		5.92
		Tier 4		-		-		-		-		-		-		3.72		5.92
	Variable Universal Life III
		Tier 1		-		4.02		-		-		-		2.80		-		8.19
		Tier 2		-		4.07		-		-		-		2.84		-		8.30
		Tier 3		-		4.13		-		-		-		2.88		-		8.41
		Tier 4		-		4.32		-		-		-		3.01		-		8.80
	Strategic Group Variable Universal Life® II			-		1.90		1.75		3.27		1.54		1.59		1.88		2.84
	MassMutual ElectrumSM			1.64		1.63		1.52		2.66		1.32		1.43		1.64		2.38
	APEX VUL			-		1.21		1.16		1.32		1.05		1.12		1.18		1.20

See Notes to Financial Statements.

F-15 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

			MML Conservative Allocation Division		MML Dynamic Bond Division		MML Equity Division		MML Equity Income Division		MML Equity Index Division		MML Equity Index Division		MML Equity Index Division		MML Focused Equity Division
											(Service Class I)		(Class II)		(Class III)
ASSETS
Investments
	Number of shares			161,229		8,597		3,332,942		180,128		187,931		3,442,472		24,240		53,900
	Identified cost		$	1,605,278	$	87,991	$	83,457,155	$	1,927,015	$	5,957,621	$	95,190,292	$	819,900	$	415,650
	Value		$	1,736,434	$	86,486	$	106,958,139	$	2,229,978	$	6,305,101	$	121,243,865	$	852,050	$	447,366
Dividends receivable				-		-		-		-		-		-		-		-
Receivable to Massachusetts Mutual Life Insurance Company				-		-		-		-		13		2		-		-
		Total assets		1,736,434		86,486		106,958,139		2,229,978		6,305,114		121,243,867		852,050		447,366
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company				25		3		58		24		-		-		-		4
NET ASSETS			$	1,736,409	$	86,483	$	106,958,081	$	2,229,954	$	6,305,114	$	121,243,867	$	852,050	$	447,362
Outstanding units
	Policy owners			885,031		73,050		19,538,179		859,260		3,017,033		22,436,830		635,956		223,708
UNIT VALUE
	Variable Life Plus		$	-	$	-	$	14.45	$	-	$	-	$	4.20	$	-	$	-
	Large Case Variable Life Plus			-		-		11.75		-		-		9.97		-		-
	Strategic Variable Life®			-		-		6.60		-		-		8.18		-		-
	Variable Life Select			-		-		6.12		-		-		4.50		-		-
	Strategic Group Variable Universal Life®			1.80		-		2.77		-		-		6.11		-		-
	Survivorship Variable Universal Life			-		-		3.56		-		-		5.75		-		-
	Variable Universal Life			-		-		3.25		-		-		4.89		-		-
	Strategic Variable Life® Plus			-		-		3.17		-		-		4.65		-		-
	Survivorship Variable Universal Life II			-		-		3.55		-		-		4.41		-		-
	Variable Universal Life II			-		-		-		-		-		-		-		-
		Tier 1		-		-		3.14		-		-		4.59		-		-
		Tier 2		-		-		4.16		-		-		5.98		-		-
	VUL GuardSM			-		-		-		-		-		-		-		-
		Tier 1		-		-		4.60		-		-		6.57		-		-
		Tier 2		-		-		3.80		-		-		5.46		-		-
		Tier 3		-		-		3.63		-		-		5.22		-		-
		Tier 4		-		-		3.70		-		-		5.32		-		-
		Tier 5		-		-		3.98		-		-		5.72		-		-
	Survivorship VUL GuardSM			-		-		-		-		-		-		-		-
		Tier 1		-		-		3.43		-		-		5.06		-		-
		Tier 2		-		-		3.49		-		-		5.15		-		-
		Tier 3		-		-		3.55		-		-		5.24		-		-
		Tier 4		-		-		3.55		-		-		5.24		-		-
	Variable Universal Life III			-		-		-		-		-		-		-		-
		Tier 1		2.56		-		4.04		3.76		-		5.70		-		-
		Tier 2		2.60		-		4.10		3.81		-		5.78		-		-
		Tier 3		2.63		-		4.15		3.86		-		5.86		-		-
		Tier 4		2.76		-		4.35		4.04		-		6.13		-		-
	Strategic Group Variable Universal Life® II			1.52		1.23		1.92		1.96		-		-		-		2.50
	MassMutual ElectrumSM			1.38		1.14		1.66		1.61		2.09		-		-		1.99
	APEX VUL			1.11		1.00		1.35		1.30		-		-		1.34		1.26

See Notes to Financial Statements.

F-16 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

			MML Foreign Division		MML Fundamental Equity Division		MML Fundamental Value Division		MML Global Division		MML Global Division		MML Growth & Income Division		MML Growth Allocation Division		MML High Yield Division
									(Service Class I)		(Class II)
ASSETS
Investments
	Number of shares			54,387		93,473		6,950		8,770		44,585		80,081		623,088		10,040
	Identified cost		$	554,508	$	991,055	$	79,780	$	132,164	$	614,925	$	1,661,280	$	5,685,392	$	99,798
	Value		$	600,431	$	1,173,090	$	103,279	$	128,214	$	680,807	$	1,965,189	$	6,299,423	$	100,499
Dividends receivable				-		-		-		-		-		-		-		-
Receivable to Massachusetts Mutual Life Insurance Company				-		-		-		-		-		-		-		-
		Total assets		600,431		1,173,090		103,279		128,214		680,807		1,965,189		6,299,423		100,499
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company				28		1		7		-		25		7		23		7
NET ASSETS			$	600,403	$	1,173,089	$	103,272	$	128,214	$	680,782	$	1,965,182	$	6,299,400	$	100,492
Outstanding units
	Policy owners			368,515		498,497		59,150		75,112		194,922		542,145		1,864,082		69,726
UNIT VALUE
	Variable Life Plus		$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-
	Large Case Variable Life Plus			-		-		-		-		-		-		-		-
	Strategic Variable Life®			-		-		-		-		-		-		-		-
	Variable Life Select			-		-		-		-		-		-		-		-
	Strategic Group Variable Universal Life®			-		-		-		-		-		-		2.29		-
	Survivorship Variable Universal Life			-		-		-		-		-		-		-		-
	Variable Universal Life			-		-		-		-		-		-		-		-
	Strategic Variable Life® Plus			-		-		-		-		-		-		-		-
	Survivorship Variable Universal Life II			-		-		-		-		-		-		-		-
	Variable Universal Life II
		Tier 1		-		-		-		-		-		-		-		-
		Tier 2		-		-		-		-		-		-		-		-
	VUL GuardSM
		Tier 1		-		-		-		-		-		-		-		-
		Tier 2		-		-		-		-		-		-		-		-
		Tier 3		-		-		-		-		-		-		-		-
		Tier 4		-		-		-		-		-		-		-		-
		Tier 5		-		-		-		-		-		-		-		-
	Survivorship VUL GuardSM
		Tier 1		-		-		-		-		-		-		-		-
		Tier 2		-		-		-		-		-		-		-		-
		Tier 3		-		-		-		-		-		-		-		-
		Tier 4		-		-		-		-		-		-		-		-
	Variable Universal Life III
		Tier 1		2.02		-		-		-		4.36		5.17		3.53		-
		Tier 2		2.04		-		-		-		4.42		5.24		3.57		-
		Tier 3		2.07		-		-		-		4.48		5.31		3.62		-
		Tier 4		2.17		-		-		-		4.69		5.56		3.79		-
	Strategic Group Variable Universal Life® II			1.36		2.70		1.87		-		2.06		2.42		1.78		1.51
	MassMutual ElectrumSM			1.23		2.33		1.60		1.71		-		2.01		1.56		1.26
	APEX VUL			1.20		1.32		1.34		-		1.23		1.32		1.18		1.11

See Notes to Financial Statements.

F-17 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

			MML Income & Growth Division		MML Inflation- Protected and Income Division		MML International Equity Division		MML Large Cap Growth Division		MML Managed Bond Division		MML Managed Volatility Division		MML Mid Cap Growth Division		MML Mid Cap Value Division
ASSETS
Investments
	Number of shares			103,963		545,839		7,004		24,022		2,936,800		744,560		214,274		126,165
	Identified cost		$	1,102,541	$	5,822,263	$	75,375	$	336,709	$	37,046,511	$	9,431,669	$	3,560,977	$	1,307,681
	Value		$	1,290,176	$	6,069,724	$	77,607	$	361,288	$	38,237,361	$	11,337,795	$	3,539,808	$	1,587,157
Dividends receivable				-		-		-		-		-		-		-		-
Receivable to Massachusetts Mutual Life Insurance Company				-		-		-		-		-		-		-		-
		Total assets		1,290,176		6,069,724		77,607		361,288		38,237,361		11,337,795		3,539,808		1,587,157
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company				32		84		-		10		55		91		4		20
NET ASSETS			$	1,290,144	$	6,069,640	$	77,607	$	361,278	$	38,237,306	$	11,337,704	$	3,539,804	$	1,587,137
Outstanding units
	Policy owners			590,823		3,083,496		53,729		156,091		13,994,912		4,587,458		802,155		420,278
UNIT VALUE
	Variable Life Plus		$	-	$	-	$	-	$	-	$	6.30	$	-	$	-	$	-
	Large Case Variable Life Plus			-		-		-		-		5.52		-		-		-
	Strategic Variable Life®			-		-		-		-		3.52		-		-		-
	Variable Life Select			-		-		-		-		3.34		-		-		-
	Strategic Group Variable Universal Life®			-		-		-		-		2.48		-		-		-
	Survivorship Variable Universal Life			-		2.14		-		-		2.86		2.52		-		-
	Variable Universal Life			-		2.02		-		-		2.59		2.37		-		-
	Strategic Variable Life® Plus			-		-		-		-		2.58		2.09		-		-
	Survivorship Variable Universal Life II			-		2.14		-		-		2.77		2.52		-		-
	Variable Universal Life II			-		-		-		-		-		-		-		-
		Tier 1		-		1.95		-		-		2.23		2.23		-		-
		Tier 2		-		1.99		-		-		2.12		2.62		-		-
	VUL GuardSM
		Tier 1		-		1.96		-		-		2.03		2.94		-		-
		Tier 2		-		1.82		-		-		1.93		2.39		-		-
		Tier 3		-		1.74		-		-		1.85		2.28		-		-
		Tier 4		-		1.77		-		-		1.88		2.33		-		-
		Tier 5		-		1.91		-		-		2.02		2.50		-		-
	Survivorship VUL GuardSM
		Tier 1		-		1.70		-		-		1.81		2.16		-		-
		Tier 2		-		1.73		-		-		1.84		2.20		-		-
		Tier 3		-		1.76		-		-		1.88		2.24		-		-
		Tier 4		-		1.76		-		-		1.88		2.24		-		-
	Variable Universal Life III
		Tier 1		3.63		1.78		-		-		1.71		2.41		7.28		4.70
		Tier 2		3.67		1.81		-		-		1.73		2.45		7.37		4.76
		Tier 3		3.72		1.83		-		-		1.75		2.48		7.47		4.82
		Tier 4		3.90		1.92		-		-		1.84		2.60		7.82		5.05
	Strategic Group Variable Universal Life® II			1.94		1.37		1.51		2.65		1.27		1.44		2.40		1.88
	MassMutual ElectrumSM			1.58		1.28		1.26		2.28		1.21		1.32		2.01		1.50
	APEX VUL			1.31		1.08		1.19		1.22		1.01		1.13		1.19		1.25

See Notes to Financial Statements.

F-18 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

			MML Moderate Allocation Division		MML Short-Duration Bond Division		MML Small Cap Equity Division		MML Small Cap Growth Equity Division		MML Small Company Value Division		MML Small/Mid Cap Value Division		MML Strategic Emerging Markets Division		MML Total Return Bond Division
ASSETS
Investments
	Number of shares			176,530		34,187		2,573,675		1,379,485		20,837		74,220		13,914		11,885
	Identified cost		$	1,930,578	$	336,378	$	25,447,362	$	19,912,677	$	347,311	$	868,881	$	166,563	$	126,634
	Value		$	2,037,151	$	331,954	$	32,844,885	$	21,049,672	$	373,194	$	1,092,515	$	146,096	$	124,434
Dividends receivable				-		-		-		-		-		-		-		-
Receivable to Massachusetts Mutual Life Insurance Company				-		-		-		-		-		-		-		-
		Total assets		2,037,151		331,954		32,844,885		21,049,672		373,194		1,092,515		146,096		124,434
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company				25		5		41		57		9		22		17		-
NET ASSETS			$	2,037,126	$	331,949	$	32,844,844	$	21,049,615	$	373,185	$	1,092,493	$	146,079	$	124,434
Outstanding units
	Policy owners			771,376		299,747		6,213,310		3,903,146		202,134		274,154		131,540		105,722
UNIT VALUE
	Variable Life Plus		$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-
	Large Case Variable Life Plus			-		-		-		-		-		-		-		-
	Strategic Variable Life®			-		-		-		4.63		-		-		-		-
	Variable Life Select			-		-		6.19		-		-		-		-		-
	Strategic Group Variable Universal Life®			2.05		-		6.18		-		-		-		1.03		-
	Survivorship Variable Universal Life			-		-		5.71		6.34		-		-		-		-
	Variable Universal Life			-		-		6.58		4.75		-		-		-		-
	Strategic Variable Life® Plus			-		-		6.89		4.35		-		-		-		-
	Survivorship Variable Universal Life II			-		-		6.31		5.07		-		-		-		-
	Variable Universal Life II													-
		Tier 1		-		-		5.25		5.69		-		-		-		-
		Tier 2		-		-		5.06		6.39		-		-		-		-
	VUL GuardSM													-
		Tier 1		-		-		5.94		8.10		-		-		-		-
		Tier 2		-		-		4.63		5.83		-		-		-		-
		Tier 3		-		-		4.42		5.58		-		-		-		-
		Tier 4		-		-		4.50		5.68		-		-		-		-
		Tier 5		-		-		4.84		6.11		-		-		-		-
	Survivorship VUL GuardSM													-
		Tier 1		-		-		4.52		5.90		-		-		-		-
		Tier 2		-		-		4.60		6.01		-		-		-		-
		Tier 3		-		-		4.68		6.11		-		-		-		-
		Tier 4		-		-		4.68		6.11		-		-		-		-
	Variable Universal Life III											-		-
		Tier 1		3.06		-		5.59		6.07		-		5.06		-		-
		Tier 2		3.10		-		5.67		6.15		-		5.12		-		-
		Tier 3		3.14		-		5.74		6.23		-		5.19		-		-
		Tier 4		3.29		-		6.01		6.53		-		5.44		-		-
	Strategic Group Variable Universal Life® II			1.65		1.15		2.20		2.47		2.09		1.96		1.63		1.24
	MassMutual ElectrumSM			1.47		1.11		1.79		2.07		1.62		1.61		1.35		1.18
	APEX VUL			1.15		1.02		1.30		1.17		1.33		1.41		0.96		0.98

See Notes to Financial Statements.

F-19 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

			MML U.S. Government Money Market Division		PIMCO Commodity- RealReturn® Strategy Division		PIMCO Global Bond Opportunities Division		PIMCO High Yield Division		PIMCO Real Return Division		PIMCO Total Return Division		T. Rowe Price All-Cap Opportunities Division		T. Rowe Price Blue Chip Growth Division
ASSETS
Investments
	Number of shares			16,396,393		62,780		21,326		22,404		1,547		18,220		127,206		487,112
	Identified cost		$	16,396,399	$	408,915	$	250,117	$	174,383	$	21,523	$	196,670	$	4,051,745	$	21,046,123
	Value		$	16,396,392	$	492,198	$	233,308	$	177,889	$	21,646	$	196,048	$	4,920,310	$	25,875,397
Dividends receivable				1		-		-		-		-		-		-		-
Receivable to Massachusetts Mutual Life Insurance Company				-		-		-		-		1		-		-		-
		Total assets		16,396,393		492,198		233,308		177,889		21,647		196,048		4,920,310		25,875,397
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company				187		17		1		3		-		-		8		37
NET ASSETS			$	16,396,206	$	492,181	$	233,307	$	177,886	$	21,647	$	196,048	$	4,920,302	$	25,875,360
Outstanding units
	Policy owners			14,367,031		436,186		210,849		142,359		17,000		166,564		750,541		3,170,366
UNIT VALUE
	Variable Life Plus		$	2.16	$	-	$	-	$	-	$	-	$	-	$	-	$	-
	Large Case Variable Life Plus			1.89		-		-		-		-		-		-		-
	Strategic Variable Life®			1.55		-		-		-		-		-		8.33		-
	Variable Life Select			1.45		-		-		-		-		-		-		-
	Strategic Group Variable Universal Life®			-		-		-		-		-		-		6.45		-
	Survivorship Variable Universal Life			1.36		-		-		-		-		-		-		9.21
	Variable Universal Life			1.24		-		-		-		-		-		-		8.70
	Strategic Variable Life® Plus			-		-		-		-		-		-		6.98		-
	Survivorship Variable Universal Life II			1.25		-		-		-		-		-		-		9.21
	Variable Universal Life II									-
		Tier 1		1.07		-		-		-		-		-		-		8.39
		Tier 2		1.15		-		-		-		-		-		-		8.11
	VUL GuardSM									-
		Tier 1		1.10		-		-		-		-		-		-		8.79
		Tier 2		1.05		-		-		-		-		-		-		7.41
		Tier 3		1.00		-		-		-		-		-		-		7.08
		Tier 4		1.02		-		-		-		-		-		-		7.21
		Tier 5		1.10		-		-		-		-		-		-		7.75
	Survivorship VUL GuardSM									-
		Tier 1		1.02		-		-		-		-		-		-		7.03
		Tier 2		1.04		-		-		-		-		-		-		7.15
		Tier 3		1.06		-		-		-		-		-		-		7.28
		Tier 4		1.06		-		-		-		-		-		-		7.28
	Variable Universal Life III									-
		Tier 1		0.95		1.09		-		-		-		-		-		-
		Tier 2		0.96		1.11		-		-		-		-		-		-
		Tier 3		0.97		1.12		-		-		-		-		-		-
		Tier 4		1.02		1.17		-		-		-		-		-		-
	Strategic Group Variable Universal Life® II			1.04		-		-		-		-		-		-		-
	MassMutual ElectrumSM			1.04		1.40		1.11		1.25		1.27		1.18		-		-
	APEX VUL			0.99		-		-		-		-		-		-		-

See Notes to Financial Statements.

F-20 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

			T. Rowe Price Equity Income Division		T. Rowe Price Limited-Term Bond Division		T. Rowe Price Mid-Cap Growth Division		Templeton Foreign VIP Division		Templeton Global Bond VIP Division		Vanguard VIF Global Bond Index Division		Vanguard VIF Mid Cap Index Division		Vanguard VIF Real Estate Index Division
ASSETS
Investments
	Number of shares			782,512		9,797		2,180,330		894,788		2,940		8,989		10,876		13,368
	Identified cost		$	20,841,573	$	46,078	$	62,033,494	$	11,991,721	$	41,152	$	193,088	$	308,520	$	204,121
	Value		$	23,530,143	$	48,104	$	75,155,983	$	12,160,165	$	40,634	$	191,471	$	320,635	$	221,376
Dividends receivable				-		-		-		-		-		-		-		-
Receivable to Massachusetts Mutual Life Insurance Company				-		-		-		-		-		-		-		-
		Total assets		23,530,143		48,104		75,155,983		12,160,165		40,634		191,471		320,635		221,376
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company				65		2		63		34		-		4		1		4
NET ASSETS			$	23,530,078	$	48,102	$	75,155,920	$	12,160,131	$	40,634	$	191,467	$	320,634	$	221,372
Outstanding units
	Policy owners			5,487,164		43,051		8,065,644		5,875,466		43,381		196,349		247,101		156,470
UNIT VALUE
	Variable Life Plus		$	-	$	-	$	8.10	$	-	$	-	$	-	$	-	$	-
	Large Case Variable Life Plus			-		-		-		-		-		-		-		-
	Strategic Variable Life®			-		-		12.62		-		-		-		-		-
	Variable Life Select			-		-		10.02		-		-		-		-		-
	Strategic Group Variable Universal Life®			-		-		9.97		-		-		-		-		-
	Survivorship Variable Universal Life			4.82		-		12.22		2.01		-		-		-		-
	Variable Universal Life			4.55		-		11.02		1.77		-		-		-		-
	Strategic Variable Life® Plus			-		1.75		10.89		-		-		-		-		-
	Survivorship Variable Universal Life II			4.82		-		8.87		1.89		-		-		-		-
	Variable Universal Life II			-
		Tier 1		4.39		-		8.00		1.75		-		-		-		-
		Tier 2		4.23		-		8.55		2.19		-		-		-		-
	VUL GuardSM			-
		Tier 1		4.60		-		10.23		2.59		-		-		-		-
		Tier 2		3.86		-		7.81		2.00		-		-		-		-
		Tier 3		3.69		-		7.46		1.91		-		-		-		-
		Tier 4		3.76		-		7.60		1.95		-		-		-		-
		Tier 5		4.04		-		8.17		2.09		-		-		-		-
	Survivorship VUL GuardSM			-
		Tier 1		3.43		-		-		1.80		-		-		-		-
		Tier 2		3.49		-		-		1.84		-		-		-		-
		Tier 3		3.55		-		-		1.87		-		-		-		-
		Tier 4		-		-		-		-		-		-		-		-
	Variable Universal Life III
		Tier 1		-		-		-		-		-		-		-		-
		Tier 2		-		-		-		-		-		-		-		-
		Tier 3		-		-		-		-		-		-		-		-
		Tier 4		-		-		-		-		-		-		-		-
	Strategic Group Variable Universal Life® II			-		-		-		-		-		-		-		-
	MassMutual ElectrumSM			-		1.11		-		-		0.94		-		-		-
	APEX VUL			-		-		-		-		-		0.98		1.30		1.41

See Notes to Financial Statements.

F-21 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2021

			Voya International Index Division		Voya Russell™ Mid Cap Index Division		Voya Russell™ Small Cap Index Division		VY® Clarion Global Real Estate Division
ASSETS
Investments
	Number of shares			141,709		161,355		24,795		51,129
	Identified cost		$	1,416,612	$	2,023,755	$	432,876	$	558,066
	Value		$	1,693,421	$	2,294,463	$	433,176	$	701,490
Dividends receivable				-		-		-		-
Receivable to Massachusetts Mutual Life Insurance Company				1		2		1		-
		Total assets		1,693,422		2,294,465		433,177		701,490
LIABILITIES
Payable to Massachusetts Mutual Life Insurance Company				-		-		-		21
NET ASSETS			$	1,693,422	$	2,294,465	$	433,177	$	701,469
Outstanding units
	Policy owners			1,251,780		1,262,767		265,008		227,531
UNIT VALUE
	Variable Life Plus		$	-	$	-	$	-	$	-
	Large Case Variable Life Plus			-		-		-		-
	Strategic Variable Life®			-		-		-		-
	Variable Life Select			-		-		-		-
	Strategic Group Variable Universal Life®			-		-		-		-
	Survivorship Variable Universal Life			-		-		-		-
	Variable Universal Life			-		-		-		-
	Strategic Variable Life® Plus			-		-		-		-
	Survivorship Variable Universal Life II			-		-		-		-
	Variable Universal Life II
		Tier 1		-		-		-		-
		Tier 2		-		-		-		-
	VUL GuardSM
		Tier 1		-		-		-		-
		Tier 2		-		-		-		-
		Tier 3		-		-		-		-
		Tier 4		-		-		-		-
		Tier 5		-		-		-		-
	Survivorship VUL GuardSM
		Tier 1		-		-		-		-
		Tier 2		-		-		-		-
		Tier 3		-		-		-		-
		Tier 4		-		-		-		-
	Variable Universal Life III
		Tier 1		-		-		-		2.96
		Tier 2		-		-		-		3.00
		Tier 3		-		-		-		3.04
		Tier 4		-		-		-		3.19
	Strategic Group Variable Universal Life® II			-		-		-		-
	MassMutual ElectrumSM			1.35		1.82		1.63		-
	APEX VUL			-		-		-		3.04

See Notes to Financial Statements.

F-22 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS

For The Year Ended December 31, 2021

		American Century VP Capital Appreciation Division		American Century VP Disciplined Core Value Division		American Century VP Inflation Protection Division		American Century VP International Division		American Century VP Value Division		American Funds® Asset Allocation Division		American Funds® Growth-Income Division		BlackRock High Yield V.I. Division
Investment Income
Dividends		$	-	$	388,114	$	863	$	427	$	280,869	$	412,468	$	537,716	$	8,064
Expenses
Mortality and expense risk fees			2,793		136,284		83		2,768		69,320		99,553		189,873		439
Net investment income (loss)			(2,793)		251,830		780		(2,341)		211,549		312,915		347,843		7,625
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		20,580		628,293		3,975		1,495		740,656		1,029,497		3,020,012		10,050
	Realized gain distribution		130,241		5,223,429		-		7,559		-		883,050		463,613		435
	Realized gain (loss)		150,821		5,851,722		3,975		9,054		740,656		1,912,547		3,483,625		10,485
Change in net unrealized appreciation/ depreciation of investments			(36,730)		1,235,749		(2,882)		28,505		2,380,713		1,397,925		6,137,907		(9,246)
Net gain (loss) on investments			114,091		7,087,471		1,093		37,559		3,121,369		3,310,472		9,621,532		1,239
Net increase (decrease) in net assets resulting from operations			111,298		7,339,301		1,873		35,218		3,332,918		3,623,387		9,969,375		8,864
Capital transactions:
	Transfers of net premiums		68,206		1,143,233		1,785		-		576,609		895,634		1,599,934		13,894
	Transfers due to death benefits		-		(44,480)		-		-		(107,472)		(46,805)		(67,255)		-
	Transfers due to withdrawal of funds		(8)		(1,393,503)		(2)		2,222		(397,048)		(720,563)		(3,515,936)		15
	Transfers due to policy loans, net of repayments		-		(714,303)		-		-		(375,067)		(254,042)		(1,010,174)		(149)
	Transfers due to charges for administrative and insurance costs		(6,743)		(906,590)		(372)		(6,869)		(434,282)		(833,749)		(1,244,587)		(2,005)
	Transfers between divisions and to/from Guaranteed Principal Account		(9,674)		329,274		(56,407)		1,508,342		29,741		94,352		644,211		(4,405)
Net increase (decrease) in net assets resulting from capital transactions			51,782		(1,586,369)		(54,996)		1,503,695		(707,519)		(865,173)		(3,593,807)		7,350
Total increase (decrease)			163,079		5,752,932		(53,123)		1,538,912		2,625,399		2,758,214		6,375,568		16,214
NET ASSETS, at beginning of the year			995,745		32,069,155		90,026		251,549		14,131,672		25,043,652		43,139,764		137,185
NET ASSETS, at end of the year		$	1,158,824	$	37,822,087	$	36,903	$	1,790,461	$	16,757,071	$	27,801,866	$	49,515,332	$	153,399

See Notes to Financial Statements.

F-23 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2021

			BlackRock Small Cap Index V.I. Division		BlackRock Small Cap Index V.I. Division		BlackRock Total Return V.I. Division		BNY Mellon MidCap Stock Division		Delaware Ivy VIP Asset Strategy Division		Delaware Ivy VIP Asset Strategy Division		Delaware Ivy VIP Science and Technology Division		Delaware VIP® Emerging Markets Division
					(Class III)						(Class I)		(Class II)
Investment Income
Dividends			$	3,349	$	13	$	8,378	$	445	$	4	$	2,754	$	-	$	229
Expenses
Mortality and expense risk fees				1,088		1		1,263		474		-		958		67		864
Net investment income (loss)				2,261		12		7,115		(29)		4		1,796		(67)		(635)
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			(197)		28		(14,175)		19,004		(1)		85		2,781		5,850
	Realized gain distribution			32,973		135		1,490		639		21		17,113		11,739		1,829
	Realized gain (loss)			32,776		163		(12,685)		19,643		21		17,198		14,520		7,679
Change in net unrealized appreciation/
	depreciation of investments			(34,981)		(233)		(815)		11,097		(23)		(7,539)		(10,726)		(36,822)
Net gain (loss) on investments				(2,205)		(71)		(13,500)		30,740		(3)		9,659		3,794		(29,143)
Net increase (decrease) in net assets
	resulting from operations			56		(59)		(6,385)		30,711		2		11,455		3,727		(29,778)
Capital transactions:
	Transfers of net premiums			335,363		2,159		114,227		4,441		739		11,270		15,339		50,850
	Transfers due to death benefits			-		-		-		-		-		-		-		-
	Transfers due to withdrawal of funds			438		-		(294,309)		(2)		(2)		(9)		(4)		18
	Transfers due to policy loans, net of repayments			-		-		-		(46)		-		-		(1,633)		-
	Transfers due to charges for administrative
		and insurance costs		(30,506)		(89)		(8,322)		(5,122)		(198)		(439)		(1,325)		(6,081)
	Transfers between divisions and to/from
		Guaranteed Principal Account		17,943		(518)		19,334		128,223		-		83,665		7,493		100,069
Net increase (decrease) in net assets
		resulting from capital transactions		323,238		1,552		(169,070)		127,494		539		94,487		19,870		144,856
Total increase (decrease)				323,294		1,493		(175,454)		158,205		540		105,942		23,597		115,078
NET ASSETS, at beginning of the year				5,787		-		444,258		79,107		-		79,892		20,245		151,492
NET ASSETS, at end of the year			$	329,081	$	1,493	$	268,804	$	237,312	$	540	$	185,834	$	43,842	$	266,570

See Notes to Financial Statements.

F-24 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2021

			Delaware VIP® Small Cap Value Division		DWS Small Cap Index Division		Eaton Vance VT Floating-Rate Income Division		Fidelity® VIP Bond Index Division		Fidelity® VIP Contrafund® Division		Fidelity® VIP Contrafund® Division		Fidelity® VIP Extended Market Index Division		Fidelity® VIP Freedom 2020 Division
											(Initial Class)		(Service Class)
Investment Income
Dividends			$	887	$	98,775	$	3,356	$	1,486	$	64,928	$	4,353	$	2,235	$	134
Expenses
Mortality and expense risk fees				615		42,897		259		700		432,207		65,708		737		59
Net investment income (loss)				272		55,878		3,097		786		(367,279)		(61,355)		1,498		75
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			32,156		224,972		2,888		1,571		7,446,341		416,118		3,054		545
	Realized gain distribution			-		686,741		-		-		13,292,138		1,126,189		9,665		779
	Realized gain (loss)			32,156		911,713		2,888		1,571		20,738,479		1,542,307		12,719		1,324
Change in net unrealized appreciation/
	depreciation of investments			24,259		531,676		(2,478)		(3,005)		5,250,901		636,153		(8,285)		(193)
Net gain (loss) on investments				56,415		1,443,389		410		(1,435)		25,989,380		2,178,460		4,434		1,131
Net increase (decrease) in net assets
	resulting from operations			56,687		1,499,267		3,507		(649)		25,622,101		2,117,105		5,932		1,206
Capital transactions:
	Transfers of net premiums			54,896		442,647		8,269		195,142		4,412,300		205,130		185,819		-
	Transfers due to death benefits			-		(70,936)		-		-		(341,727)		(436,763)		-		-
	Transfers due to withdrawal of funds			(10)		(197,566)		4		(4)		(4,598,134)		(735,040)		1,094		-
	Transfers due to policy loans, net of repayments			-		(338,391)		(2)		-		(2,017,701)		(31,097)		-		(1,189)
	Transfers due to charges for administrative
		and insurance costs		(5,599)		(296,830)		(1,129)		(15,554)		(2,898,953)		(173,824)		(17,161)		(941)
	Transfers between divisions and to/from
		Guaranteed Principal Account		355,159		136,908		(74,384)		10,433		1,471,651		392,208		12,579		(405)
Net increase (decrease) in net assets
		resulting from capital transactions		404,446		(324,168)		(67,242)		190,017		(3,972,564)		(779,386)		182,331		(2,535)
Total increase (decrease)				461,133		1,175,099		(63,735)		189,368		21,649,537		1,337,719		188,263		(1,329)
NET ASSETS, at beginning of the year				24,788		10,685,836		106,816		2,889		95,130,421		8,374,787		2,602		14,846
NET ASSETS, at end of the year			$	485,921	$	11,860,935	$	43,081	$	192,257	$	116,779,958	$	9,712,506	$	190,865	$	13,517

See Notes to Financial Statements.

F-25 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2021

			Fidelity® VIP Freedom 2025 Division		Fidelity® VIP Freedom 2030 Division		Fidelity® VIP Freedom 2035 Division		Fidelity® VIP Freedom 2040 Division		Fidelity® VIP Freedom 2050 Division		Fidelity® VIP Growth Division		Fidelity® VIP International Index Division		Fidelity® VIP International Index Division
																	(Service Class II)
Investment Income
Dividends			$	4,789	$	1,258	$	8,235	$	1,079	$	1,820	$	-	$	5,564	$	283
Expenses
Mortality and expense risk fees				1,014		274		1,958		264		252		2,211		850		3
Net investment income (loss)				3,775		984		6,277		815		1,568		(2,211)		4,714		280
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			31,389		7,908		135,578		18,718		8,137		40,055		2,818		(18)
	Realized gain distribution			13,462		2,284		28,499		4,146		3,750		135,938		281		14
	Realized gain (loss)			44,851		10,192		164,077		22,864		11,887		175,993		3,099		(4)
Change in net unrealized appreciation/
	depreciation of investments			(10,354)		(2,127)		(67,554)		(8,682)		(1,043)		(41,607)		(6,455)		(434)
Net gain (loss) on investments				34,497		8,065		96,523		14,182		10,844		134,386		(3,357)		(438)
Net increase (decrease) in net assets
	resulting from operations			38,272		9,049		102,800		14,997		12,412		132,175		1,358		(158)
Capital transactions:
	Transfers of net premiums			99,981		85,104		172,107		43,229		170,796		138,242		239,265		8,137
	Transfers due to death benefits			-		-		-		-		-		-		-		-
	Transfers due to withdrawal of funds			173		3		-		695		(8)		2,294		(545)		-
	Transfers due to  policy loans, net of repayments			(194)		(42)		-		-		-		-		-		-
	Transfers due to charges for administrative
		and insurance costs		(11,711)		(4,487)		(9,344)		(2,583)		(5,440)		(15,579)		(23,220)		(394)
	Transfers between divisions and to/from
		Guaranteed Principal Account		261,567		22,129		118,362		27,110		43,174		167,046		12,101		5,969
Net increase (decrease) in net assets
		resulting from capital transactions		349,816		102,707		281,125		68,451		208,522		292,003		227,602		13,712
Total increase (decrease)				388,088		111,756		383,925		83,448		220,934		424,178		228,959		13,554
NET ASSETS, at beginning of the year				229,577		15,328		535,494		52,301		14,629		435,983		6,465		-
NET ASSETS, at end of the year			$	617,665	$	127,084	$	919,419	$	135,749	$	235,563	$	860,161	$	235,424	$	13,554

See Notes to Financial Statements.

F-26 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2021

			Fidelity® VIP Real Estate Division		Fidelity® VIP Total Market Index Division		Franklin Mutual Global Discovery VIP Division		Franklin Small Cap Value VIP Division		Franklin Strategic Income VIP Division		Goldman Sachs Core Fixed Income Division		Goldman Sachs International Equity Insights Division		Goldman Sachs Large Cap Value Division
Investment Income
Dividends			$	1,681	$	2,585	$	52	$	184,717	$	87	$	8,503	$	4,466	$	81
Expenses
Mortality and expense risk fees				401		1,024		5		71,392		7		1,926		618		22
Net investment income (loss)				1,280		1,561		47		113,325		80		6,577		3,848		59
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			30,259		11,229		5		(4,383)		(56)		31,900		2,421		(124)
	Realized gain distribution			1,008		1,388		-		489,112		-		1,131		3,771		884
	Realized gain (loss)			31,267		12,617		5		484,729		(56)		33,031		6,192		760
Change in net unrealized appreciation/
	depreciation of investments			22,240		8,587		290		3,201,049		1		(57,312)		5,740		659
Net gain (loss) on investments				53,507		21,204		295		3,685,778		(55)		(24,282)		11,932		1,419
Net increase (decrease) in net assets
	resulting from operations			54,787		22,765		342		3,799,103		25		(17,705)		15,780		1,478
Capital transactions:
	Transfers of net premiums			11,584		266,740		-		743,866		6,719		28,418		26,964		103
	Transfers due to death benefits			-		-		-		(9,833)		-		-		-		-
	Transfers due to withdrawal of funds			-		727		-		(583,784)		-		1		956		25
	Transfers due to policy loans, net of repayments			-		-		(166)		(235,161)		-		-		-		-
	Transfers due to charges for administrative
		and insurance costs		(3,299)		(30,059)		(88)		(507,570)		(186)		(11,028)		(3,733)		(909)
	Transfers between divisions and to/from
		Guaranteed Principal Account		36,621		10,430		(61)		548,629		1,431		265,998		(7,385)		-
Net increase (decrease) in net assets
		resulting from capital transactions		44,906		247,838		(315)		(43,853)		7,964		283,389		16,802		(781)
Total increase (decrease)				99,693		270,603		27		3,755,250		7,989		265,684		32,581		697
NET ASSETS, at beginning of the year				128,487		7,966		1,915		15,380,819		-		634,452		126,576		6,680
NET ASSETS, at end of the year			$	228,180	$	278,569	$	1,942	$	19,136,069	$	7,989	$	900,136	$	159,157	$	7,377

See Notes to Financial Statements.

F-27 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2021

			Goldman Sachs Mid Cap Value Division		Goldman Sachs Small Cap Equity Insights Division		Goldman Sachs Strategic Growth Division		Goldman Sachs U.S. Equity Insights Division		Invesco Oppenheimer V.I. International Growth Division		Invesco V.I. American Franchise Division		Invesco V.I. Capital Appreciation Division		Invesco V.I. Comstock Division
Investment Income
Dividends			$	9,166	$	242	$	-	$	1,446	$	-	$	-	$	-	$	1,128
Expenses
Mortality and expense risk fees				8,581		91		43,733		763		140,637		438		417,126		137
Net investment income (loss)				585		151		(43,733)		683		(140,637)		(438)		(417,126)		991
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			73,711		2,042		205,895		4,186		1,601,110		(6,473)		3,459,072		46
	Realized gain distribution			269,750		11,430		1,619,403		41,689		3,056,427		26,095		5,435,710		-
	Realized gain (loss)			343,461		13,472		1,825,298		45,875		4,657,537		19,622		8,894,782		46
Change in net unrealized appreciation/
	depreciation of investments			173,742		(7,644)		674,392		(3,147)		(1,567,223)		(915)		11,290,275		12,900
Net gain (loss) on investments				517,203		5,828		2,499,690		42,728		3,090,314		18,707		20,185,057		12,946
Net increase (decrease) in net assets
	resulting from operations			517,788		5,979		2,455,957		43,411		2,949,677		18,269		19,767,931		13,937
Capital transactions:
	Transfers of net premiums			5,016		29,501		247,571		-		2,002,338		-		2,902,880		14,426
	Transfers due to death benefits			-		-		(157,619)		-		(77,490)		-		(638,167)		-
	Transfers due to withdrawal of funds			(150,400)		(11)		(172,133)		1,442		(1,733,834)		-		(3,409,568)		-
	Transfers due to policy loans, net of repayments			-		-		(319,244)		-		(688,029)		-		(1,255,089)		-
	Transfers due to charges for administrative
		and insurance costs		(18,308)		(1,065)		(307,541)		(4,510)		(894,619)		(5,146)		(2,670,413)		(1,095)
	Transfers between divisions and to/from
		Guaranteed Principal Account		(4,060)		1,479		208,915		-		667,514		231,182		534,809		-
Net increase (decrease) in net assets
		resulting from capital transactions		(167,752)		29,904		(500,051)		(3,068)		(724,120)		226,036		(4,535,548)		13,331
Total increase (decrease)				350,036		35,883		1,955,906		40,343		2,225,557		244,305		15,232,383		27,268
NET ASSETS, at beginning of the year				1,751,755		20,381		11,749,749		152,124		30,988,304		-		91,482,106		39,281
NET ASSETS, at end of the year			$	2,101,791	$	56,264	$	13,705,655	$	192,467	$	33,213,861	$	244,305	$	106,714,489	$	66,549

See Notes to Financial Statements.

F-28 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2021

			Invesco V.I. Conservative Balanced Division		Invesco V.I. Core Bond Division		Invesco V.I. Discovery Mid Cap Growth Division		Invesco V.I. Diversified Dividend Division		Invesco V.I. Global Division		Invesco V.I. Global Real Estate Division		Invesco V.I. Global Strategic Income Division		Invesco V.I. Health Care Division
Investment Income
Dividends			$	31,391	$	343,016	$	-	$	55,110	$	-	$	987	$	1,052,697	$	9,960
Expenses
Mortality and expense risk fees				15,382		63,708		400,537		10,326		542,855		73		91,291		19,514
Net investment income (loss)				16,009		279,308		(400,537)		44,784		(542,855)		914		961,406		(9,554)
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			138,190		89,509		5,117,747		129,584		6,710,193		2,600		(253,616)		257,733
	Realized gain distribution			107,326		610,409		9,185,556		9,975		6,871,670		-		-		518,068
	Realized gain (loss)			245,516		699,918		14,303,303		139,559		13,581,863		2,600		(253,616)		775,801
Change in net unrealized appreciation/
	depreciation of investments			(68,084)		(1,313,429)		293,377		252,677		5,325,487		2,924		(1,574,067)		(215,942)
Net gain (loss) on investments				177,432		(613,511)		14,596,680		392,236		18,907,350		5,524		(1,827,683)		559,859
Net increase (decrease) in net assets
	resulting from operations			193,441		(334,203)		14,196,143		437,020		18,364,495		6,438		(866,277)		550,305
Capital transactions:
	Transfers of net premiums			76,060		1,272,465		2,578,314		165,515		3,635,303		25,764		1,665,321		263,952
	Transfers due to death benefits			(3,600)		(46,932)		(345,994)		(1,122)		(479,346)		-		(81,783)		(6,880)
	Transfers due to withdrawal of funds			(510,909)		(280,981)		(3,068,972)		(29,865)		(4,572,540)		11		(940,957)		(147,858)
	Transfers due to policy loans, net of repayments			1,904		(252,205)		(1,015,222)		(22,860)		(1,662,100)		-		(346,187)		(116,722)
	Transfers due to charges for administrative
		and insurance costs		(44,265)		(503,496)		(2,003,306)		(94,438)		(3,047,802)		(1,327)		(905,531)		(166,986)
	Transfers between divisions and to/from
		Guaranteed Principal Account		3,895		114,518		1,310,117		(122,297)		624,728		2,945		713,503		161,950
Net increase (decrease) in net assets
		resulting from capital transactions		(476,915)		303,369		(2,545,063)		(105,067)		(5,501,757)		27,393		104,367		(12,544)
Total increase (decrease)				(283,474)		(30,834)		11,651,080		331,953		12,862,738		33,830		(761,910)		537,761
NET ASSETS, at beginning of the year				2,125,431		16,092,701		78,851,437		2,338,155		123,742,247		9,812		22,762,739		4,530,666
NET ASSETS, at end of the year			$	1,841,957	$	16,061,867	$	90,502,517	$	2,670,108	$	136,604,985	$	43,642	$	22,000,829	$	5,068,427

See Notes to Financial Statements.

F-29 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2021

			Invesco V.I. International Growth Division		Invesco V.I. Main Street Division		Invesco V.I. Main Street Small Cap Division		Invesco V.I. Small Cap Equity Division		Invesco V.I. Technology Division		Invesco V.I. U.S. Government Money Division		Janus Henderson Balanced Division		Janus Henderson Balanced Division
															(Institutional Class)		(Service Class)
Investment Income
Dividends			$	77	$	249,033	$	12,993	$	-	$	-	$	269	$	1,134	$	47,258
Expenses
Mortality and expense risk fees				15		136,617		22,838		-		30,264		26,664		627		28,325
Net investment income (loss)				62		112,416		(9,845)		-		(30,264)		(26,395)		507		18,933
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			44		693,197		145,053		12		689,520		-		92,384		423,304
	Realized gain distribution			408		2,030,122		218,505		2		786,668		-		1,758		51,887
	Realized gain (loss)			452		2,723,319		363,558		14		1,476,188		-		94,142		475,191
Change in net unrealized appreciation/
	depreciation of investments			(283)		5,487,756		325,184		(3)		(391,947)		-		(70,569)		587,321
Net gain (loss) on investments				169		8,211,075		688,742		11		1,084,241		-		23,573		1,062,512
Net increase (decrease) in net assets
	resulting from operations			231		8,323,491		678,897		11		1,053,977		(26,395)		24,080		1,081,445
Capital transactions:
	Transfers of net premiums			-		1,316,999		209,781		-		331,403		881,444		-		211,556
	Transfers due to death benefits			-		(224,685)		(2,865)		-		(29,077)		(78)		-		(27,932)
	Transfers due to withdrawal of funds			75		(1,206,462)		(496,490)		-		(137,381)		(461,457)		(231,449)		(227,650)
	Transfers due to policy loans, net of repayments			(219)		(603,545)		(2,848)		(6)		(205,344)		(1,988)		-		(104,416)
	Transfers due to charges for administrative
		and insurance costs		(221)		(1,033,772)		(106,653)		(3)		(272,845)		(77,477)		(2,069)		(219,326)
	Transfers between divisions and to/from
		Guaranteed Principal Account		3,505		242,718		(65,654)		(31)		361,820		(141,131)		-		74,155
Net increase (decrease) in net assets
		resulting from capital transactions		3,140		(1,508,747)		(464,729)		(40)		48,577		199,313		(233,518)		(293,613)
Total increase (decrease)				3,371		6,814,744		214,168		(29)		1,102,553		172,918		(209,438)		787,832
NET ASSETS, at beginning of the year				2,676		31,295,753		3,370,033		55		7,438,818		3,689,343		210,982		6,755,986
NET ASSETS, at end of the year			$	6,047	$	38,110,497	$	3,584,201	$	26	$	8,541,371	$	3,862,261	$	1,544	$	7,543,818

See Notes to Financial Statements.

F-30 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2021
		Janus Henderson Forty Division		Janus Henderson Forty Division		Janus Henderson Global Research Division		Janus Henderson Global Research Division		JPMorgan Insurance Trust U.S. Equity Division		Lord Abbett Developing Growth Division		MFS® Blended Research Core Equity Division		MFS® Global Real Estate Division
		(Institutional Class)		(Service Class)		(Institutional Class)		(Service Class)
Investment Income
Dividends		$	-	$	-	$	64,708	$	1,332	$	3,899	$	-	$	2,564	$	1,733
Expenses
Mortality and expense risk fees			126,190		2,474		49,368		1,928		1,110		481		541		220
Net investment income (loss)			(126,190)		(2,474)		15,340		(596)		2,789		(481)		2,023		1,513
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		2,461,216		66,398		637,753		30,041		2,550		17,304		43,958		275
	Realized gain distribution		3,938,642		50,355		579,885		17,308		23,236		59,802		15,887		-
	Realized gain (loss)		6,399,858		116,753		1,217,638		47,349		25,786		77,106		59,845		275
Change in net unrealized appreciation/
	depreciation of investments		487,891		(36,783)		760,409		9,637		87,147		(84,545)		(4,332)		24,250
Net gain (loss) on investments			6,887,749		79,970		1,978,047		56,986		112,933		(7,439)		55,513		24,525
Net increase (decrease) in net assets
	resulting from operations		6,761,559		77,496		1,993,387		56,390		115,722		(7,920)		57,536		26,038
Capital transactions:
	Transfers of net premiums		673,180		8,685		454,713		5,399		3,728		2,575		13,348		-
	Transfers due to death benefits		(220,358)		-		(141,673)		-		-		-		-		-
	Transfers due to withdrawal of funds		(2,068,887)		(9,149)		(518,745)		(444)		2		-		(3)		1
	Transfers due to policy loans, net of repayments		(589,460)		(4,703)		(293,525)		(869)		-		-		-		-
	Transfers due to charges for administrative and insurance costs		(734,919)		(7,764)		(334,603)		(1,174)		(9,704)		(5,087)		(3,764)		(2,114)
	Transfers between divisions and to/from Guaranteed Principal Account		787,913		(761)		173,548		2,850		485,068		118,950		118,440		103,825
Net increase (decrease) in net assets
	resulting from capital transactions		(2,152,531)		(13,692)		(660,285)		5,762		479,094		116,438		128,021		101,713
Total increase (decrease)			4,609,028		63,804		1,333,102		62,152		594,815		108,518		185,557		127,750
NET ASSETS, at beginning of the year			31,036,579		365,341		11,541,450		324,899		38,118		138,457		116,161		-
NET ASSETS, at end of the year		$	35,645,607	$	429,145	$	12,874,552	$	387,051	$	632,933	$	246,975	$	301,718	$	127,750

See Notes to Financial Statements.

F-31 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2021
			MFS® Government Securities Division		MFS® Growth Division		MFS® International Intrinsic Value Division		MFS® Investors Trust Division		MFS® Mid Cap Value Division		MFS® New Discovery Division		MFS® Research Division		MFS® Utilities Division
Investment Income
Dividends			$	2	$	-	$	1,872	$	5,699	$	417	$	-	$	6,798	$	300
Expenses
Mortality and expense risk fees				-		20,848		1,107		4,084		184		46,027		6,533		38
Net investment income (loss)				2		(20,848)		765		1,615		233		(46,027)		265		262
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			(1)		119,276		23,027		71,342		15,835		383,155		97,910		14
	Realized gain distribution			-		500,054		14,671		28,654		354		1,529,581		71,212		585
	Realized gain (loss)			(1)		619,330		37,698		99,996		16,189		1,912,736		169,122		599
Change in net unrealized appreciation/
	depreciation of investments			(1)		112,138		27,964		101,486		1,610		(1,770,779)		93,037		1,363
Net gain (loss) on investments				(2)		731,468		65,662		201,482		17,799		141,957		262,159		1,962
Net increase (decrease) in net assets
	resulting from operations			-		710,620		66,427		203,097		18,032		95,930		262,424		2,224
Capital transactions:
	Transfers of net premiums			15		33,954		27,680		26,398		76,685		228,520		11,784		8,455
	Transfers due to death benefits			-		(2,473)		-		-		-		(3,887)		(981)		-
	Transfers due to withdrawal of funds			-		(384,799)		2		(53,121)		332		(502,194)		(230,260)		-
	Transfers due to policy loans, net of repayments			-		2,867		-		(34,186)		-		(166,174)		(62)		-
	Transfers due to charges for administrative
		and insurance costs		(2)		(75,049)		(10,168)		(18,068)		(3,399)		(180,341)		(36,159)		(303)
	Transfers between divisions and to/from
		Guaranteed Principal Account		125		369,338		397,805		181,412		(46,546)		231,816		(333,988)		-
Net increase (decrease) in net assets
	resulting from capital transactions			138		(56,162)		415,319		102,435		27,072		(392,260)		(589,666)		8,152
Total increase (decrease)				138		654,458		481,745		305,532		45,104		(296,330)		(327,242)		10,376
NET ASSETS, at beginning of the year				-		3,105,539		95,053		770,630		30,142		9,107,858		1,454,714		11,119
NET ASSETS, at end of the year			$	138	$	3,759,997	$	576,798	$	1,076,162	$	75,246	$	8,811,528	$	1,127,472	$	21,495

See Notes to Financial Statements.

F-32 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2021
			MFS® Value Division		MML Aggressive Allocation Division		MML American Funds Core Allocation Division		MML American Funds Growth Division		MML American Funds International Division		MML Balanced Allocation Division		MML Blend Division		MML Blue Chip Growth Division
Investment Income
Dividends			$	46,681	$	59,227	$	2,665	$	-	$	155	$	30,776	$	725,494	$	-
Expenses
Mortality and expense risk fees				4,338		22,431		762		5,733		511		12,898		142,571		82,692
Net investment income (loss)				42,343		36,796		1,903		(5,733)		(356)		17,878		582,923		(82,692)
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			3,275		192,323		14,929		12,067		(2,190)		70,910		735,541		1,286,242
	Realized gain distribution			77,735		192,609		4,861		70,301		1,783		71,517		8,699,614		1,899,920
	Realized gain (loss)			81,010		384,932		19,790		82,368		(407)		142,427		9,435,155		3,186,162
Change in net unrealized appreciation/
	depreciation of investments			183,700		257,820		(144)		77,892		(4,531)		17,612		(5,406,855)		(370,532)
Net gain (loss) on investments				264,710		642,752		19,646		160,260		(4,938)		160,039		4,028,300		2,815,630
Net increase (decrease) in net assets
	resulting from operations			307,053		679,548		21,549		154,527		(5,294)		177,917		4,611,223		2,732,938
Capital transactions:
	Transfers of net premiums			4,905		876,838		254,038		1,305,651		94,895		507,625		1,378,356		1,526,833
	Transfers due to death benefits			-		(71,565)		-		-		-		(4,596)		(224,160)		(72,541)
	Transfers due to withdrawal of funds			(4)		(77,434)		(26,516)		(1,222)		(13,729)		(575,592)		(2,311,696)		(737,607)
	Transfers due to policy loans, net of repayments			-		(162,525)		(2)		(774)		-		(24,305)		(132,233)		(243,612)
	Transfers due to charges for administrative
		and insurance costs		(16,375)		(351,037)		(13,510)		(76,600)		(4,048)		(118,023)		(1,393,622)		(625,311)
	Transfers between divisions and to/from
		Guaranteed Principal Account		3,442,929		230,742		(177,536)		310,848		41,050		155,280		200,617		(13,608)
Net increase (decrease) in net assets
	resulting from capital transactions			3,431,455		445,020		36,474		1,537,904		118,168		(59,611)		(2,482,738)		(165,846)
Total increase (decrease)				3,738,507		1,124,567		58,023		1,692,430		112,874		118,306		2,128,485		2,567,092
NET ASSETS, at beginning of the year				153,828		4,056,899		353,215		146,356		32,556		2,195,795		33,347,845		17,390,444
NET ASSETS, at end of the year			$	3,892,335	$	5,181,466	$	411,238	$	1,838,786	$	145,430	$	2,314,101	$	35,476,330	$	19,957,536

See Notes to Financial Statements.

F-33 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2021
		MML Conservative Allocation Division		MML Dynamic Bond Division		MML Equity Division		MML Equity Income Division		MML Equity Index Division		MML Equity Index Division		MML Equity Index Division		MML Focused Equity Division
										(Service Class I)		(Class II)		(Class III)
Investment Income
Dividends		$	26,092	$	2,741	$	1,664,944	$	46,714	$	63,175	$	1,550,105	$	9,817	$	4,488
Expenses
Mortality and expense risk fees			13,319		303		456,999		8,982		13,623		468,255		3,898		1,209
Net investment income (loss)			12,773		2,438		1,207,945		37,732		49,552		1,081,850		5,919		3,279
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		47,339		(49)		2,288,648		80,702		733,891		2,204,903		45,810		66,504
	Realized gain distribution		64,333		-		-		41,117		246,153		4,700,331		27,533		23,619
	Realized gain (loss)		111,672		(49)		2,288,648		121,819		980,044		6,905,234		73,343		90,123
Change in net unrealized appreciation/
	depreciation of investments		25,645		(2,423)		21,521,163		252,140		295,593		18,369,636		32,120		(11,295)
Net gain (loss) on investments			137,317		(2,472)		23,809,811		373,959		1,275,637		25,274,870		105,463		78,828
Net increase (decrease) in net assets
	resulting from operations		150,090		(34)		25,017,756		411,691		1,325,189		26,356,720		111,382		82,107
Capital transactions:
	Transfers of net premiums		209,181		18,870		3,703,704		395,694		312,475		3,353,111		767,540		44,327
	Transfers due to death benefits		(12,184)		-		(358,754)		-		-		(300,107)		-		-
	Transfers due to withdrawal of funds		(174,350)		(9)		(3,222,544)		(222,686)		215		(1,064,957)		1,728		84
	Transfers due to policy loans, net of repayments		(4,454)		-		(1,003,400)		(18,437)		(2,568)		(848,272)		-		(443)
	Transfers due to charges for administrative and insurance costs		(55,959)		(1,820)		(3,599,551)		(110,036)		(54,204)		(2,881,429)		(60,701)		(5,977)
	Transfers between divisions and to/from Guaranteed Principal Account		(296,882)		33,699		534,441		227,436		573,439		775,732		28,880		(15,504)
Net increase (decrease) in net assets resulting from capital transactions			(334,648)		50,741		(3,946,104)		271,971		829,357		(965,922)		737,447		22,487
Total increase (decrease)			(184,558)		50,707		21,071,652		683,662		2,154,546		25,390,798		848,829		104,594
NET ASSETS, at beginning of the year			1,920,967		35,776		85,886,429		1,546,292		4,150,568		95,853,069		3,221		342,768
NET ASSETS, at end of the year		$	1,736,409	$	86,483	$	106,958,081	$	2,229,954	$	6,305,114	$	121,243,867	$	852,050	$	447,362

See Notes to Financial Statements.

F-34 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2021
			MML Foreign Division		MML Fundamental Equity Division		MML Fundamental Value Division		MML Global Division		MML Global Division		MML Growth & Income Division		MML Growth Allocation Division		MML High Yield Division
									(Service Class I)		(Class II)
Investment Income
Dividends			$	14,306	$	5,310	$	1,846	$	664	$	5,745	$	14,333	$	83,917	$	11,791
Expenses
Mortality and expense risk fees				1,786		3,155		798		206		3,365		7,837		28,438		910
Net investment income (loss)				12,520		2,155		1,048		458		2,380		6,496		55,479		10,881
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			18,753		515		5,823		12,005		35,190		97,925		59,492		(1,917)
	Realized gain distribution			-		87,539		-		7,941		54,250		93,869		228,056		-
	Realized gain (loss)			18,753		88,054		5,823		19,946		89,440		191,794		287,548		(1,917)
Change in net unrealized appreciation/
	depreciation of investments			10,383		161,262		19,597		(6,873)		(6,605)		160,242		334,634		(195)
Net gain (loss) on investments				29,136		249,316		25,420		13,073		82,835		352,036		622,182		(2,112)
Net increase (decrease) in net assets
	resulting from operations			41,656		251,471		26,468		13,531		85,215		358,532		677,661		8,769
Capital transactions:
	Transfers of net premiums			68,739		5,744		24,223		-		97,011		457,382		707,553		25,781
	Transfers due to death benefits			(2,050)		-		-		-		(2,580)		(1,405)		-		-
	Transfers due to withdrawal of funds			(22,044)		(5,814)		(38,087)		-		(19,281)		(54,893)		(82,467)		(64,914)
	Transfers due to policy loans, net of repayments			(3,148)		(360)		(14)		-		(6,190)		(7,842)		(9,080)		(944)
	Transfers due to charges for administrative and insurance costs			(16,458)		(4,746)		(5,095)		(2,202)		(36,371)		(122,585)		(306,066)		(2,729)
	Transfers between divisions and to/from
		Guaranteed Principal Account		214,452		5,138		1,790		68,963		84,268		41,262		620,184		21,342
Net increase (decrease) in net assets
		resulting from capital transactions		239,492		(38)		(17,183)		66,762		116,857		311,919		930,125		(21,464)
Total increase (decrease)				281,147		251,433		9,285		80,292		202,072		670,451		1,607,785		(12,695)
NET ASSETS, at beginning of the year				319,256		921,656		93,987		47,922		478,710		1,294,731		4,691,615		113,187
NET ASSETS, at end of the year			$	600,403	$	1,173,089	$	103,272	$	128,214	$	680,782	$	1,965,182	$	6,299,400	$	100,492

See Notes to Financial Statements.

F-35 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2021
			MML Income & Growth Division		MML Inflation- Protected and Income Division		MML International Equity Division		MML Large Cap Growth Division		MML Managed Bond Division		MML Managed Volatility Division		MML Mid Cap Growth Division		MML Mid Cap Value Division
Investment Income
Dividends			$	20,320	$	61,254	$	467	$	177	$	1,207,090	$	108,275	$	-	$	21,013
Expenses
Mortality and expense risk fees				4,062		22,853		428		1,797		138,930		38,501		16,109		7,250
Net investment income (loss)				16,258		38,401		39		(1,620)		1,068,160		69,774		(16,109)		13,763
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			109,530		117,482		(148)		6,544		246,467		315,552		130,650		81,819
	Realized gain distribution			-		426,740		-		31,172		704,110		-		697,722		33,689
	Realized gain (loss)			109,530		544,222		(148)		37,716		950,577		315,552		828,372		115,508
Change in net unrealized appreciation/
	depreciation of investments			108,012		(248,111)		2,422		660		(1,855,171)		764,527		(429,876)		154,751
Net gain (loss) on investments				217,542		296,111		2,274		38,376		(904,595)		1,080,079		398,496		270,259
Net increase (decrease) in net assets
	resulting from operations			233,800		334,512		2,313		36,756		163,566		1,149,853		382,387		284,022
Capital transactions:
	Transfers of net premiums			343,794		363,783		18,320		58,016		1,327,669		542,883		490,876		177,234
	Transfers due to death benefits			-		(10,574)		-		-		(182,964)		(15,240)		(2,979)		(1,176)
	Transfers due to withdrawal of funds			(24,645)		(113,345)		(1,344)		(20,383)		(1,133,375)		(386,316)		(260,440)		(74,103)
	Transfers due to policy loans, net of repayments			(3,360)		(109,073)		(590)		(17)		(362,742)		(250,799)		(27,850)		(7,397)
	Transfers due to charges for administrative and insurance costs			(54,097)		(208,675)		(1,136)		(9,996)		(1,095,347)		(339,441)		(203,989)		(84,601)
	Transfers between divisions and to/from
		Guaranteed Principal Account		77,272		453,208		27,386		193,410		1,056,591		236,239		310,233		105,198
Net increase (decrease) in net assets
		resulting from capital transactions		338,964		375,324		42,636		221,030		(390,168)		(212,674)		305,851		115,156
Total increase (decrease)				572,764		709,836		44,949		257,786		(226,602)		937,179		688,238		399,177
NET ASSETS, at beginning of the year				717,380		5,359,804		32,658		103,492		38,463,908		10,400,525		2,851,566		1,187,960
NET ASSETS, at end of the year			$	1,290,144	$	6,069,640	$	77,607	$	361,278	$	38,237,306	$	11,337,704	$	3,539,804	$	1,587,137

See Notes to Financial Statements.

F-36 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2021
			MML Moderate Allocation Division		MML Short-Duration Bond Division		MML Small Cap Equity Division		MML Small Cap Growth Equity Division		MML Small Company Value Division		MML Small/Mid Cap Value Division		MML Strategic Emerging Markets Division		MML Total Return Bond Division
Investment Income
Dividends			$	27,259	$	9,175	$	140,155	$	-	$	1,018	$	10,772	$	-	$	2,129
Expenses
Mortality and expense risk fees				10,990		460		127,290		81,464		1,265		4,543		1,016		441
Net investment income (loss)				16,269		8,715		12,865		(81,464)		(247)		6,229		(1,016)		1,688
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			98,247		(3,895)		1,452,199		611,345		10,603		131,460		1,382		(4,223)
	Realized gain distribution			72,841		-		1,898,750		3,378,424		18,572		-		29,947		5,009
	Realized gain (loss)			171,088		(3,895)		3,350,949		3,989,769		29,175		131,460		31,329		786
Change in net unrealized appreciation/
	depreciation of investments			18,953		(4,477)		2,819,207		(2,482,757)		18,348		140,460		(46,030)		(2,877)
Net gain (loss) on investments				190,041		(8,372)		6,170,156		1,507,012		47,523		271,920		(14,702)		(2,091)
Net increase (decrease) in net assets
	resulting from operations			206,310		343		6,183,021		1,425,548		47,276		278,149		(15,718)		(403)
Capital transactions:
	Transfers of net premiums			314,207		9,722		1,215,195		792,504		9,158		159,883		38,696		64,869
	Transfers due to death benefits			-		-		(139,502)		(257,194)		-		(2,516)		-		-
	Transfers due to withdrawal of funds			(198,864)		(47)		(1,200,312)		(1,214,634)		(47)		(42,419)		(15,365)		(7,977)
	Transfers due to policy loans, net of repayments			(2,025)		(618)		(500,322)		(410,064)		-		(2,992)		(1,386)		(621)
	Transfers due to charges for administrative and insurance costs			(113,462)		(2,888)		(936,470)		(568,398)		(5,619)		(56,720)		(5,785)		(5,375)
	Transfers between divisions and to/from
		Guaranteed Principal Account		20,378		312,255		(26,252)		356,385		191,582		(50,497)		27,306		33,738
Net increase (decrease) in net assets
		resulting from capital transactions		20,235		318,424		(1,587,663)		(1,301,401)		195,074		4,739		43,467		84,634
Total increase (decrease)				226,544		318,767		4,595,358		124,147		242,350		282,888		27,749		84,231
NET ASSETS, at beginning of the year				1,810,582		13,182		28,249,486		20,925,468		130,835		809,605		118,330		40,203
NET ASSETS, at end of the year			$	2,037,126	$	331,949	$	32,844,844	$	21,049,615	$	373,185	$	1,092,493	$	146,079	$	124,434

See Notes to Financial Statements.

F-37 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2021
			MML U.S. Government Money Market Division		PIMCO Commodity- RealReturn® Strategy Division		PIMCO Global Bond Opportunities Division		PIMCO High Yield Division		PIMCO Real Return Division		PIMCO Total Return Division		T. Rowe Price All-Cap Opportunities Division		T. Rowe Price Blue Chip Growth Division
Investment Income
Dividends			$	-	$	19,121	$	11,323	$	13,104	$	1,034	$	2,270	$	-	$	-
Expenses
Mortality and expense risk fees				70,340		2,068		573		764		53		314		31,911		87,684
Net investment income (loss)				(70,340)		17,053		10,750		12,340		981		1,956		(31,911)		(87,684)
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			415		42,670		(176)		(768)		483		(5,829)		241,901		3,168,168
	Realized gain distribution			-		-		3,481		-		-		4,458		920,211		2,754,765
	Realized gain (loss)			415		42,670		3,306		(768)		483		(1,371)		1,162,112		5,922,933
Change in net unrealized appreciation/
	depreciation of investments			(430)		62,625		(24,476)		(2,578)		(380)		(2,359)		(298,805)		(1,969,250)
Net gain (loss) on investments				(16)		105,295		(21,171)		(3,346)		103		(3,730)		863,307		3,953,683
Net increase (decrease) in net assets
	resulting from operations			(70,356)		122,348		(10,421)		8,994		1,084		(1,774)		831,396		3,865,999
Capital transactions:
	Transfers of net premiums			5,575,815		71,340		13,448		9,515		11,065		7,094		115,419		526,894
	Transfers due to death benefits			(80,124)		(896)		-		-		-		-		(38,444)		(62,173)
	Transfers due to withdrawal of funds			(4,141,357)		(32,179)		(7)		(149,055)		5		-		(549,403)		(1,766,492)
	Transfers due to policy loans, net of repayments			(620,793)		(31,827)		-		-		-		-		20,472		(528,163)
	Transfers due to charges for administrative and insurance costs			(1,219,503)		(23,930)		(2,013)		(3,894)		(842)		(1,363)		(78,792)		(422,762)
	Transfers between divisions and to/from
		Guaranteed Principal Account		(5,253,765)		21,586		4,363		46,333		(10,265)		12,661		90,352		507,298
Net increase (decrease) in net assets
		resulting from capital transactions		(5,739,727)		4,094		15,792		(97,101)		(38)		18,392		(440,396)		(1,745,398)
Total increase (decrease)				(5,810,082)		126,442		5,371		(88,107)		1,046		16,618		391,000		2,120,601
NET ASSETS, at beginning of the year				22,206,288		365,739		227,936		265,993		20,601		179,430		4,529,302		23,754,759
NET ASSETS, at end of the year			$	16,396,206	$	492,181	$	233,307	$	177,886	$	21,647	$	196,048	$	4,920,302	$	25,875,360

See Notes to Financial Statements.

F-38 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2021
			T. Rowe Price Equity Income Division		T. Rowe Price Limited-Term Bond Division		T. Rowe Price Mid-Cap Growth Division		Templeton Foreign VIP Division		Templeton Global Bond VIP Division		Vanguard VIF Global Bond Index Division		Vanguard VIF Mid Cap Index Division		Vanguard VIF Real Estate Index Division
Investment Income
Dividends			$	345,069	$	1,264	$	-	$	227,146	$	-	$	223	$	128	$	154
Expenses
Mortality and expense risk fees				81,407		240		288,959		47,222		80		714		1,040		722
Net investment income (loss)				263,662		1,024		(288,959)		179,924		(80)		(491)		(912)		(568)
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			257,073		2,070		1,976,890		109,344		(2,132)		1,035		8,376		11,170
	Realized gain distribution			1,631,417		292		7,537,382		-		-		166		767		203
	Realized gain (loss)			1,888,490		2,362		9,514,272		109,344		(2,132)		1,201		9,143		11,373
Change in net unrealized appreciation/
	depreciation of investments			2,574,787		(3,424)		632,293		118,222		748		(1,619)		12,085		17,186
Net gain (loss) on investments				4,463,277		(1,062)		10,146,565		227,566		(1,384)		(418)		21,228		28,559
Net increase (decrease) in net assets
	resulting from operations			4,726,939		(38)		9,857,606		407,490		(1,464)		(909)		20,316		27,991
Capital transactions:
	Transfers of net premiums			986,132		-		1,728,446		615,612		21,755		186,722		298,888		191,132
	Transfers due to death benefits			(35,360)		-		(354,652)		(21,762)		-		-		-		-
	Transfers due to withdrawal of funds			(596,333)		11		(3,699,480)		(145,496)		1		(52)		171		1,523
	Transfers due to policy loans, net of repayments			(443,287)		(8,417)		(966,093)		(189,849)		(27)		-		-		-
	Transfers due to charges for administrative and insurance costs			(636,552)		(4,420)		(1,796,625)		(361,745)		(704)		(11,794)		(24,827)		(10,996)
Transfers between divisions and to/from Guaranteed Principal Account				687,701		(46,299)		(157,993)		513,705		(21,904)		14,582		20,406		6,701
Net increase (decrease) in net assets
		resulting from capital transactions		(37,699)		(59,125)		(5,246,397)		410,465		(880)		189,458		294,638		188,360
Total increase (decrease)				4,689,240		(59,163)		4,611,209		817,955		(2,343)		188,549		314,954		216,350
NET ASSETS, at beginning of the year				18,840,838		107,265		70,544,711		11,342,176		42,977		2,918		5,680		5,022
NET ASSETS, at end of the year			$	23,530,078	$	48,102	$	75,155,920	$	12,160,131	$	40,634	$	191,467	$	320,634	$	221,372

See Notes to Financial Statements.

F-39 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2021
			Voya International Index Division		Voya Russell™ Mid Cap Index Division		Voya Russell™ Small Cap Index Division		VY® Clarion Global Real Estate Division
Investment Income
Dividends			$	31,021	$	15,896	$	2,053	$	16,690
Expenses
Mortality and expense risk fees				4,142		4,995		1,113		2,560
Net investment income (loss)				26,879		10,901		940		14,130
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			31,433		156,799		137,772		(4,318)
	Realized gain distribution			-		193,476		-		-
	Realized gain (loss)			31,433		350,275		137,772		(4,318)
Change in net unrealized appreciation/
	depreciation of investments			101,082		4,149		(85,014)		166,466
Net gain (loss) on investments				132,515		354,424		52,758		162,149
Net increase (decrease) in net assets
	resulting from operations			159,394		365,325		53,698		176,279
Capital transactions:
	Transfers of net premiums			168,181		133,451		42,685		79,944
	Transfers due to death benefits			-		-		-		-
	Transfers due to withdrawal of funds			13		190		653		(29,933)
	Transfers due to policy loans, net of repayments			-		-		-		(13,349)
	Transfers due to charges for administrative
		and insurance costs		(12,871)		(24,237)		(6,347)		(26,037)
	Transfers between divisions and to/from
		Guaranteed Principal Account		(102,988)		333,318		(24,335)		4,157
Net increase (decrease) in net assets
		resulting from capital transactions		52,335		442,722		12,656		14,783
Total increase (decrease)				211,728		808,046		66,353		191,061
NET ASSETS, at beginning of the year				1,481,694		1,486,419		366,824		510,408
NET ASSETS, at end of the year			$	1,693,422	$	2,294,465	$	433,177	$	701,469

See Notes to Financial Statements.

F-40 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS
For The Year Ended December 31, 2020
		American Century VP Capital Appreciation Division		American Century VP Disciplined Core Value Division		American Century VP Inflation Protection Division		American Century VP International Division		American Century VP Value Division		American Funds® Asset Allocation Division		American Funds® Growth-Income Division		BlackRock High Yield V.I. Division
Investment Income
Dividends		$	-	$	556,366	$	1,146	$	986	$	287,687	$	381,365	$	528,881	$	6,296
Expenses
Mortality and expense risk fees			1,876		118,241		191		1,240		62,244		97,024		176,210		289
Net investment income (loss)			(1,876)		438,125		955		(254)		225,443		284,341		352,671		6,007
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		5,549		344,845		4,115		524		184,394		398,771		642,231		(1,316)
	Realized gain distribution		80,012		1,437,507		-		2,975		327,470		103,371		1,021,748		-
	Realized gain (loss)		85,561		1,782,352		4,115		3,499		511,864		502,142		1,663,979		(1,316)
Change in net unrealized appreciation/ depreciation of investments			209,956		955,405		2,111		47,272		(730,064)		1,856,952		2,934,933		6,399
Net gain (loss) on investments			295,517		2,737,757		6,226		50,771		(218,200)		2,359,094		4,598,912		5,083
Net increase (decrease) in net assets resulting from operations			293,641		3,175,882		7,181		50,517		7,243		2,643,435		4,951,583		11,090
Capital transactions:
	Transfers of net premiums		61,282		1,260,012		32,695		-		624,602		1,149,222		1,645,255		50,929
	Transfers due to death benefits		-		(154,107)		-		-		(25,815)		(38,666)		(87,957)		-
	Transfers due to withdrawal of funds		(403)		(1,559,802)		1,370		-		(420,496)		(575,510)		(1,389,476)		5,781
	Transfers due to policy loans, net of repayments		-		(361,058)		-		-		(168,769)		(160,884)		(675,071)		-
	Transfers due to charges for administrative and insurance costs		(8,457)		(931,555)		(1,518)		(2,349)		(399,616)		(852,556)		(1,253,578)		(2,351)
	Transfers between divisions and to/from Guaranteed Principal Account		(44,981)		(99,057)		788		-		(85,475)		183,329		(79,755)		(1,541)
Net increase (decrease) in net assets
	resulting from capital transactions		7,441		(1,845,567)		33,335		(2,349)		(475,569)		(295,065)		(1,840,582)		52,818
Total increase (decrease)			301,082		1,330,315		40,516		48,168		(468,326)		2,348,370		3,111,001		63,908
NET ASSETS, at beginning of the year			694,663		30,738,840		49,510		203,381		14,599,998		22,695,282		40,028,763		73,277
NET ASSETS, at end of the year		$	995,745	$	32,069,155	$	90,026	$	251,549	$	14,131,672	$	25,043,652	$	43,139,764	$	137,185

See Notes to Financial Statements.

F-41 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2020
			BlackRock Small Cap Index V.I. Division		BlackRock Total Return V.I. Division		BNY Mellon MidCap Stock Division		Delaware VIP® Emerging Markets Division		Delaware VIP® Small Cap Value Division		DWS Small Cap Index Division		Eaton Vance VT Floating-Rate Income Division		Fidelity® VIP Bond Index Division
Investment Income
Dividends			$	6	$	8,622	$	252	$	530	$	19	$	91,963	$	2,591	$	2
Expenses
Mortality and expense risk fees				1		986		148		258		27		33,373		184		-
Net investment income (loss)				5		7,636		104		272		(8)		58,590		2,407		2
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			(3)		4,658		(13,952)		8,139		947		47,101		(224)		(3)
	Realized gain distribution			14		21,047		-		1,987		109		851,032		-		-
	Realized gain (loss)			11		25,705		(13,952)		10,126		1,056		898,133		(224)		(3)
Change in net unrealized appreciation/depreciation of investments				(22)		(1,118)		9,772		25,148		4,088		788,105		2,265		3
Net gain (loss) on investments				(11)		24,587		(4,180)		35,274		5,144		1,686,238		2,041		-
Net increase (decrease) in net assets resulting from operations				(6)		32,223		(4,076)		35,546		5,136		1,744,828		4,448		2
Capital transactions:
	Transfers of net premiums			3,043		65,893		-		39,083		18,478		407,858		27,058		2,822
	Transfers due to death benefits			-		-		-		-		-		(12,494)		-		-
	Transfers due to withdrawal of funds			(37)		169		342		6,359		16		(350,743)		2,557		3
	Transfers due to policy loans, net of repayments			-		-		-		-		-		(137,305)		-		-
	Transfers due to charges for administrative and insurance costs			(299)		(8,289)		(2,008)		(2,017)		(1,827)		(270,131)		(1,413)		(208)
	Transfers between divisions and to/from Guaranteed Principal Account			3,086		24,398		84,849		2,273		509		72,613		28,415		270
Net increase (decrease) in net assets
		resulting from capital transactions		5,793		82,171		83,183		45,698		17,176		(290,202)		56,617		2,887
Total increase (decrease)				5,787		114,394		79,107		81,244		22,312		1,454,626		61,065		2,889
NET ASSETS, at beginning of the year				-		329,864		-		70,248		2,476		9,231,210		45,751		-
NET ASSETS, at end of the year			$	5,787	$	444,258	$	79,107	$	151,492	$	24,788	$	10,685,836	$	106,816	$	2,889

See Notes to Financial Statements.

F-42 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2020
		Fidelity® VIP Contrafund® Division		Fidelity® VIP Contrafund® Division		Fidelity® VIP Extended Market Index Division		Fidelity® VIP Freedom 2020 Division		Fidelity® VIP Freedom 2025 Division		Fidelity® VIP Freedom 2030 Division		Fidelity® VIP Freedom 2035 Division		Fidelity® VIP Freedom 2040 Division
		(Initial Class)		(Service Class)
Investment Income
Dividends		$	203,975	$	10,492	$	-	$	170	$	1,357	$	159	$	5,158	$	427
Expenses
Mortality and expense risk fees			372,339		53,110		-		34		207		16		722		79
Net investment income (loss)			(168,364)		(42,618)		-		136		1,150		143		4,436		348
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		3,311,817		182,339		(19)		(482)		(657)		516		(18,582)		(190)
	Realized gain distribution		413,348		35,840		-		932		3,120		82		13,693		1,146
	Realized gain (loss)		3,725,165		218,179		(19)		450		2,463		598		(4,889)		956
Change in net unrealized appreciation/ depreciation of investments			18,362,549		1,781,651		21		1,048		13,130		1,440		39,534		8,284
Net gain (loss) on investments			22,087,714		1,999,830		2		1,498		15,593		2,038		34,645		9,240
Net increase (decrease) in net assets resulting from operations			21,919,350		1,957,212		2		1,634		16,743		2,181		39,081		9,588
Capital transactions:
	Transfers of net premiums		3,807,628		293,239		2,822		1,516		36,462		13,072		207,439		28,632
	Transfers due to death benefits		(290,081)		(35,722)		-		-		-		-		-		-
	Transfers due to withdrawal of funds		(2,730,348)		(510,300)		(14)		1		281		14		2		19
	Transfers due to policy loans, net of repayments		(1,748,939)		(2,751)		-		-		-		-		-		-
	Transfers due to charges for administrative and insurance costs		(2,797,098)		(169,176)		(208)		(741)		(5,982)		(1,367)		(7,038)		(1,886)
	Transfers between divisions and to/from Guaranteed Principal Account		1,443,737		56,852		-		12,436		182,073		1,428		4,961		(3,495)
Net increase (decrease) in net assets resulting from capital transactions			(2,315,101)		(367,858)		2,600		13,212		212,834		13,147		205,364		23,270
Total increase (decrease)			19,604,249		1,589,354		2,602		14,846		229,577		15,328		244,445		32,858
NET ASSETS, at beginning of the year			75,526,172		6,785,433		-		-		-		-		291,049		19,443
NET ASSETS, at end of the year		$	95,130,421	$	8,374,787	$	2,602	$	14,846	$	229,577	$	15,328	$	535,494	$	52,301

See Notes to Financial Statements.

F-43 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2020
		Fidelity® VIP Freedom 2050 Division		Fidelity® VIP Growth Division		Fidelity® VIP International Index Division		Fidelity® VIP Real Estate Division		Fidelity® VIP Total Market Index Division		Franklin Mutual Global Discovery VIP Division		Franklin Small Cap Value VIP Division		Goldman Sachs Core Fixed Income Division
Investment Income
Dividends		$	112	$	154	$	16	$	2,337	$	34	$	33	$	189,431	$	10,844
Expenses
Mortality and expense risk fees			16		1,476		1		261		2		3		61,076		1,354
Net investment income (loss)			96		(1,322)		15		2,076		32		30		128,355		9,490
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		1,049		6,475		17		(21,854)		-		(40)		(1,744,682)		4,394
	Realized gain distribution		92		24,797		-		4,055		-		27		805,702		5,202
	Realized gain (loss)		1,141		31,272		17		(17,799)		-		(13)		(938,980)		9,596
Change in net unrealized appreciation/depreciation of investments			1,606		89,184		70		6,649		76		(2)		1,517,991		27,211
Net gain (loss) on investments			2,747		120,456		87		(11,150)		76		(15)		579,011		36,807
Net increase (decrease) in net assets resulting from operations			2,843		119,134		102		(9,074)		108		15		707,366		46,297
Capital transactions:
	Transfers of net premiums		13,527		32,440		3,078		35,203		3,184		-		781,493		29,374
	Transfers due to death benefits		-		(3,604)		-		-		-		-		(29,706)		-
	Transfers due to withdrawal of funds		19		(284)		11		4,537		(24)		(9)		(438,932)		54
	Transfers due to policy loans, net of repayments		-		-		-		-		-		-		(208,089)		-
	Transfers due to charges for administrative and insurance costs		(1,387)		(8,665)		(227)		(2,652)		(361)		(47)		(447,255)		(7,329)
	Transfers between divisions and to/from Guaranteed Principal Account		(373)		108,877		3,501		60,672		5,059		1,956		171,289		148,529
Net increase (decrease) in net assets resulting from capital transactions			11,786		128,764		6,363		97,760		7,858		1,900		(171,200)		170,628
Total increase (decrease)			14,629		247,898		6,465		88,686		7,966		1,915		536,166		216,925
NET ASSETS, at beginning of the year			-		188,085		-		39,801		-		-		14,844,653		417,527
NET ASSETS, at end of the year		$	14,629	$	435,983	$	6,465	$	128,487	$	7,966	$	1,915	$	15,380,819	$	634,452

See Notes to Financial Statements.

F-44 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2020
		Goldman Sachs International Equity Insights Division		Goldman Sachs Large Cap Value Division		Goldman Sachs Mid Cap Value Division		Goldman Sachs Small Cap Equity Insights Division		Goldman Sachs Strategic Growth Division		Goldman Sachs U.S. Equity Insights Division		Invesco Oppenheimer V.I. Capital Appreciation Division		Invesco Oppenheimer V.I. Conservative Balanced Division
Investment Income
Dividends		$	1,784	$	85	$	9,717	$	38	$	8,961	$	1,184	$	-	$	40,594
Expenses
Mortality and expense risk fees			758		20		8,784		31		37,454		787		352,384		14,225
Net investment income (loss)			1,026		65		933		7		(28,493)		397		(352,384)		26,369
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		(11,089)		(285)		102,894		(53)		(85,223)		3,108		4,687,113		22,685
	Realized gain distribution		-		112		24,681		236		878,278		5,951		11,899,125		45,107
	Realized gain (loss)		(11,089)		(173)		127,575		183		793,055		9,059		16,586,238		67,792
Change in net unrealized appreciation/depreciation of investments			16,357		257		1,768		3,125		2,640,841		12,404		9,038,853		163,097
Net gain (loss) on investments			5,268		84		129,343		3,308		3,433,896		21,463		25,625,091		230,889
Net increase (decrease) in net assets resulting from operations			6,294		149		130,276		3,315		3,405,403		21,860		25,272,707		257,258
Capital transactions:
	Transfers of net premiums		8,589		94		7,074		9,672		261,774		-		3,052,124		93,222
	Transfers due to death benefits		(39,781)		-		(32,884)		-		(18,604)		-		(457,355)		(2,386)
	Transfers due to withdrawal of funds		(1,757)		(1)		(2,478)		53		(192,584)		(1)		(5,571,027)		(41,974)
	Transfers due to policy loans, net of repayments		-		-		-		-		(133,192)		-		(1,440,206)		(4,457)
	Transfers due to charges for administrative and insurance costs		(3,544)		(840)		(17,541)		(650)		(298,326)		(4,721)		(2,673,539)		(50,402)
	Transfers between divisions and to/from Guaranteed Principal Account		2,971		-		(794,639)		-		(241,798)		-		(1,519,891)		77,216
Net increase (decrease) in net assets resulting from capital transactions			(33,522)		(747)		(840,468)		9,075		(622,730)		(4,722)		(8,609,894)		71,219
Total increase (decrease)			(27,228)		(598)		(710,192)		12,390		2,782,673		17,138		16,662,813		328,477
NET ASSETS, at beginning of the year			153,804		7,278		2,461,947		7,991		8,967,076		134,986		74,819,293		1,796,954
NET ASSETS, at end of the year		$	126,576	$	6,680	$	1,751,755	$	20,381	$	11,749,749	$	152,124	$	91,482,106	$	2,125,431

See Notes to Financial Statements.

F-45 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2020
		Invesco Oppenheimer V.I. Discovery Mid Cap Growth Division		Invesco Oppenheimer V.I. Global Division		Invesco Oppenheimer V.I. Global Strategic Income Division		Invesco Oppenheimer V.I. Government Money Division		Invesco Oppenheimer V.I. International Growth Division		Invesco Oppenheimer V.I. Main Street Division		Invesco Oppenheimer V.I. Main Street Small Cap Division		Invesco Oppenheimer V.I. Total Return Bond Division
				(Class II)
Investment Income
Dividends		$	24,637	$	714,364	$	1,275,389	$	8,081	$	248,129	$	419,742	$	17,437	$	483,081
Expenses
Mortality and expense risk fees			320,115		447,884		98,364		26,535		134,166		116,749		18,391		73,770
Net investment income (loss)			(295,478)		266,480		1,177,025		(18,454)		113,963		302,993		(954)		409,311
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		3,520,739		1,991,833		(432,945)		-		582,789		403,726		(52,299)		168,760
	Realized gain distribution		5,136,080		3,722,045		-		-		366,484		2,764,246		39,495		-
	Realized gain (loss)		8,656,819		5,713,878		(432,945)		-		949,273		3,167,972		(12,804)		168,760
Change in net unrealized appreciation/depreciation of investments			14,540,676		20,462,629		(116,243)		-		4,275,117		167,430		548,218		685,555
Net gain (loss) on investments			23,197,495		26,176,507		(549,188)		-		5,224,390		3,335,402		535,414		854,315
Net increase (decrease) in net assets resulting from operations			22,902,017		26,442,987		627,837		(18,454)		5,338,353		3,638,395		534,460		1,263,626
Capital transactions:
	Transfers of net premiums		2,282,355		3,726,307		1,818,248		809,016		2,077,944		1,300,300		228,237		1,378,063
	Transfers due to death benefits		(165,169)		(381,838)		(81,437)		(13,042)		(31,878)		(128,013)		-		(50,479)
	Transfers due to withdrawal of funds		(3,574,741)		(3,159,032)		(757,665)		(420,342)		(650,431)		(1,805,057)		(185,204)		(315,297)
	Transfers due to policy loans, net of repayments		(1,137,915)		(1,156,981)		(333,891)		(14,962)		(424,063)		(391,262)		(11,363)		(110,545)
	Transfers due to charges for administrative and insurance costs		(1,930,066)		(2,976,866)		(1,041,290)		(88,863)		(849,189)		(1,051,470)		(75,713)		(583,768)
	Transfers between divisions and to/from Guaranteed Principal Account		143,409		(1,115,798)		235,598		(237,106)		209,152		(378,314)		(14,938)		786,002
Net increase (decrease) in net assets resulting from capital transactions			(4,382,127)		(5,064,208)		(160,437)		34,701		331,535		(2,453,816)		(58,981)		1,103,976
Total increase (decrease)			18,519,890		21,378,779		467,400		16,247		5,669,888		1,184,579		475,479		2,367,602
NET ASSETS, at beginning of the year			60,331,547		102,363,468		22,295,339		3,673,096		25,318,416		30,111,174		2,894,554		13,725,099
NET ASSETS, at end of the year		$	78,851,437	$	123,742,247	$	22,762,739	$	3,689,343	$	30,988,304	$	31,295,753	$	3,370,033	$	16,092,701

See Notes to Financial Statements.

F-46 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2020
		Invesco V.I. Comstock Division		Invesco V.I. Diversified Dividend Division		Invesco V.I. Global Real Estate Division		Invesco V.I. Health Care Division		Invesco V.I. International Growth Division		Invesco V.I. Small Cap Equity Division		Invesco V.I. Technology Division		Ivy VIP Asset Strategy Division
																(Class II)
Investment Income
Dividends		$	847	$	66,965	$	365	$	12,822	$	51	$	-	$	-	$	1,448
Expenses
Mortality and expense risk fees			66		9,265		9		18,700		4		-		25,175		446
Net investment income (loss)			781		57,700		356		(5,878)		47		-		(25,175)		1,002
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		(427)		(22,669)		258		90,079		(6)		(1)		534,016		-
	Realized gain distribution		930		55,691		204		97,607		49		2		570,294		1,178
	Realized gain (loss)		503		33,022		462		187,686		43		1		1,104,310		1,178
Change in net unrealized appreciation/ depreciation of investments			3,569		(98,254)		59		370,542		261		7		1,265,738		7,218
Net gain (loss) on investments			4,072		(65,232)		521		558,228		304		8		2,370,048		8,396
Net increase (decrease) in net assets resulting from operations			4,853		(7,532)		877		552,350		351		8		2,344,873		9,398
Capital transactions:
	Transfers of net premiums		20,833		156,017		8,106		335,343		-		-		407,550		8,676
	Transfers due to death benefits		-		(7,284)		-		(5,497)		-		-		(9,835)		-
	Transfers due to withdrawal of funds		(34)		(72,587)		9		(78,660)		(4)		-		(195,410)		31
	Transfers due to policy loans, net of repayments		-		(39,525)		-		(40,624)		-		-		(89,097)		-
	Transfers due to charges for administrative and insurance costs		(1,771)		(103,374)		(839)		(176,913)		(77)		(1)		(260,863)		(450)
	Transfers between divisions and to/from Guaranteed Principal Account		-		73,739		1,659		(2,243)		2,406		48		79,629		-
Net increase (decrease) in net assets resulting from capital transactions			19,028		6,986		8,935		31,406		2,325		47		(68,026)		8,257
Total increase (decrease)			23,881		(546)		9,812		583,756		2,676		55		2,276,847		17,655
NET ASSETS, at beginning of the year			15,400		2,338,701		-		3,946,910		-		-		5,161,971		62,237
NET ASSETS, at end of the year		$	39,281	$	2,338,155	$	9,812	$	4,530,666	$	2,676	$	55	$	7,438,818	$	79,892

See Notes to Financial Statements.

F-47 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2020
		Ivy VIP Science and Technology Division		Janus Henderson Balanced Division		Janus Henderson Balanced Division		Janus Henderson Forty Division		Janus Henderson Forty Division		Janus Henderson Global Research Division		Janus Henderson Global Research Division		JPMorgan Insurance Trust U.S. Equity Division
				(Institutional Class)		(Service Class)		(Institutional Class)		(Service Class)		(Institutional Class)		(Service Class)
Investment Income
Dividends		$	-	$	3,485	$	91,351	$	69,121	$	488	$	71,900	$	1,509	$	-
Expenses
Mortality and expense risk fees			41		1,159		27,737		103,422		1,920		40,665		1,470		19
Net investment income (loss)			(41)		2,326		63,614		(34,301)		(1,432)		31,235		39		(19)
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		55		2,701		317,261		1,029,992		4,042		322,722		725		-
	Realized gain distribution		2,297		3,063		90,676		1,788,907		22,364		520,630		14,634		-
	Realized gain (loss)		2,352		5,764		407,937		2,818,899		26,406		843,352		15,359		-
Change in net unrealized appreciation/depreciation of investments			2,739		17,161		326,268		5,866,522		75,554		1,002,951		36,797		3,057
Net gain (loss) on investments			5,091		22,925		734,205		8,685,421		101,960		1,846,303		52,156		3,057
Net increase (decrease) in net assets resulting from operations			5,050		25,251		797,819		8,651,120		100,528		1,877,538		52,195		3,038
Capital transactions:
	Transfers of net premiums		-		-		267,356		695,677		9,068		467,782		5,104		-
	Transfers due to death benefits		-		(6,142)		(11,233)		(78,238)		-		(22,510)		-		-
	Transfers due to withdrawal of funds		(7)		(139)		(140,470)		(801,859)		(496)		(345,406)		(9)		(1)
	Transfers due to policy loans, net of repayments		-		-		(51,045)		(492,523)		(1,547)		(150,836)		(1,312)		-
	Transfers due to charges for administrative and insurance costs		(731)		(3,287)		(218,912)		(717,043)		(6,995)		(337,045)		(925)		(139)
	Transfers between divisions and to/from Guaranteed Principal Account		15,933		-		157,531		(66,519)		(112)		(77,397)		1,364		35,220
Net increase (decrease) in net assets resulting from capital transactions			15,195		(9,568)		3,227		(1,460,505)		(82)		(465,412)		4,222		35,080
Total increase (decrease)			20,245		15,683		801,046		7,190,615		100,446		1,412,126		56,417		38,118
NET ASSETS, at beginning of the year			-		195,299		5,954,940		23,845,964		264,895		10,129,324		268,482		-
NET ASSETS, at end of the year		$	20,245	$	210,982	$	6,755,986	$	31,036,579	$	365,341	$	11,541,450	$	324,899	$	38,118

See Notes to Financial Statements.

F-48 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2020
		Lord Abbett Developing Growth Division		MFS® Blended Research Core Equity Division		MFS® Growth Division		MFS® International Intrinsic Value Division		MFS® Investors Trust Division		MFS® Mid Cap Value Division		MFS® New Discovery Division		MFS® Research Division
Investment Income
Dividends		$	-	$	1,552	$	-	$	689	$	5,133	$	219	$	-	$	7,267
Expenses
Mortality and expense risk fees			181		228		17,309		157		3,756		29		37,079		6,019
Net investment income (loss)			(181)		1,324		(17,309)		532		1,377		190		(37,079)		1,248
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		(63)		(11,015)		376,930		164		27,384		1,578		265,171		3,953
	Realized gain distribution		9,765		4,921		201,559		1,388		24,552		741		691,909		40,061
	Realized gain (loss)		9,702		(6,094)		578,489		1,552		51,936		2,319		957,080		44,014
Change in net unrealized appreciation/depreciation of investments			32,382		12,490		239,316		12,399		32,253		2,997		1,994,061		121,528
Net gain (loss) on investments			42,084		6,396		817,805		13,951		84,189		5,316		2,951,141		165,542
Net increase (decrease) in net assets resulting from operations			41,903		7,720		800,496		14,483		85,566		5,506		2,914,062		166,790
Capital transactions:
	Transfers of net premiums		3,655		19,730		87,374		27,079		27,192		25,828		217,040		13,937
	Transfers due to death benefits		-		-		(34,588)		-		-		-		(17,308)		(18,999)
	Transfers due to withdrawal of funds		(182)		2,888		(142,887)		86		(15,421)		26		(253,245)		(62,778)
	Transfers due to policy loans, net of repayments		-		-		(2,685)		-		(7,501)		-		(60,605)		(4)
	Transfers due to charges for administrative and insurance costs		(2,581)		(2,363)		(61,034)		(2,929)		(18,290)		(2,672)		(165,590)		(28,326)
	Transfers between divisions and to/from Guaranteed Principal Account		93,350		70,940		(605,451)		34,563		(227,522)		1,454		(152,209)		301,048
Net increase (decrease) in net assets resulting from capital transactions			94,242		91,195		(759,271)		58,799		(241,542)		24,636		(431,917)		204,878
Total increase (decrease)			136,145		98,915		41,225		73,282		(155,976)		30,142		2,482,145		371,668
NET ASSETS, at beginning of the year			2,312		17,246		3,064,314		21,771		926,606		-		6,625,713		1,083,046
NET ASSETS, at end of the year		$	138,457	$	116,161	$	3,105,539	$	95,053	$	770,630	$	30,142	$	9,107,858	$	1,454,714

See Notes to Financial Statements.

F-49 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2020
			MFS® Utilities Division		MFS® Value Division		MML Aggressive Allocation Division		MML American Funds Core Allocation Division		MML American Funds Growth Division		MML American Funds International Division		MML Balanced Allocation Division		MML Blend Division
Investment Income
Dividends			$	208	$	1,531	$	54,840	$	3,194	$	772	$	267	$	50,914	$	-
Expenses
Mortality and expense risk fees				18		227		17,832		576		639		193		12,151		128,598
Net investment income (loss)				190		1,304		37,008		2,618		133		74		38,763		(128,598)
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares			(19)		-		(176,350)		(199)		732		(32)		(24,657)		626,347
	Realized gain distribution			218		4,291		232,770		9,969		11,197		1,482		67,067		1,352,143
	Realized gain (loss)			199		4,291		56,420		9,770		11,929		1,450		42,410		1,978,490
Change in net unrealized appreciation/ depreciation of investments				484		10,025		372,814		12,314		33,667		2,216		131,069		1,849,260
Net gain (loss) on investments				683		14,316		429,234		22,084		45,596		3,666		173,479		3,827,750
Net increase (decrease) in net assets resulting from operations				873		15,620		466,242		24,702		45,729		3,740		212,242		3,699,152
Capital transactions:
	Transfers of net premiums			5,637		-		668,068		151,060		16,860		1,315		316,684		1,583,216
	Transfers due to death benefits			-		-		-		-		-		-		-		(173,738)
	Transfers due to withdrawal of funds			62		1		(140,431)		(6,869)		147		5		(78,338)		(1,108,511)
	Transfers due to policy loans, net of repayments			-		-		(67,131)		-		(218)		-		(16,106)		(183,112)
	Transfers due to charges for administrative
		and insurance costs		(301)		(2,455)		(307,712)		(9,516)		(1,116)		(2)		(106,360)		(1,634,819)
	Transfers between divisions and to/from Guaranteed Principal Account			-		104,236		(8,171)		170,211		9,081		-		24,019		(78,335)
Net increase (decrease) in net assets resulting from capital transactions				5,398		101,782		144,623		304,886		24,754		1,318		139,899		(1,595,299)
Total increase (decrease)				6,271		117,402		610,865		329,588		70,483		5,058		352,141		2,103,853
NET ASSETS, at beginning of the year				4,848		36,426		3,446,034		23,627		75,873		27,498		1,843,654		31,243,992
NET ASSETS, at end of the year			$	11,119	$	153,828	$	4,056,899	$	353,215	$	146,356	$	32,556	$	2,195,795	$	33,347,845

See Notes to Financial Statements.

F-50 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2020
		MML Blue Chip Growth Division		MML Conservative Allocation Division		MML Dynamic Bond Division		MML Equity Division		MML Equity Income Division		MML Equity Index Division		MML Equity Index Division		MML Equity Index Division
												(Service Class I)		(Class II)		(Class III)
Investment Income
Dividends		$	-	$	53,813	$	87	$	1,767,489	$	30,786	$	59,179	$	1,590,329	$	-
Expenses
Mortality and expense risk fees			66,047		12,670		108		354,409		5,703		8,386		411,874		1
Net investment income (loss)			(66,047)		41,143		(21)		1,413,080		25,083		50,793		1,178,455		(1)
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		179,516		2,062		281		1,034,770		(117,023)		(177,995)		3,004,591		30
	Realized gain distribution		1,243,209		57,328		-		8,582,705		88,097		857,057		20,775,575		-
	Realized gain (loss)		1,422,725		59,390		281		9,617,475		(28,926)		679,062		23,780,166		30
Change in net unrealized appreciation/ depreciation of investments			2,937,432		108,746		813		(9,225,719)		47,235		(33,303)		(10,251,303)		29
Net gain (loss) on investments			4,360,157		168,136		1,094		391,756		18,309		645,759		13,528,863		59
Net increase (decrease) in net assets resulting from operations			4,294,110		209,279		1,073		1,804,836		43,392		696,552		14,707,318		58
Capital transactions:
	Transfers of net premiums		1,633,561		262,745		15,795		3,804,631		178,342		591,638		3,630,398		2,946
	Transfers due to death benefits		(33,408)		-		-		(560,844)		(5,672)		-		(344,606)		-
	Transfers due to withdrawal of funds		(392,604)		(316,221)		(1)		(2,264,027)		(12,892)		35,894		(4,372,402)		(28)
	Transfers due to policy loans, net of repayments		(195,565)		(1,498)		-		(787,973)		(1,363)		-		(454,917)		-
	Transfers due to charges for administrative and insurance costs		(574,651)		(62,257)		(828)		(3,617,432)		(91,771)		(51,463)		(2,757,612)		(208)
	Transfers between divisions and to/from Guaranteed Principal Account		262,488		(9,104)		9,448		200,049		301,617		(9,541)		317,050		453
Net increase (decrease) in net assets resulting from capital transactions			699,821		(126,335)		24,414		(3,225,596)		368,261		566,528		(3,982,089)		3,163
Total increase (decrease)			4,993,931		82,944		25,487		(1,420,760)		411,653		1,263,080		10,725,229		3,221
NET ASSETS, at beginning of the year			12,396,513		1,838,023		10,289		87,307,189		1,134,639		2,887,488		85,127,840		-
NET ASSETS, at end of the year		$	17,390,444	$	1,920,967	$	35,776	$	85,886,429	$	1,546,292	$	4,150,568	$	95,853,069	$	3,221

See Notes to Financial Statements.

F-51 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2020
		MML Focused Equity Division		MML Foreign Division		MML Fundamental Equity Division		MML Fundamental Value Division		MML Global Division		MML Global Division		MML Growth & Income Division		MML Growth Allocation Division
										(Service Class I)		(Class II)
Investment Income
Dividends		$	2,337	$	8,010	$	297	$	1,507	$	370	$	4,198	$	9,949	$	86,192
Expenses
Mortality and expense risk fees			828		1,202		2,368		886		75		2,260		5,286		22,265
Net investment income (loss)			1,509		6,808		(2,071)		621		295		1,938		4,663		63,927
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		9,082		(25,472)		(6,964)		(32,555)		(214)		(8,439)		(427)		(123,217)
	Realized gain distribution		12,815		9,428		93,130		14,120		1,308		15,176		78,999		257,200
	Realized gain (loss)		21,897		(16,044)		86,166		(18,435)		1,094		6,737		78,572		133,983
Change in net unrealized appreciation/depreciation of investments			24,567		31,922		66,944		15,506		2,924		49,915		83,275		312,738
Net gain (loss) on investments			46,464		15,878		153,110		(2,929)		4,018		56,652		161,847		446,721
Net increase (decrease) in net assets resulting from operations			47,973		22,686		151,039		(2,308)		4,313		58,590		166,510		510,648
Capital transactions:
	Transfers of net premiums		104,447		62,513		50,198		9,011		-		84,098		203,168		881,425
	Transfers due to death benefits		-		-		-		-		-		-		-		(4,999)
	Transfers due to withdrawal of funds		7,641		(9,570)		(683)		(55,519)		-		(16,474)		(15,452)		(323,053)
	Transfers due to policy loans, net of repayments		-		(2,318)		-		(1,366)		-		(2,932)		(8,706)		(17,932)
	Transfers due to charges for administrative and insurance costs		(7,077)		(15,133)		(7,147)		(312)		(1,014)		(34,398)		(117,453)		(292,204)
	Transfers between divisions and to/from Guaranteed Principal Account		(56,575)		1,511		(46,975)		22		44,623		4,671		30,500		(516,908)
Net increase (decrease) in net assets resulting from capital transactions			48,436		37,003		(4,607)		(48,164)		43,609		34,965		92,057		(273,671)
Total increase (decrease)			96,409		59,689		146,432		(50,472)		47,922		93,555		258,567		236,977
NET ASSETS, at beginning of the year			246,359		259,567		775,224		144,459		-		385,155		1,036,164		4,454,638
NET ASSETS, at end of the year		$	342,768	$	319,256	$	921,656	$	93,987	$	47,922	$	478,710	$	1,294,731	$	4,691,615

See Notes to Financial Statements.

F-52 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2020
		MML High Yield Division		MML Income & Growth Division		MML Inflation- Protected and Income Division		MML International Equity Division		MML Large Cap Growth Division		MML Managed Bond Division		MML Managed Volatility Division		MML Mid Cap Growth Division
Investment Income
Dividends		$	25	$	11,903	$	6,192	$	825	$	287	$	35,893	$	134,712	$	1,752
Expenses
Mortality and expense risk fees			746		2,598		24,279		174		619		142,029		39,981		11,269
Net investment income (loss)			(721)		9,305		(18,087)		651		(332)		(106,136)		94,731		(9,517)
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		(146)		(63,392)		111,890		(24)		151		121,686		129,780		(38,387)
	Realized gain distribution		-		1,675		-		730		3,891		-		-		214,784
	Realized gain (loss)		(146)		(61,717)		111,890		706		4,042		121,686		129,780		176,397
Change in net unrealized appreciation/depreciation of investments			6,197		89,918		451,233		960		19,766		2,630,473		381,310		398,379
Net gain (loss) on investments			6,051		28,201		563,123		1,666		23,808		2,752,159		511,090		574,776
Net increase (decrease) in net assets resulting from operations			5,330		37,506		545,036		2,317		23,476		2,646,023		605,821		565,259
Capital transactions:
	Transfers of net premiums		8,343		119,403		314,846		4,151		7,779		1,388,634		550,286		439,794
	Transfers due to death benefits		-		-		(360,246)		-		-		(136,945)		(44,481)		(2,521)
	Transfers due to withdrawal of funds		(240)		1,790		(200,725)		35		58		(1,017,198)		(236,904)		(38,383)
	Transfers due to policy loans, net of repayments		(218)		(1,754)		(128,853)		-		(1,654)		(216,660)		(158,254)		(8,502)
	Transfers due to charges for administrative and insurance costs		(128)		(39,227)		(228,128)		(4)		(145)		(1,240,064)		(360,319)		(192,185)
	Transfers between divisions and to/from Guaranteed Principal Account		484		110,352		442,336		75		676		218,743		291,719		236,666
Net increase (decrease) in net assets resulting from capital transactions			8,241		190,564		(160,770)		4,257		6,714		(1,003,490)		42,048		434,869
Total increase (decrease)			13,571		228,070		384,266		6,574		30,190		1,642,533		647,868		1,000,128
NET ASSETS, at beginning of the year			99,616		489,310		4,975,538		26,084		73,302		36,821,375		9,752,657		1,851,438
NET ASSETS, at end of the year		$	113,187	$	717,380	$	5,359,804	$	32,658	$	103,492	$	38,463,908	$	10,400,525	$	2,851,566

See Notes to Financial Statements.

F-53 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2020
		MML Mid Cap Value Division		MML Moderate Allocation Division		MML Short-Duration Bond Division		MML Small Cap Equity Division		MML Small Cap Growth  Equity Division		MML Small Company Value Division		MML Small/Mid Cap Value Division		MML Strategic Emerging Markets Division
Investment Income
Dividends		$	17,971	$	40,353	$	-	$	119,721	$	-	$	266	$	6,776	$	508
Expenses
Mortality and expense risk fees			5,307		9,764		45		95,638		66,167		300		2,808		878
Net investment income (loss)			12,664		30,589		(45)		24,083		(66,167)		(34)		3,968		(370)
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		(102,735)		(22,375)		183		58,140		17,548		(4,578)		(92,671)		11,968
	Realized gain distribution		-		74,997		-		214,841		1,959,947		5,086		28,015		3,243
	Realized gain (loss)		(102,735)		52,622		183		272,981		1,977,495		508		(64,656)		15,211
Change in net unrealized appreciation/depreciation of investments			128,432		95,764		138		4,469,457		3,538,479		9,258		118,686		1,945
Net gain (loss) on investments			25,697		148,386		321		4,742,438		5,515,974		9,766		54,030		17,156
Net increase (decrease) in net assets resulting from operations			38,361		178,975		276		4,766,521		5,449,807		9,732		57,998		16,786
Capital transactions:
	Transfers of net premiums		218,401		323,374		6,195		1,165,354		805,882		738		170,049		18,634
	Transfers due to death benefits		(1,833)		-		-		(96,414)		(30,634)		-		-		-
	Transfers due to withdrawal of funds		(20,395)		(142,685)		343		(559,650)		(679,150)		283		(6,471)		(3,136)
	Transfers due to policy loans, net of repayments		(2,486)		(2,291)		-		(311,731)		(220,586)		-		(2,320)		(544)
	Transfers due to charges for administrative and insurance costs		(79,852)		(118,469)		(240)		(827,160)		(579,719)		(2,145)		(50,495)		(1,424)
	Transfers between divisions and to/from Guaranteed Principal Account		65,469		131,483		(10,185)		344,979		487,754		100,927		(11,024)		(42,189)
Net increase (decrease) in net assets resulting from capital transactions			179,304		191,412		(3,887)		(284,622)		(216,453)		99,803		99,739		(28,659)
Total increase (decrease)			217,665		370,387		(3,611)		4,481,899		5,233,354		109,535		157,737		(11,873)
NET ASSETS, at beginning of the year			970,295		1,440,195		16,793		23,767,587		15,692,114		21,300		651,868		130,203
NET ASSETS, at end of the year		$	1,187,960	$	1,810,582	$	13,182	$	28,249,486	$	20,925,468	$	130,835	$	809,605	$	118,330

See Notes to Financial Statements.

F-54 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2020
		MML Total Return Bond Division		MML U.S. Government Money Market Division		PIMCO Commodity- RealReturn® Strategy Division		PIMCO Global Bond Opportunities Division		PIMCO High Yield Division		PIMCO Real Return Division		PIMCO Total Return Division		T. Rowe Price Blue Chip Growth Division
Investment Income
Dividends		$	990	$	37,457	$	17,860	$	5,008	$	10,118	$	134	$	3,362	$	-
Expenses
Mortality and expense risk fees			202		74,328		1,525		509		536		21		391		96,086
Net investment income (loss)			788		(36,871)		16,335		4,499		9,582		113		2,971		(96,086)
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		-		404		(29,285)		(123)		(90)		387		8,890		3,974,796
	Realized gain distribution		142		-		-		-		-		-		1,889		740,701
	Realized gain (loss)		142		404		(29,285)		(123)		(90)		387		10,779		4,715,497
Change in net unrealized appreciation/depreciation of investments			1,220		(389)		24,160		15,740		5,874		504		(1,439)		1,497,883
Net gain (loss) on investments			1,362		15		(5,125)		15,617		5,784		891		9,340		6,213,380
Net increase (decrease) in net assets resulting from operations			2,150		(36,856)		11,210		20,116		15,366		1,004		12,311		6,117,294
Capital transactions:
	Transfers of net premiums		11,303		5,809,478		63,360		13,448		8,543		13,054		69,335		618,310
	Transfers due to death benefits		-		(132,652)		-		-		-		-		-		(28,971)
	Transfers due to withdrawal of funds		(6)		(2,277,670)		(2,128)		16		(203)		1		1,214		(629,082)
	Transfers due to policy loans, net of repayments		(256)		(486,169)		(4,482)		-		-		-		-		(186,262)
	Transfers due to charges for administrative and insurance costs		(975)		(1,683,787)		(23,394)		(1,922)		(3,856)		(603)		(3,135)		(433,006)
	Transfers between divisions and to/from Guaranteed Principal Account		4,324		5,718,090		11,250		-		69,491		7,145		(30,240)		(281,253)
Net increase (decrease) in net assets resulting from capital transactions			14,390		6,947,290		44,606		11,542		73,975		19,597		37,174		(940,264)
Total increase (decrease)			16,540		6,910,434		55,816		31,658		89,341		20,601		49,485		5,177,030
NET ASSETS, at beginning of the year			23,663		15,295,854		309,923		196,278		176,652		-		129,945		18,577,729
NET ASSETS, at end of the year		$	40,203	$	22,206,288	$	365,739	$	227,936	$	265,993	$	20,601	$	179,430	$	23,754,759

See Notes to Financial Statements.

F-55 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2020
		T. Rowe Price Equity Income Division		T. Rowe Price Limited-Term Bond Division		T. Rowe Price Mid-Cap Growth Division		T. Rowe Price New America Growth Division		Templeton Foreign VIP Division		Templeton Global Bond VIP Division		Vanguard VIF Global Bond Index Division		Vanguard VIF Mid Cap Index Division
Investment Income
Dividends		$	378,662	$	1,935	$	-	$	-	$	330,895	$	3,092	$	-	$	-
Expenses
Mortality and expense risk fees			74,243		249		241,179		25,296		43,941		87		-		1
Net investment income (loss)			304,419		1,686		(241,179)		(25,296)		286,954		3,005		-		(1)
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		(980,284)		150		685,886		209,125		(673,695)		(3,156)		1		(3)
	Realized gain distribution		399,061		-		4,502,008		670,053		-		-		-		-
	Realized gain (loss)		(581,223)		150		5,187,894		879,178		(673,695)		(3,156)		1		(3)
Change in net unrealized appreciation/depreciation of investments			438,966		5,470		8,450,231		556,775		252,421		(1,584)		3		30
Net gain (loss) on investments			(142,257)		5,620		13,638,125		1,435,953		(421,274)		(4,740)		4		27
Net increase (decrease) in net assets resulting from operations			162,162		7,306		13,396,946		1,410,657		(134,320)		(1,735)		4		26
Capital transactions:
	Transfers of net premiums		1,007,563		-		1,764,672		143,494		634,006		20,481		2,822		3,006
	Transfers due to death benefits		(39,372)		-		(302,739)		(16,875)		(15,690)		-		-		-
	Transfers due to withdrawal of funds		(486,985)		111		(2,825,812)		(122,522)		(261,440)		378		-		(2)
	Transfers due to policy loans, net of repayments		(390,989)		-		(796,087)		(459,864)		(164,557)		-		-		-
	Transfers due to charges for administrative and insurance costs		(586,938)		(4,590)		(1,779,322)		(118,686)		(363,959)		(1,030)		(208)		(284)
	Transfers between divisions and to/from Guaranteed Principal Account		468,829		103,119		(1,779,783)		153,609		355,106		1,314		300		2,934
Net increase (decrease) in net assets resulting from capital transactions			(27,892)		98,640		(5,719,071)		(420,844)		183,466		21,143		2,914		5,654
Total increase (decrease)			134,270		105,946		7,677,875		989,813		49,146		19,408		2,918		5,680
NET ASSETS, at beginning of the year			18,706,568		1,319		62,866,836		3,539,489		11,293,030		23,569		-		-
NET ASSETS, at end of the year		$	18,840,838	$	107,265	$	70,544,711	$	4,529,302	$	11,342,176	$	42,977	$	2,918	$	5,680

See Notes to Financial Statements.

F-56 

Massachusetts Mutual Variable Life Separate Account I

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)
For The Year Ended December 31, 2020
		Vanguard VIF Real Estate Index Division		Voya International Index Division		Voya Russell™ Mid Cap Index Division		Voya Russell™ Small Cap Index Division		VY® Clarion Global Real Estate Division
Investment Income
Dividends		$	-	$	30,738	$	13,885	$	2,754	$	26,473
Expenses
Mortality and expense risk fees			1		3,091		2,853		630		2,317
Net investment income (loss)			(1)		27,647		11,032		2,124		24,156
Net realized and unrealized gain (loss) on investments
	Realized gain (loss) on sale of fund shares		21		(2,752)		(232,450)		(11,730)		(28,650)
	Realized gain distribution		-		-		161,772		17,775		38,907
	Realized gain (loss)		21		(2,752)		(70,678)		6,045		10,257
Change in net unrealized appreciation/depreciation of investments			69		89,534		320,760		82,187		(59,293)
Net gain (loss) on investments			90		86,782		250,082		88,232		(49,036)
Net increase (decrease) in net assets resulting from operations			89		114,429		261,114		90,356		(24,880)
Capital transactions:
	Transfers of net premiums		2,822		140,997		230,764		103,855		79,088
	Transfers due to death benefits		-		-		-		-		-
	Transfers due to withdrawal of funds		(42)		(4,320)		21,512		12,606		(20,988)
	Transfers due to policy loans, net of repayments		-		-		-		-		(6,283)
	Transfers due to charges for administrative and insurance costs		(208)		(18,499)		(18,965)		(5,418)		(28,084)
	Transfers between divisions and to/from Guaranteed Principal Account		2,361		(45,687)		32,128		(34,125)		38,910
Net increase (decrease) in net assets resulting from capital transactions			4,933		72,491		265,439		76,918		62,643
Total increase (decrease)			5,022		186,920		526,553		167,274		37,763
NET ASSETS, at beginning of the year			-		1,294,774		959,866		199,550		472,645
NET ASSETS, at end of the year		$	5,022	$	1,481,694	$	1,486,419	$	366,824	$	510,408

See Notes to Financial Statements.

F-57 

Massachusetts Mutual Variable Life Separate Account I

Notes To Financial Statements

1. ORGANIZATION

Massachusetts Mutual Variable Life Separate Account I (“the Separate Account”) is a separate investment account of Massachusetts Mutual Life Insurance Company (“MassMutual”) established on July 13, 1988. The Separate Account is registered as a unit investment trust under the Investment Company Act of 1940 (“the 1940 Act”).

MassMutual maintains the following sixteen segments within the Separate Account: Variable Life Plus, Large Case Variable Life Plus, Strategic Variable Life®, Variable Life Select, Strategic Group Variable Universal Life®, Strategic Group Variable Universal Life® II, Survivorship Variable Universal Life, Variable Universal Life, Strategic Variable Life® Plus, Survivorship Variable Universal Life II, Variable Universal Life II, VUL Guard^SM, Survivorship VUL Guard^SM, Variable Universal Life III, MassMutual Electrum^SM and Apex VUL^SM. Four of the sixteen segments within the Separate Account: Variable Universal Life II, VUL Guard^SM, Survivorship VUL Guard^SM and Variable Universal Life III, have multiple tiers. The unit values of these tiers differ based on the associated expense ratios.

The assets and liabilities of the Separate Account are clearly identified and distinguished from MassMutual’s other assets and liabilities. The portion of the Separate Account assets applicable to the variable life policies is not chargeable with liabilities arising from any other MassMutual business.

2. INVESTMENT OF THE SEPARATE ACCOUNT’S ASSETS

As of December 31, 2021, the Separate Account consists of one hundred fifty-six divisions that invest in the following mutual funds. All of the funds may not be available to all of the sixteen segments of the Separate Account:

	The division listed in the first column
Divisions	invests in the fund in this column
American Century VP Capital Appreciation Division	American Century VP Capital Appreciation Fund1
American Century VP Disciplined Core Value Division33	American Century VP Disciplined Core Value Fund1, 33
American Century VP Inflation Protection Division	American Century VP Inflation Protection Fund1
American Century VP International Division	American Century VP International Fund1
American Century VP Value Division	American Century VP Value Fund1
American Funds® Asset Allocation Division	American Funds Insurance Series® Asset Allocation Fund2
American Funds® Growth-Income Division	American Funds Insurance Series® Growth-Income Fund2
BlackRock Basic Value V.I. Division32	BlackRock Basic Value V.I. Fund4,32
BlackRock High Yield V.I. Division	BlackRock High Yield V.I. Fund4
BlackRock Small Cap Index V.I. Division	BlackRock Small Cap Index V.I. Fund4
BlackRock Small Cap Index V.I. Division (Class III)34	BlackRock Small Cap Index V.I. Fund (Class III)4, 34
BlackRock Total Return V.I. Division	BlackRock Total Return V.I. Fund4
BNY Mellon MidCap Stock Division	BNY Mellon MidCap Stock Portfolio3
Delaware Ivy VIP Asset Strategy Division (Class I)35	Delaware Ivy VIP Asset Strategy Portfolio (Class I)5, 35
Delaware Ivy VIP Asset Strategy Division (Class II)36	Delaware Ivy VIP Asset Strategy Portfolio (Class II)5, 36
Delaware Ivy VIP Science and Technology Division37	Delaware Ivy VIP Science and Technology Portfolio5, 37
Delaware VIP® Emerging Markets Division	Delaware VIP® Emerging Markets Series5
Delaware VIP® Small Cap Value Division	Delaware VIP® Small Cap Value Fund
DWS Small Cap Index Division	DWS Small Cap Index VIP Fund6
Eaton Vance VT Floating-Rate Income Division	Eaton Vance VT Floating-Rate Income Fund7
Fidelity® VIP Bond Index Division	Fidelity® VIP Bond Index Portfolio8
Fidelity® VIP Bond Index Division (Service Class II)33, 34	Fidelity® VIP Bond Index Portfolio (Service Class II)8, 33, 34
Fidelity® VIP Contrafund® Division (Initial Class)	Fidelity® VIP Contrafund® Portfolio (Initial Class)8
Fidelity® VIP Contrafund® Division (Service Class)	Fidelity® VIP Contrafund® Portfolio (Service Class)8
Fidelity® VIP Extended Market Index Division	Fidelity® VIP Extended Market Index Portfolio8

F-58 

Notes To Financial Statements (Continued)

Fidelity® VIP Extended Market Index Division (Service Class II)33, 34	Fidelity® VIP Extended Market Index Portfolio (Service Class II)8, 33, 34
Fidelity® VIP Freedom 2020 Division	Fidelity® VIP Freedom 2020 Portfolio8
Fidelity® VIP Freedom 2025 Division	Fidelity® VIP Freedom 2025 Portfolio8
Fidelity® VIP Freedom 2030 Division	Fidelity® VIP Freedom 2030 Portfolio8
Fidelity® VIP Freedom 2035 Division	Fidelity® VIP Freedom 2035 Portfolio8
Fidelity® VIP Freedom 2040 Division	Fidelity® VIP Freedom 2040 Portfolio8
Fidelity® VIP Freedom 2045 Division33, 34	Fidelity® VIP Freedom 2045 Portfolio8, 33, 34
Fidelity® VIP Freedom 2050 Division	Fidelity® VIP Freedom 2050 Portfolio8
Fidelity® VIP Freedom 2055 Division33, 34	Fidelity® VIP Freedom 2055 Portfolio8, 33, 34
Fidelity® VIP Freedom 2060 Division33, 34	Fidelity® VIP Freedom 2060 Portfolio8, 33, 34
Fidelity® VIP Freedom Income Division33, 34	Fidelity® VIP Freedom Income Portfolio8, 33, 34
Fidelity® VIP Growth Division	Fidelity® VIP Growth Portfolio8
Fidelity® VIP Index 500 Division - Service Class33, 34	Fidelity® VIP Index 500 Portfolio - Service Class8, 33, 34
Fidelity® VIP International Index Division	Fidelity® VIP International Index Portfolio8
Fidelity® VIP International Index Division (Service Class II)34	Fidelity® VIP International Index Portfolio (Service Class II)8, 34
Fidelity® VIP Overseas Division 33	Fidelity® VIP Overseas Portfolio8, 33
Fidelity® VIP Real Estate Division	Fidelity® VIP Real Estate Portfolio8
Fidelity® VIP Total Market Index Division	Fidelity® VIP Total Market Index Portfolio8
Fidelity® VIP Total Market Index Division (Service Class II)33, 34	Fidelity® VIP Total Market Index Portfolio (Service Class II)8, 33, 34
Franklin Mutual Global Discovery VIP Division	Franklin Mutual Global Discovery VIP Fund9
Franklin Small Cap Value VIP Division	Franklin Small Cap Value VIP Fund9
Franklin Strategic Income VIP Division	Franklin Strategic Income VIP Fund10
Goldman Sachs Core Fixed Income Division	Goldman Sachs Core Fixed Income Fund11
Goldman Sachs Growth Opportunities Division33	Goldman Sachs Growth Opportunities Fund11, 33
Goldman Sachs International Equity Insights Division	Goldman Sachs International Equity Insights Fund (Institutional)11
Goldman Sachs Large Cap Value Division	Goldman Sachs Large Cap Value Fund11
Goldman Sachs Mid Cap Value Division	Goldman Sachs Mid Cap Value Fund11
Goldman Sachs Small Cap Equity Insights Division	Goldman Sachs Small Cap Equity Insights Fund11
Goldman Sachs Strategic Growth Division	Goldman Sachs Strategic Growth Fund11
Goldman Sachs U.S. Equity Insights Division (Instit.)	Goldman Sachs U.S. Equity Insights Fund (Instit.)11
Invesco Oppenheimer V.I. International Growth Division	Invesco Oppenheimer V.I. International Growth Fund12
Invesco V.I. American Franchise Division	Invesco V.I. American Franchise Fund12
Invesco V.I. Capital Appreciation Division23	Invesco V.I. Capital Appreciation Fund12, 23
Invesco V.I. Comstock Division	Invesco V.I. Comstock Fund12
Invesco V.I. Conservative Balanced Division24	Invesco V.I. Conservative Balanced Fund12, 24
Invesco V.I. Core Bond Division25	Invesco V.I. Core Bond Fund12, 25
Invesco V.I. Discovery Mid Cap Growth Division 26	Invesco V.I. Discovery Mid Cap Growth Fund12, 26
Invesco V.I. Diversified Dividend Division	Invesco V.I. Diversified Dividend Fund12
Invesco V.I. Global Division27	Invesco V.I. Global Fund12, 27
Invesco V.I. Global Real Estate Division	Invesco V.I. Global Real Estate Fund12
Invesco V.I. Global Strategic Income Division28	Invesco V.I. Global Strategic Income Fund12, 28
Invesco V.I. Health Care Division	Invesco V.I. Health Care Fund12
Invesco V.I. International Growth Division	Invesco V.I. International Growth Fund12
Invesco V.I. Main Street Division29	Invesco V.I. Main Street Fund®12, 29
Invesco V.I. Main Street Small Cap Division30	Invesco V.I. Main Street Small Cap Fund®12, 30
Invesco V.I. Small Cap Equity Division	Invesco V.I. Small Cap Equity Fund12
Invesco V.I. Technology Division	Invesco V.I. Technology Fund12
Invesco V.I. U.S. Government Money Division31	Invesco V.I. U.S. Government Money Portfolio12, 31
Janus Henderson Balanced Division (Institutional Class)	Janus Henderson Balanced Portfolio (Institutional Class)13
Janus Henderson Balanced Division (Service Class)	Janus Henderson Balanced Portfolio (Service Class)13
Janus Henderson Forty Division (Institutional Class)	Janus Henderson Forty Portfolio (Institutional Class)13

F-59 

Notes To Financial Statements (Continued)

Janus Henderson Forty Division (Service Class)	Janus Henderson Forty Portfolio (Service Class)13
Janus Henderson Global Research Division (Institutional Class)	Janus Henderson Global Research Portfolio (Institutional Class)13
Janus Henderson Global Research Division (Service Class)	Janus Henderson Global Research Portfolio (Service Class)13
JPMorgan Insurance Trust Small Cap Core Division33	JPMorgan Insurance Trust Small Cap Core Portfolio14, 33
JPMorgan Insurance Trust U.S. Equity Division	JPMorgan Insurance Trust U.S. Equity Portfolio14
Lord Abbett Developing Growth Division	Lord Abbett Developing Growth Portfolio15
Lord Abbett Mid Cap Stock Division33	Lord Abbett Mid Cap Stock Portfolio15, 33
MFS® Blended Research Core Equity Division	MFS® Blended Research Core Equity Portfolio16
MFS® Global Real Estate Division	MFS® Global Real Estate Portfolio16
MFS® Government Securities Division	MFS® Government Securities Portfolio16
MFS® Growth Division	MFS® Growth Series16
MFS® International Intrinsic Value Division	MFS® International Intrinsic Value Portfolio16
MFS® Investors Trust Division	MFS® Investors Trust Series16
MFS® Mid Cap Value Division	MFS® Mid Cap Value Portfolio16
MFS® New Discovery Division	MFS® New Discovery Series16
MFS® Research Division	MFS® Research Series16
MFS® Utilities Division	MFS® Utilities Series16
MFS® Value Division	MFS® Value Series16
MML Aggressive Allocation Division	MML Aggressive Allocation Fund17
MML American Funds Core Allocation Division	MML American Funds Core Allocation Fund17
MML American Funds Growth Division	MML American Funds Growth Fund17
MML American Funds International Division	MML American Funds International Fund17
MML Balanced Allocation Division	MML Balanced Allocation Fund17
MML Blend Division	MML Blend Fund17
MML Blue Chip Growth Division	MML Blue Chip Growth Fund17
MML Conservative Allocation Division	MML Conservative Allocation Fund17
MML Dynamic Bond Division	MML Dynamic Bond Fund17
MML Equity Division	MML Equity Fund17
MML Equity Income Division	MML Equity Income Fund17
MML Equity Index Division (Service Class I)	MML Equity Index Fund (Service Class I)17
MML Equity Index Division (Class II)	MML Equity Index Fund (Class II)17
MML Equity Index Division (Class III)	MML Equity Index Fund (Class III)17
MML Focused Equity Division	MML Focused Equity Fund17
MML Foreign Division	MML Foreign Fund17
MML Fundamental Equity Division32	MML Fundamental Equity Fund17, 32
MML Fundamental Value Division	MML Fundamental Value Fund17
MML Global Division (Service Class I)	MML Global Fund (Service Class I)17
MML Global Division (Class II)	MML Global Fund (Class II)17
MML Growth & Income Division	MML Growth & Income Fund17
MML Growth Allocation Division	MML Growth Allocation Fund17
MML High Yield Division	MML High Yield Fund17
MML Income & Growth Division	MML Income & Growth Fund17
MML Inflation-Protected and Income Division	MML Inflation-Protected and Income Fund17
MML International Equity Division	MML International Equity Fund17
MML Large Cap Growth Division	MML Large Cap Growth Fund17
MML Managed Bond Division	MML Managed Bond Fund17
MML Managed Volatility Division	MML Managed Volatility Fund17
MML Mid Cap Growth Division	MML Mid Cap Growth Fund17
MML Mid Cap Value Division	MML Mid Cap Value Fund17
MML Moderate Allocation Division	MML Moderate Allocation Fund17
MML Short-Duration Bond Division	MML Short-Duration Bond Fund17
MML Small Cap Equity Division	MML Small Cap Equity Fund17

F-60 

Notes To Financial Statements (Continued)

MML Small Cap Growth Equity Division	MML Small Cap Growth Equity Fund17
MML Small Company Value Division	MML Small Company Value Fund17
MML Small/Mid Cap Value Division	MML Small/Mid Cap Value Fund17
MML Strategic Emerging Markets Division	MML Strategic Emerging Markets Fund17
MML Total Return Bond Division	MML Total Return Bond Fund17
MML U.S. Government Money Market Division	MML U.S. Government Money Market Fund17
PIMCO All Asset Division33	PIMCO All Asset Portfolio18, 33
PIMCO CommodityRealReturn® Strategy Division	PIMCO CommodityRealReturn® Strategy Portfolio18
PIMCO Emerging Markets Bond Division33	PIMCO Emerging Markets Bond Portfolio18, 33
PIMCO Global Bond Opportunities Division	PIMCO Global Bond Opportunities Portfolio18
PIMCO High Yield Division	PIMCO High Yield Portfolio18
PIMCO Long-Term U.S. Government Division33	PIMCO Long-Term U.S. Government Portfolio18, 33
PIMCO Real Return Division	PIMCO Real Return Portfolio18
PIMCO Total Return Division	PIMCO Total Return Portfolio18
T. Rowe Price All-Cap Opportunities Division38	T. Rowe Price All-Cap Opportunities Portfolio19, 38
T. Rowe Price Blue Chip Growth Division	T. Rowe Price Blue Chip Growth Portfolio19
T. Rowe Price Equity Income Division	T. Rowe Price Equity Income Portfolio19
T. Rowe Price Limited-Term Bond Division	T. Rowe Price Limited-Term Bond Portfolio19
T. Rowe Price Mid-Cap Growth Division	T. Rowe Price Mid-Cap Growth Portfolio19
Templeton Foreign VIP Division	Templeton Foreign VIP Fund20
Templeton Global Bond VIP Division	Templeton Global Bond VIP Fund10
Vanguard VIF Global Bond Index Division	Vanguard VIF Global Bond Index Fund21
Vanguard VIF Mid Cap Index Division	Vanguard VIF Mid Cap Index Fund21
Vanguard VIF Real Estate Index Division	Vanguard VIF Real Estate Index Fund21
Voya International Index Division	Voya International Index Portfolio22
Voya Russell™ Mid Cap Index Division	Voya Russell™ Mid Cap Index Portfolio22
Voya Russell™ Small Cap Index Division	Voya Russell™ Small Cap Index Portfolio22
VY® Clarion Global Real Estate Division	VY® Clarion Global Real Estate Portfolio22

In addition to the one hundred fifty-six divisions, policy owners may also allocate funds to the Guaranteed Principal Account (“GPA”), which is part of MassMutual’s general investment account (“General Account”). Because of exemptive and exclusionary provisions in the securities law, interests in the GPA are not registered under the Securities Act of 1933. The General Account and the GPA are not registered as an investment company under the 1940 Act.

¹ American Century Investment Management, Inc. is the investment adviser to this Fund.

² Capital Research and Management Company is the investment adviser to this Fund.

³ BNY Mellon Investment Adviser, Inc. is the investment adviser to this Portfolio.

⁴ BlackRock Advisors, LLC is the investment adviser to this Fund.

⁵ Delaware Management Company is the investment adviser to this Series.

⁶ DWS Investment Management Americas Inc. is the investment adviser to this Fund.

⁷ Eaton Vance Management is the investment adviser to this Fund.

⁸ Fidelity Management & Research Company LLC is the investment adviser to this Portfolio.

⁹ Franklin Mutual Advisers, LLC is the investment adviser to this Fund.

¹⁰ Franklin Advisers, Inc. Is the investment adviser to this Fund.

¹¹ Goldman Sachs Asset Management, L.P. is the investment adviser to this Fund.

¹² Invesco Advisers, Inc. is the investment adviser to this Fund.

¹³ Janus Capital Management, LLC is the investment adviser to this Fund.

¹⁴ J.P. Morgan Investment Management Inc. is the investment adviser to this Fund.

¹⁵ Lord, Abbett & Co. LLC is the investment adviser to this Fund.

¹⁶ Massachusetts Financial Services Company is the investment adviser to this Fund.

¹⁷ MML Investment Advisers, LLC is the investment adviser to the Fund.

¹⁸ Pacific Investment Management Company LLC is the investment adviser to this Fund.

¹⁹ T. Rowe Price Associates, Inc. is the investment adviser to this Portfolio.

²⁰ Templeton Investment Counsel, LLC is the investment adviser to this Fund.

²¹ The Vanguard Group, Inc. is the investment adviser to this Fund.

²² Voya Investments, LLC is the investment adviser to this Fund.

F-61 

Notes To Financial Statements (Continued)

²³ Prior to April 30, 2021, known as Invesco Oppenheimer V.I. Capital Appreciation Division/Fund.

²⁴ Prior to April 30, 2021, known as Invesco Oppenheimer V.I. Conservative Balanced Division/Fund.

²⁵ Prior to April 30, 2021, known as Invesco Oppenheimer V.I. Total Return Bond Division/Fund.

²⁶ Prior to April 30, 2021, known as Invesco Oppenheimer V.I. Discovery Mid Cap Growth Division/Fund.

²⁷ Prior to April 30, 2021, known as Invesco Oppenheimer V.I. Global Division/Fund.

²⁸ Prior to April 30, 2021, known as Invesco Oppenheimer V.I. Global Strategic Income Division/Fund.

²⁹ Prior to April 30, 2021, known as Invesco Oppenheimer V.I. Main Street Division/Fund®.

³⁰ Prior to April 30, 2021, known as Invesco Oppenheimer V.I. Main Street Small Cap Division/Fund®.

³¹ Prior to April 30, 2021, known as Invesco Oppenheimer V.I. Government Money Division/Portfolio.

³² This division did not have any investment or unit activity from 2017 to 2021.

³³ This division did not have any investment or unit activity in 2021.

³⁴ This fund/division became available to the Separate Account as an investment option on May 3, 2021.

³⁵ Prior to July 1, 2021, known as Ivy VIP Asset Strategy Division/Portfolio (Class I).

³⁶ Prior to July 1, 2021, known as Ivy VIP Asset Strategy Division/Portfolio (Class II).

³⁷ Prior to July 1, 2021, known as Ivy VIP Science and Technology Division/Portfolio (Class II).

³⁸ Prior to May 1, 2021, known as T. Rowe Price New America Growth Division/Portfolio.

3. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies followed by the Separate Account in preparation of the financial statements in conformity with generally accepted accounting principles. Separate Account Massachusetts Mutual Variable Life Separate Account I follows the accounting and reporting guidance in FASB Accounting Standards Codification 946.

A. Investment Valuation

Investments in the underlying funds held by each division are carried at fair value which is based on the closing net asset value of each of the respective underlying funds, which value their investment securities at fair value.

B. Accounting for Investments

Investment transactions are accounted for on a trade-date basis and identified cost is the basis followed in determining the cost of investments sold for financial statement purposes. Dividend income and gains from realized gain distributions are recorded on the ex-distribution date and are reinvested in the underlying investment divisions.

C. Federal Income Taxes

MassMutual is taxed under federal law as a life insurance company under the provisions of the 1986 Internal Revenue Code, as amended. Under existing federal law, no taxes are payable on net investment income and net realized capital gains attributable to policies, which depend on the Separate Account’s investment performance. Accordingly, no provision for federal income tax has been made. MassMutual may, however, make such a charge in the future if an unanticipated change of current law results in a tax liability attributable to the Separate Account.

D. Policy Charges

See Note 8B for charges associated with the policies.

E. Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

F. Policy Loans

When a policy loan is made, the Separate Account transfers the amount of the loan to MassMutual, thereby decreasing both the investments and the net assets of the Separate Account by an equal amount. The policy owner is charged interest on the outstanding policy loan amount generally equal to either a fixed interest rate of 4% to 6% per year or (in all qualifying jurisdictions) an adjustable loan rate, where applicable. The adjustable loan rate is determined each year for the following policy year.

As long as a loan is outstanding, a portion of the policy account value equal to the loan is invested in the GPA. The amount of the loan earns interest at a rate equal to the greater of either a fixed interest rate generally equal to 2% to 5% of the loan or the policy loan rate less the loan interest rate expense charge.

F-62 

Notes To Financial Statements (Continued)

G. Life Reserves

Life reserves are developed by using accepted actuarial methods and are computed using the 1980 CSO, 2001 CSO, or 2017 CSO mortality tables.

4. FAIR VALUE OF FINANCIAL INSTRUMENTS

The Separate Account defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining fair value, the Separate Account generally uses the market approach as the valuation technique due to the nature of the mutual fund investments offered in the Separate Account. This technique maximizes the use of observable inputs and minimizes the use of unobservable inputs. Investments in mutual funds are valued at the mutual fund’s closing net asset value per share on the day of valuation.

Valuation Inputs: Various inputs are used to determine the value of the Separate Account’s investments. These inputs are summarized in the three broad levels listed below:

• Level 1 – quoted prices in active markets for identical securities

• Level 2 – observable inputs other than Level 1 quoted prices (including, but not limited to, quoted prices for similar securities, interest rates, prepayment speeds and credit risk)

• Level 3 – unobservable inputs

The investments of the Separate Account are measured at fair value. All the investments are categorized as Level 1 as of December 31, 2021. There have been no transfers between levels for the year ended December 31, 2021.

5. RELATED PARTY TRANSACTIONS

A. Sales Agreements

The policies currently being offered are sold by registered representatives of MML Investors Services, LLC (“MMLIS”), a subsidiary of MassMutual, and by registered representatives of other broker-dealers who have entered into distribution agreements with MML Distributors, LLC (“MML Distributors”) and/or MML Strategic Distributors, LLC (“MSD”), subsidiaries of MassMutual. Pursuant to separate underwriting agreements with MassMutual, on its own behalf and on behalf of the Separate Account, MMLIS serves as principal underwriter of the policies sold by its registered representatives, and MML Distributors and MSD serve as principal underwriters of the policies sold by registered representatives of other broker-dealers who have entered into distribution agreements with MML Distributors and/or MSD.

MMLIS, MML Distributors and MSD are registered with the Securities and Exchange Commission (the “SEC”) as broker-dealers under the Securities Exchange Act of 1934 and are members of the Financial Industry Regulatory Authority (“FINRA”). Commissions for sales of policies by MMLIS registered representatives are paid on behalf of MMLIS to its registered representatives. Commissions for sales of policies by registered representatives of other broker-dealers are paid on behalf of MML Distributors and/or MSD to those broker-dealers. MMLIS, MML Distributors, and MSD also receive compensation for their actions as principal underwriters of the policies.

B. Receivable from/Payable to MassMutual

Certain fees such as cost of insurance fees and mortality and expense fees are charges paid between the General Account and the Separate Account.

F-63 

Notes To Financial Statements (Continued)

6. PURCHASES AND SALES OF INVESTMENTS

The cost of purchases and proceeds from sales of investments for the year ended December 31, 2021 were as follows:

	American Century VP Capital Appreciation Division			American Century VP Disciplined Core Value Division			American Century VP Inflation Protection Division			American Century VP International Division			American Century VP Value Division			American Funds® Asset Allocation Division			American Funds® Growth-Income Division			BlackRock High Yield V.I. Division
Cost of purchases	$	265,193		$	8,170,512		$	98,521		$	1,518,634		$	2,349,669		$	4,788,188		$	8,838,578		$	332,051
Proceeds from sales		(85,961	)		(4,281,662	)		(152,736	)		(9,724	)		(2,845,670	)		(4,457,401	)		(11,620,925	)		(316,624	)

	BlackRock Small Cap Index V.I. Division			BlackRock Small Cap Index V.I. Division			BlackRock Total Return V.I. Division			BNY Mellon MidCap Stock Division			Delaware Ivy VIP Asset Strategy Division			Delaware Ivy VIP Asset Strategy Division			Delaware Ivy VIP Science and Technology Division			Delaware VIP® Emerging Markets Division
				(Class III)									(Class I)			(Class II)
Cost of purchases	$	488,825		$	3,283		$	569,422		$	208,145		$	917		$	114,048		$	46,098		$	735,844
Proceeds from sales		(130,354	)		(1,584	)		(729,631	)		(80,044	)		(354	)		(652	)		(14,556	)		(589,794	)

	Delaware VIP® Small Cap Value Division			DWS Small Cap Index Division			Eaton Vance VT Floating-Rate Income Division			Fidelity® VIP Bond Index Division			Fidelity® VIP Contrafund® Division			Fidelity® VIP Contrafund® Division			Fidelity® VIP Extended Market Index Division			Fidelity® VIP Freedom 2020 Division
													(Initial Class)			(Service Class)
Cost of purchases	$	1,180,145		$	2,327,407		$	226,882		$	295,068		$	27,525,087		$	1,721,434		$	308,751		$	114,677
Proceeds from sales		(775,427	)		(1,908,963	)		(291,006	)		(104,263	)		(18,572,778	)		(1,435,992	)		(115,252	)		(116,358	)

	Fidelity® VIP Freedom 2025 Division			Fidelity® VIP Freedom 2030 Division			Fidelity® VIP Freedom 2035 Division			Fidelity® VIP Freedom 2040 Division			Fidelity® VIP Freedom 2050 Division			Fidelity® VIP Growth Division			Fidelity® VIP International Index Division			Fidelity® VIP International Index Division
																						(Service Class II)
Cost of purchases	$	905,035		$	843,191		$	1,441,856		$	306,201		$	369,341		$	606,820		$	353,343		$	14,996
Proceeds from sales		(537,983	)		(737,215	)		(1,125,955	)		(232,790	)		(155,501	)		(181,091	)		(120,746	)		(990	)

F-64 

Notes To Financial Statements (Continued)

6. PURCHASES AND SALES OF INVESTMENTS (Continued)

	Fidelity® VIP Real Estate Division			Fidelity® VIP Total Market Index Division			Franklin Mutual Global Discovery VIP Division			Franklin Small Cap Value VIP Division			Franklin Strategic Income VIP Division			Goldman Sachs Core Fixed Income Division			Goldman Sachs International Equity Insights Division			Goldman Sachs Large Cap Value Division
Cost of purchases	$	218,231		$	391,368		$	52		$	4,100,583		$	11,720		$	919,800		$	49,363		$	5,494
Proceeds from sales		(171,036	)		(140,581	)		(321	)		(3,542,022	)		(3,676	)		(628,703	)		(24,948	)		(5,321	)

	Goldman Sachs Mid Cap Value Division			Goldman Sachs Small Cap Equity Insights Division			Goldman Sachs Strategic Growth Division			Goldman Sachs U.S. Equity Insights Division			Invesco Oppenheimer V.I. International Growth Division			Invesco V.I. American Franchise Division			Invesco V.I. Capital Appreciation Division			Invesco V.I. Comstock Division
Cost of purchases	$	326,401		$	50,182		$	2,777,585		$	50,167		$	8,518,985		$	1,319,676		$	10,589,954		$	15,554
Proceeds from sales		(223,820	)		(8,697	)		(1,701,994	)		(10,866	)		(6,327,308	)		(1,067,983	)		(10,106,983	)		(1,231	)

	Invesco V.I. Conservative Balanced Division			Invesco V.I. Core Bond Division			Invesco V.I. Discovery Mid Cap Growth Division			Invesco V.I. Diversified Dividend Division			Invesco V.I. Global Division			Invesco V.I. Global Real Estate Division			Invesco V.I. Global Strategic Income Division			Invesco V.I. Health Care Division
Cost of purchases	$	207,902		$	2,643,728		$	19,412,971		$	1,253,861		$	17,693,168		$	51,945		$	4,771,557		$	1,692,100
Proceeds from sales		(561,493	)		(1,450,656	)		(13,173,014	)		(1,304,147	)		(16,866,100	)		(23,638	)		(3,705,761	)		(1,196,131	)

	Invesco V.I. International Growth Division			Invesco V.I. Main Street Division			Invesco V.I. Main Street Small Cap Division			Invesco V.I. Small Cap Equity Division			Invesco V.I. Technology Division			Invesco V.I. U.S. Government Money Division			Janus Henderson Balanced Division			Janus Henderson Balanced Division
																			(Institutional Class)			(Service Class)
Cost of purchases	$	4,063		$	4,559,524		$	1,774,656		$	1		$	2,551,290		$	911,886		$	2,909		$	1,033,858
Proceeds from sales		(453	)		(3,925,743	)		(2,030,731	)		(38	)		(1,746,332	)		(738,948	)		(234,153	)		(1,256,648	)

F-65 

Notes To Financial Statements (Continued)

6. PURCHASES AND SALES OF INVESTMENTS (Continued)

	Janus Henderson Forty Division			Janus Henderson Forty Division			Janus Henderson Global Research Division			Janus Henderson Global Research Division			JPMorgan Insurance Trust U.S. Equity Division			Lord Abbett Developing Growth Division			MFS® Blended Research Core Equity Division			MFS® Global Real Estate Division
	(Institutional Class)			(Service Class)			(Institutional Class)			(Service Class)
Cost of purchases	$	7,696,969		$	295,167		$	1,481,778		$	114,786		$	516,420		$	223,442		$	536,096		$	105,558
Proceeds from sales		(6,037,071	)		(260,998	)		(1,546,848	)		(92,323	)		(11,302	)		(47,682	)		(390,165	)		(2,333	)

	MFS® Government Securities Division			MFS® Growth Division			MFS® International Intrinsic Value Division			MFS® Investors Trust Division			MFS® Mid Cap Value Division			MFS® New Discovery Division			MFS® Research Division			MFS® Utilities Division
Cost of purchases	$	316		$	925,291		$	619,817		$	369,503		$	205,446		$	3,418,555		$	89,289		$	9,341
Proceeds from sales		(176	)		(502,252	)		(189,062	)		(236,798	)		(177,787	)		(2,327,256	)		(607,484	)		(342	)

	MFS® Value Division			MML Aggressive Allocation Division			MML American Funds Core Allocation Division			MML American Funds Growth Division			MML American Funds International Division			MML Balanced Allocation Division			MML Blend Division			MML Blue Chip Growth Division
Cost of purchases	$	3,570,138		$	2,487,170		$	292,497		$	1,737,016		$	368,849		$	1,288,949		$	11,542,202		$	7,271,480
Proceeds from sales		(18,603	)		(1,812,769	)		(249,256	)		(134,546	)		(249,255	)		(1,259,173	)		(4,742,410	)		(5,620,134	)

	MML Conservative Allocation Division			MML Dynamic Bond Division			MML Equity Division			MML Equity Income Division			MML Equity Index Division			MML Equity Index Division			MML Equity Index Division			MML Focused Equity Division
													(Service Class I)			(Class II)			(Class III)
Cost of purchases	$	582,083		$	74,749		$	6,130,398		$	1,119,116		$	10,294,949		$	15,866,166		$	1,227,633		$	379,854
Proceeds from sales		(839,611	)		(21,567	)		(8,868,589	)		(768,300	)		(9,169,914	)		(11,050,001	)		(456,736	)		(330,465	)

F-66 

Notes To Financial Statements (Continued)

6. PURCHASES AND SALES OF INVESTMENTS (Continued)

	MML Foreign Division			MML Fundamental Equity Division			MML Fundamental Value Division			MML Global Division			MML Global Division			MML Growth & Income Division			MML Growth Allocation Division			MML High Yield Division
													(Class II)
Cost of purchases	$	373,851		$	104,920		$	35,111		$	163,358		$	341,135		$	852,775		$	1,969,991		$	81,345
Proceeds from sales		(121,834	)		(15,263	)		(51,240	)		(88,197	)		(167,644	)		(440,504	)		(756,325	)		(91,921	)
	MML Income & Growth Division			MML Inflation- Protected and Income Division			MML International Equity Division			MML Large Cap Growth Division			MML Managed Bond Division			MML Managed Volatility Division			MML Mid Cap Growth Division			MML Mid Cap Value Division
Cost of purchases	$	818,821		$	2,055,661		$	67,006		$	286,188		$	4,797,159		$	1,540,526		$	2,699,475		$	916,207
Proceeds from sales		(463,601	)		(1,215,205	)		(24,331	)		(35,595	)		(3,415,101	)		(1,683,412	)		(1,712,028	)		(753,601	)
	MML Moderate Allocation Division			MML Short-Duration Bond Division			MML Small Cap Equity Division			MML Small Cap Growth Equity Division			MML Small Company Value Division			MML Small/Mid Cap Value Division			Strategic Emerging Markets Division			MML Total Return Bond Division
Cost of purchases	$	1,148,923		$	603,535		$	5,658,658		$	6,925,044		$	289,577		$	586,887		$	101,492		$	471,112
Proceeds from sales		(1,039,570	)		(276,391	)		(5,334,718	)		(4,929,512	)		(76,169	)		(575,914	)		(29,085	)		(379,780	)
	MML U.S. Government Money Market Division			PIMCO Commodity- RealReturn® Strategy Division			PIMCO Global Bond Opportunities Division			PIMCO High Yield Division			PIMCO Real Return Division			PIMCO Total Return Division			T. Rowe Price All-Cap Opportunities Division			T. Rowe Price Blue Chip Growth Division
Cost of purchases	$	21,651,681		$	247,421		$	33,659		$	67,103		$	24,456		$	269,982		$	1,118,292		$	7,289,267
Proceeds from sales		(27,461,717	)		(226,279	)		(3,633	)		(151,853	)		(23,512	)		(245,175	)		(670,391	)		(6,367,583	)

F-67 

Notes To Financial Statements (Continued)

6. PURCHASES AND SALES OF INVESTMENTS (Continued)

	T. Rowe Price Equity Income Division			T. Rowe Price Limited-Term Bond Division			T. Rowe Price Mid-Cap Growth Division			Templeton Foreign VIP Division			Templeton Global Bond VIP Division			Vanguard VIF Global Bond Index Division			Vanguard VIF Mid Cap Index Division			Vanguard VIF Real Estate Index Division
Cost of purchases	$	5,880,890		$	3,112		$	8,741,933		$	2,499,274		$	48,405			300,090			428,704			291,928
Proceeds from sales		(4,023,506	)		(60,925	)		(6,739,918	)		(1,908,926	)		(49,365	)		(110,953	)		(134,210	)		(103,931	)
		Voya International Index Division			Voya Russell™ Mid Cap Index Division			Voya Russell™ Small Cap Index Division			VY® Clarion Global Real Estate Division
Cost of purchases	$	277,034		$	1,431,858		$	550,606		$	269,974
Proceeds from sales		(197,818	)		(784,765	)		(537,012	)		(241,069	)

F-68 

Notes To Financial Statements (Continued)

7. NET INCREASE (DECREASE) IN OUTSTANDING UNITS

The changes in outstanding units for the two years ended December 31, 2021 were as follows:

2021	American Century VP Capital Appreciation Division			American Century VP Disciplined Core Value Division			American Century VP Inflation Protection Division			American Century VP International Division			American Century VP Value Division			American Funds® Asset Allocation Division			American Funds® Growth-Income Division			BlackRock High Yield V.I. Division
Units purchased		31,860			357,127			1,520			1,085			186,605			278,198			463,024			11,094
Units withdrawn		(4,428	)		(743,314	)		(376	)		(4,835	)		(321,223	)		(462,088	)		(1,146,706	)		(1,930	)
Units transferred between divisions and transferred to/from GPA		(4,028	)		(73,641	)		(47,711	)		905,297			(12,056	)		(22,366	)		92,153			(2,316	)
Net increase (decrease)		23,405			(459,828	)		(46,567	)		901,547			(146,675	)		(206,257	)		(591,529	)		6,849
2021 (Continued)	BlackRock Small Cap Index V.I. Division			BlackRock Small Cap Index V.I. Division			BlackRock Total Return V.I. Division			BNY Mellon MidCap Stock Division			Delaware Ivy VIP Asset Strategy Division			Delaware Ivy VIP Asset Strategy Division			Delaware Ivy VIP Science and Technology Division			Delaware VIP® Emerging Markets Division
				(Class III)									(Class I)			(Class II)
Units purchased		283,509			2,057			96,794			3,056			641			7,420			6,285			32,632
Units withdrawn		(25,272	)		(89	)		(256,309	)		(3,959	)		(173	)		(907	)		(585	)		(4,585	)
Units transferred between divisions and transferred to/from GPA		2,811			(459	)		16,511			92,440			-			53,918			2,483			54,227
Net increase (decrease)		261,048			1,508			(143,004	)		91,538			468			60,431			8,183			82,274
2021 (Continued)	Delaware VIP® Small Cap Value Division			DWS Small Cap Index Division			Eaton Vance VT Floating-Rate Income Division			Fidelity® VIP Bond Index Division			Fidelity® VIP Contrafund® Division			Fidelity® VIP Contrafund® Division			Fidelity® VIP Extended Market Index Division			Fidelity® VIP Freedom 2020 Division
													(Initial Class)			(Service Class)
Units purchased		41,273			119,300			7,292			208,489			1,420,229			39,416			157,259			-
Units withdrawn		(4,499	)		(187,335	)		(1,214	)		(16,219	)		(1,732,225	)		(246,161	)		(13,710	)		(696	)
Units transferred between divisions and transferred to/from GPA		267,467			218			(64,434	)		2,244			9,659			138,684			2,070			(1,104	)
Net increase (decrease)		304,241			(67,817	)		(58,356	)		194,514			(302,336	)		(68,061	)		145,619			(1,801	)
2021 (Continued)	Fidelity® VIP Freedom 2025 Division			Fidelity® VIP Freedom 2030 Division			Fidelity® VIP Freedom 2035 Division			Fidelity® VIP Freedom 2040 Division			Fidelity® VIP Freedom 2050 Division			Fidelity® VIP Growth Division			Fidelity® VIP International Index Division			Fidelity® VIP International Index Division
																						(Service Class II)
Units purchased		67,592			55,548			106,729			25,707			100,654			59,000			221,021			8,000
Units withdrawn		(8,454	)		(3,056	)		(6,926	)		(1,689	)		(3,342	)		(6,325	)		(21,109	)		(401	)
Units transferred between divisions and transferred to/from GPA		172,740			14,778			74,881			17,555			25,027			69,095			2,536			5,855
Net increase (decrease)		231,878			67,270			174,683			41,573			122,340			121,770			202,448			13,454

F-69 

Notes To Financial Statements (Continued)

7. NET INCREASE (DECREASE) IN OUTSTANDING UNITS (Continued)

2021 (Continued)	Fidelity® VIP Real Estate Division		Fidelity® VIP Total Market Index Division		Franklin Mutual Global Discovery VIP Division		Franklin Small Cap Value VIP Division		Franklin Strategic Income VIP Division		Goldman Sachs Core Fixed Income Division		Goldman Sachs International Equity Insights Division		Goldman Sachs Large Cap Value Division
Units purchased		9,103		226,002		-		183,163		5,951		24,358		22,329		1,267
Units withdrawn		(2,870)		(24,740)		(77)		(259,474)		(170)		(11,107)		(2,374)		(1,509)
Units transferred between divisions and transferred to/from GPA		26,688		2,599		(187)		233,376		1,286		226,977		(5,917)		-
Net increase (decrease)		32,921		203,861		(264)		157,064		7,066		240,227		14,038		(242)
2021 (Continued)	Goldman Sachs Mid Cap Value Division		Goldman Sachs Small Cap Equity Insights Division		Goldman Sachs Strategic Growth Division		Goldman Sachs U.S. Equity Insights Division		Invesco Oppenheimer V.I. International Growth Division		Invesco V.I. American Franchise Division		Invesco V.I. Capital Appreciation Division		Invesco V.I. Comstock Division
Units purchased		5,447		17,981		54,616		1,419		707,389		-		735,467		9,327
Units withdrawn		(20,973)		(714)		(171,705)		(2,163)		(979,187)		(2,477)		(1,490,831)		(816)
Units transferred between divisions and transferred to/from GPA		(2,832)		1,163		(2,758)		-		(104,373)		109,761		(303,087)		-
Net increase (decrease)		(18,359)		18,430		(119,847)		(744)		(376,171)		107,285		(1,058,451)		8,511
2021 (Continued)	Invesco V.I. Conservative Balanced Division		Invesco V.I. Core Bond Division		Invesco V.I. Discovery Mid Cap Growth Division		Invesco V.I. Diversified Dividend Division		Invesco V.I. Global Division		Invesco V.I. Global Real Estate Division		Invesco V.I. Global Strategic Income Division		Invesco V.I. Health Care Division
Units purchased		28,906		901,000		886,804		98,610		838,629		22,284		889,881		68,501
Units withdrawn		(206,701)		(749,939)		(1,108,762)		(73,862)		(1,519,772)		(1,156)		(969,850)		(89,758)
Units transferred between divisions and transferred to/from GPA		2,167		24,319		(92,049)		(64,951)		(162,427)		2,241		288,888		20,896
Net increase (decrease)		(175,628)		175,380		(314,007)		(40,203)		(843,570)		23,369		208,918		(360)
2021 (Continued)	Invesco V.I. International Growth Division		Invesco V.I. Main Street Division		Invesco V.I. Main Street Small Cap Division		Invesco V.I. Small Cap Equity Division		Invesco V.I. Technology Division		Invesco V.I. U.S. Government Money Division		Janus Henderson Balanced Division		Janus Henderson Balanced Division
													(Institutional Class)		(Service Class)
Units purchased		-		419,187		28,101		-		67,924		704,338		4		62,783
Units withdrawn		(167)		(722,300)		(79,396)		(1)		(118,240)		(440,060)		(56,488)		(132,834)
Units transferred between divisions and transferred to/from GPA		2,408		(99,821)		(13,005)		(21)		(32,802)		(110,291)		-		(1,967)
Net increase (decrease)		2,241		(402,934)		(64,300)		(23)		(83,118)		153,987		(56,485)		(72,018)

F-70 

Notes To Financial Statements (Continued)

7. NET INCREASE (DECREASE) IN OUTSTANDING UNITS (Continued)

2021 (Continued)	Janus Henderson Forty Division	Janus Henderson Forty Division	Janus Henderson Global Research Division	Janus Henderson Global Research Division	JPMorgan Insurance Trust U.S. Equity Division	Lord Abbett Developing Growth Division	MFS® Blended Research Core Equity Division	MFS® Global Real Estate Division
	(Institutional Class)	(Service Class)	(Institutional Class)	(Service Class)
Units purchased	110,976	1,221	223,296	2,222	1,802	885	7,881	-
Units withdrawn	(441,782)	(2,639)	(431,984)	(727)	(5,333)	(1,955)	(2,431)	(1,489)
Units transferred between divisions and transferred to/from GPA	27,300	(664)	(73,676)	1,886	265,439	42,633	70,875	75,575
Net increase (decrease)	(303,505)	(2,082)	(282,364)	3,381	261,908	41,563	76,324	74,086

2021 (Continued)	MFS® Government Securities Division	MFS® Growth Division	MFS® International Intrinsic Value Division	MFS® Investors Trust Division	MFS® Mid Cap Value Division	MFS® New Discovery Division	MFS® Research Division	MFS® Utilities Division
Units purchased	14	7,736	17,632	6,279	52,617	37,524	3,669	5,781
Units withdrawn	(2)	(78,719)	(7,116)	(19,919)	(2,380)	(104,213)	(54,782)	(237)
Units transferred between divisions and transferred to/from GPA	111	154,726	273,360	31,558	(29,168)	26,407	(71,936)	-
Net increase (decrease)	123	83,743	283,877	17,917	21,069	(40,282)	(123,049)	5,544

2021 (Continued)	MFS® Value Division	MML Aggressive Allocation Division	MML American Funds Core Allocation Division	MML American Funds Growth Division	MML American Funds International Division	MML Balanced Allocation Division	MML Blend Division	MML Blue Chip Growth Division
							(Service Class I)	(Service Class II)
Units purchased	3,051	393,880	185,324	1,083,773	83,707	336,292	476,753	589,557
Units withdrawn	(13,322)	(236,483)	(25,557)	(60,000)	(12,150)	(372,309)	(834,617)	(378,134)
Units transferred between divisions and transferred to/from GPA	2,259,247	69,601	(136,978)	116,444	26,320	90,420	4,503	(135,066)
Net increase (decrease)	2,248,976	226,998	22,788	1,140,217	97,877	54,403	(353,360)	76,356

2021 (Continued)	MML Conservative Allocation Division	MML Dynamic Bond Division	MML Equity Division	MML Equity Income Division	MML Equity Index Division	MML Equity Index Division	MML Equity Index Division	MML Focused Equity Division
					(Service Class I)	(Class II)	(Class III)
Units purchased	106,517	16,507	1,012,002	236,625	176,276	801,925	679,881	28,515
Units withdrawn	(131,756)	(1,887)	(1,774,280)	(173,048)	(36,830)	(1,094,655)	(49,982)	(4,316)
Units transferred between divisions and transferred to/from GPA	(117,256)	27,974	(34,657)	108,400	335,174	(208,494)	2,991	(7,462)
Net increase (decrease)	(142,495)	42,593	(796,934)	171,977	474,620	(501,224)	632,890	16,737

F-71 

Notes To Financial Statements (Continued)

7. NET INCREASE (DECREASE) IN OUTSTANDING UNITS (Continued)

2021 (Continued)	MML Foreign Division	MML Fundamental Equity Division	MML Fundamental Value Division	MML Global Division	MML Global Division	MML Growth & Income Division	MML Growth Allocation Division	MML High Yield Division
				(Service Class I)	(Class II)
Units purchased	42,279	3,973	18,561	-	36,097	258,860	282,309	21,043
Units withdrawn	(23,004)	(6,431)	(25,975)	(1,498)	(17,855)	(49,813)	(133,249)	(46,464)
Units transferred between divisions and transferred to/from GPA	165,024	2,241	1,068	43,688	41,383	11,868	183,083	13,900
Net increase (decrease)	184,299	(216)	(6,346)	42,190	59,625	220,915	332,143	(11,522)

2021 (Continued)	MML Income & Growth Division	MML Inflation- Protected and Income Division	MML International Equity Division	MML Large Cap Growth Division	MML Managed Bond Division	MML Managed Volatility Division	MML Mid Cap Growth Division	MML Mid Cap Value Division
Units purchased	216,172	262,381	15,219	46,036	825,021	294,343	135,736	50,358
Units withdrawn	(35,585)	(234,924)	(2,132)	(16,746)	(1,167,996)	(414,174)	(163,354)	(56,894)
Units transferred between divisions and transferred to/from GPA	50,762	178,513	16,514	80,578	451,445	4,971	153,146	64,601
Net increase (decrease)	231,349	205,970	29,601	109,868	108,469	(114,860)	125,528	58,066

2021 (Continued)	MML Moderate Allocation Division	MML Short-Duration Bond Division	MML Small Cap Equity Division	MML Small Cap Growth Equity Division	MML Small Company Value Division	MML Small/Mid Cap Value Division	MML Strategic Emerging Markets Division	MML Total Return Bond Division
Units purchased	124,293	9,254	347,207	204,158	7,763	46,545	33,756	58,045
Units withdrawn	(133,973)	(3,135)	(557,103)	(505,234)	(4,753)	(31,820)	(18,433)	(11,748)
Units transferred between divisions and transferred to/from GPA	11,091	281,590	(18,632)	182,705	102,142	(39,871)	14,368	26,838
Net increase (decrease)	1,412	287,708	(228,528)	(118,371)	105,152	(25,146)	29,690	73,134

2021 (Continued)	MML U.S. Government Money Market Division	PIMCO Commodity- RealReturn® Strategy Division	PIMCO Global Bond Opportunities Division	PIMCO High Yield Division	PIMCO Real Return Division	PIMCO Total Return Division	T. Rowe Price All-Cap Opportunities Division	T. Rowe Price Blue Chip Growth
Units purchased	6,104,479	79,428	11,821	7,768	9,000	6,034	20,652	85,948
Units withdrawn	(4,871,829)	(83,521)	(2,282)	(124,012)	(730)	(1,425)	(98,519)	(375,035)
Units transferred between divisions and transferred to/from GPA	(5,454,535)	7,971	3,885	37,996	(8,355)	11,440	18,283	67,561
Net increase (decrease)	(4,221,885)	3,879	13,424	(78,248)	(85)	16,050	(59,584)	(221,526)

F-72 

Notes To Financial Statements (Continued)

7. NET INCREASE (DECREASE) IN OUTSTANDING UNITS (Continued)

2021 (Continued)	T. Rowe Price Equity Income Division	T. Rowe Price Limited-Term Bond Division	T. Rowe Price Mid-Cap Growth Division	Foreign VIP Division	Global Bond VIP Division	Global Bond Index Division	Vanguard VIF Mid Cap Index Division	Vanguard VIF Real Estate Index Division
Units purchased	323,473	6	246,821	385,915	22,842	198,752	251,690	158,184
Units withdrawn	(433,076)	(4,112)	(794,834)	(346,062)	(821)	(12,285)	(20,703)	(8,792)
Units transferred between divisions and transferred to/from GPA	129,249	(49,274)	(48,351)	843	(22,401)	6,968	10,714	2,142
Net increase (decrease)	19,646	(53,380)	(596,364)	40,696	(380)	193,435	241,701	151,533

2021 (Continued)	Voya International Index Division	Voya Russell™ Mid Cap Index Division	Voya Russell™ Small Cap Index Division	VY® Clarion Global Real Estate Division
Units purchased	129,568	80,586	26,071	32,265
Units withdrawn	(12,941)	(17,181)	(4,626)	(25,507)
Units transferred between divisions and transferred to/from GPA	(76,414)	202,987	(12,367)	(2,887)
Net increase (decrease)	40,214	266,392	9,078	3,871

2020	American Century VP Capital Appreciation Division	American Century VP Disciplined Core Value Division	American Century VP Inflation Protection Division	American Century VP International Division	American Century VP Value Division	American Funds® Asset Allocation Division	American Funds® Growth-Income Division	BlackRock High Yield V.I. Division
Units purchased	38,475	536,978	30,767	-	261,273	389,526	580,573	51,320
Units withdrawn	(7,081)	(1,005,723)	(1,530)	(1,607)	(330,353)	(490,922)	(868,363)	(2,339)
Units transferred between divisions and transferred to/from GPA	(28,315)	(309,036)	899	-	(49,631)	17,664	(38,482)	(1,512)
Net increase (decrease)	3,080	(777,782)	30,135	(1,607)	(118,712)	(83,732)	(326,272)	47,469

2020 (Continued)	BlackRock Small Cap Index V.I. Division	BlackRock Total Return V.I. Division	BNY Mellon MidCap Stock Division	Delaware VIP® Emerging Markets Division	Delaware VIP® Small Cap Value Division	DWS Small Cap Index Division	Eaton Vance VT Floating-Rate Income Division	Fidelity® VIP Bond Index Division
Units purchased	5,565	57,343	-	44,717	21,213	211,497	28,352	3,093
Units withdrawn	(272)	(8,432)	(2,156)	(1,939)	(2,042)	(231,716)	(1,495)	(208)
Units transferred between divisions and transferred to/from GPA	30	21,971	68,049	(278)	973	(48,743)	26,787	-
Net increase (decrease)	5,324	70,882	65,893	42,501	20,144	(68,961)	53,644	2,885

F-73 

Notes To Financial Statements (Continued)

7. NET INCREASE (DECREASE) IN OUTSTANDING UNITS (Continued)

2020 (Continued)	Fidelity® VIP Contrafund® Division	Fidelity® VIP Contrafund® Division	VIP Extended Market Index Division	Fidelity® VIP Freedom 2020 Division	Fidelity® VIP Freedom 2025 Division	Fidelity® VIP Freedom 2030 Division	Fidelity® VIP Freedom 2035 Division	Fidelity® VIP Freedom 2040 Division
	(Initial Class)	(Service Class)
Units purchased	1,097,570	73,131	2,620	1,253	28,860	10,187	176,085	23,185
Units withdrawn	(1,640,859)	(182,240)	(193)	(635)	(4,888)	(1,064)	(6,213)	(1,523)
Units transferred between divisions and transferred to/from GPA	(37,329)	22,371	-	10,083	138,152	1,410	(42,008)	(2,453)
Net increase (decrease)	(580,618)	(86,737)	2,427	10,701	162,124	10,532	127,863	19,209

2020 (Continued)	Fidelity® VIP Freedom 2050 Division	Fidelity® VIP Growth Division	Fidelity® VIP International Index Division	Fidelity® VIP Real Estate Division	Fidelity® VIP Total Market Index Division	Franklin Mutual Global Discovery VIP Division	Franklin Small Cap Value VIP Division	Goldman Sachs Core Fixed Income Division
Units purchased	10,429	17,659	6,337	38,656	7,881	-	279,269	25,077
Units withdrawn	(1,062)	(6,026)	(217)	(2,849)	(344)	(54)	(303,489)	(7,522)
Units transferred between divisions and transferred to/from GPA	284	66,936	-	48,076	-	1,828	87,098	131,587
Net increase (decrease)	9,651	78,569	6,120	83,883	7,537	1,773	62,879	149,142

2020 (Continued)	Goldman Sachs International Equity Insights Division	Goldman Sachs Large Cap Value Division	Goldman Sachs Mid Cap Value Division	Goldman Sachs Small Cap Equity Insights Division	Goldman Sachs Strategic Growth Division	Goldman Sachs U.S. Equity Insights Division	Invesco Oppenheimer V.I. Capital Appreciation Division	Invesco Oppenheimer V.I. Conservative Balanced Division
Units purchased	8,679	64	7,016	9,220	79,295	22	1,028,014	41,252
Units withdrawn	(29,389)	(355)	(9,788)	(616)	(159,008)	(1,591)	(2,187,143)	(40,261)
Units transferred between divisions and transferred to/from GPA	3,108	-	(108,820)	-	(220,627)	-	(844,957)	29,162
Net increase (decrease)	(17,602)	(291)	(111,592)	8,604	(300,340)	(1,569)	(2,004,086)	30,153

2020 (Continued)	Invesco Oppenheimer V.I. Discovery Mid Cap Growth Division	Invesco Oppenheimer V.I. Global Division	Invesco Oppenheimer V.I. Global Strategic Income Division	Invesco Oppenheimer V.I. Government Money Division	Invesco Oppenheimer V.I. International Growth Division	Invesco Oppenheimer V.I. Main Street Division	Invesco Oppenheimer V.I. Main Street Small Cap Division	Invesco Oppenheimer V.I. Total Return Bond Division
Units purchased	687,225	1,100,774	1,009,164	621,349	843,659	485,751	42,336	965,010
Units withdrawn	(1,499,737)	(1,673,580)	(1,011,925)	(401,768)	(626,179)	(1,047,479)	(49,996)	(717,869)
Units transferred between divisions and transferred to/from GPA	(474,695)	(678,138)	120,947	(193,157)	(601,651)	(304,816)	(4,387)	515,692
Net increase (decrease)	(1,287,207)	(1,250,944)	118,186	26,423	(384,170)	(866,544)	(12,047)	762,832

F-74 

Notes To Financial Statements (Continued)

7. NET INCREASE (DECREASE) IN OUTSTANDING UNITS (Continued)

2020 (Continued)	Invesco V.I. Comstock Division	Invesco V.I. Diversified Dividend Division	Invesco V.I. Global Real Estate Division	Invesco V.I. Health Care Division	Invesco V.I. International Growth Division	Invesco V.I. Small Cap Equity Division	Invesco V.I. Technology Division	Ivy VIP Asset Strategy Division
								(Class II)
Units purchased	20,931	116,343	8,244	94,736	-	-	115,734	6,966
Units withdrawn	(1,689)	(143,558)	(846)	(76,683)	(72)	(1)	(144,346)	(717)
Units transferred between divisions and transferred to/from GPA	-	31,333	1,808	(6,463)	2,048	38	(143,645)	-
Net increase (decrease)	19,242	4,118	9,207	11,590	1,976	37	(172,257)	6,249

2020 (Continued)	Ivy VIP Science and Technology Division	Janus Henderson Balanced Division	Janus Henderson Balanced Division	Janus Henderson Forty Division	Janus Henderson Forty Division	Janus Henderson Global Research Division	Janus Henderson Global Research Division	JPMorgan Insurance Trust U.S. Equity Division
		(Institutional Class)	(Service Class)	(Institutional Class)	(Service Class)	(Institutional Class)	(Service Class)
Units purchased	-	4	81,076	162,796	1,684	303,700	2,661	-
Units withdrawn	(452)	(2,949)	(113,889)	(404,646)	(1,545)	(422,800)	(894)	(97)
Units transferred between divisions and transferred to/from GPA	9,747	-	25,975	(130,691)	(369)	(162,390)	(281)	22,222
Net increase (decrease)	9,295	(2,945)	(6,838)	(372,542)	(230)	(281,490)	1,487	22,125

2020 (Continued)	Lord Abbett Developing Growth Division	Blended Research Core Equity Division	MFS® Growth Division	MFS® International Intrinsic Value Division	MFS® Investors Trust Division	MFS® Mid Cap Value Division	MFS® New Discovery Division	MFS® Research Division
Units purchased	2,094	18,961	21,844	21,936	15,608	23,740	55,910	5,127
Units withdrawn	(1,436)	(2,013)	(58,881)	(2,449)	(10,877)	(2,426)	(94,775)	(33,541)
Units transferred between divisions and transferred to/from GPA	47,734	45,973	4,399	26,297	(64,839)	1,946	(6,437)	68,182
Net increase (decrease)	48,391	62,920	(32,637)	45,784	(60,108)	23,260	(45,301)	39,768

2020 (Continued)	MFS® Utilities Division	MFS® Value Division	MML Aggressive Allocation Division	MML American Funds Core Allocation Division	MML American Funds Growth Division	MML American Funds International Division	MML Balanced Allocation Division	MML Blend Division
Units purchased	4,555	-	251,670	112,900	10,945	1,017	162,232	609,304
Units withdrawn	(257)	(2,328)	(192,005)	(8,418)	(1,007)	(153)	(94,333)	(690,078)
Units transferred between divisions and transferred to/from GPA	-	90,901	(14,181)	138,413	4,571	-	1,481	(69,403)
Net increase (decrease)	4,298	88,574	45,484	242,895	14,510	864	69,380	(150,177)

F-75 

Notes To Financial Statements (Continued)

7. NET INCREASE (DECREASE) IN OUTSTANDING UNITS (Continued)

2020 (Continued)	MML Blue Chip Growth Division	MML Conservative Allocation Division	MML Dynamic Bond Division	MML Equity Division	MML Equity Income Division	MML Equity Index Division	MML Equity Index Division	MML Equity Index Division
						(Service Class I)	(Class II)	(Class III)
Units purchased	673,547	172,436	13,930	1,423,420	78,719	491,289	1,129,064	3,265
Units withdrawn	(326,160)	(240,533)	(822)	(2,038,588)	(48,024)	(43,905)	(2,203,388)	(199)
Units transferred between divisions and transferred to/from GPA	17,471	18,133	8,680	(273,774)	202,143	6,944	(242,536)	-
Net increase (decrease)	364,858	(49,964)	21,788	(888,943)	232,838	454,327	(1,316,861)	3,066

2020 (Continued)	MML Focused Equity Division	MML Foreign Division	MML Fundamental Equity Division	MML Fundamental Value Division	MML Global Division	MML Global Division	MML Growth & Income Division	MML Growth Allocation Division
					(Service Class I)	(Class II)
Units purchased	84,769	49,114	29,980	7,295	-	27,308	62,139	346,119
Units withdrawn	(5,568)	(18,086)	(6,353)	(44,152)	(894)	(17,094)	(40,103)	(237,227)
Units transferred between divisions and transferred to/from GPA	(39,286)	(357)	(28,650)	(1,007)	33,816	854	5,112	(197,614)
Net increase (decrease)	39,915	30,671	(5,023)	(37,864)	32,923	11,069	27,148	(88,722)

2020 (Continued)	MML High Yield Division	MML Income & Growth Division	Inflation- Protected and Income Division	MML International Equity Division	MML Large Cap Growth Division	MML Managed Bond Division	MML Managed Volatility Division	MML Mid Cap Growth Division
Units purchased	6,478	79,628	212,551	3,925	4,092	801,616	395,566	99,808
Units withdrawn	(874)	(21,704)	(511,614)	(169)	(408)	(1,153,187)	(385,761)	(57,075)
Units transferred between divisions and transferred to/from GPA	164	90,176	214,067	73	(588)	101,138	(66,126)	113,024
Net increase (decrease)	5,768	148,099	(84,996)	3,829	3,096	(250,434)	(56,321)	155,757

2020 (Continued)	MML Mid Cap Value Division	MML Moderate Allocation Division	MML Short-Duration Bond Division	MML Small Cap Equity Division	MML Small Cap Growth  Equity Division	MML Small Company Value Division	MML Small/Mid Cap Value Division	MML Strategic Emerging Markets Division
Units purchased	71,412	151,020	6,200	450,272	254,454	549	96,333	21,232
Units withdrawn	(32,282)	(118,044)	(271)	(520,535)	(365,841)	(2,461)	(24,388)	(5,017)
Units transferred between divisions and transferred to/from GPA	30,533	78,743	(9,513)	29,145	102,441	84,943	(5,843)	(46,564)
Net increase (decrease)	69,663	111,719	(3,583)	(41,118)	(8,946)	83,030	66,102	(30,349)

F-76 

Notes To Financial Statements (Continued)

2020 (Continued)	MML Total Return Bond Division	MML U.S. Government Money Market Division	PIMCO Commodity- RealReturn® Strategy Division	PIMCO Global Bond Opportunities Division	PIMCO High Yield Division	PIMCO Real Return Division	PIMCO Total Return Division	T. Rowe Price Blue Chip Growth Division
Units purchased	9,599	5,786,265	97,730	12,494	7,693	11,205	62,235	121,089
Units withdrawn	(996)	(3,758,541)	(41,333)	(2,286)	(4,132)	(534)	(3,073)	(218,387)
Units transferred between divisions and transferred to/from GPA	3,449	3,407,241	5,234	-	62,104	6,414	(27,092)	(20,143)
Net increase (decrease)	12,052	5,434,964	61,631	10,209	65,665	17,085	32,070	(117,441)

2020 (Continued)	T. Rowe Price Equity Income Division	T. Rowe Price Limited-Term Bond Division	T. Rowe Price Mid-Cap Growth Division	T. Rowe Price New America Growth Division	Templeton Foreign VIP Division	Templeton Global Bond VIP Division	Vanguard VIF Global Bond Index Division	Vanguard VIF Mid Cap Index Division
Units purchased	472,173	-	324,598	35,412	491,103	20,763	3,122	5,639
Units withdrawn	(509,703)	(4,393)	(821,958)	(55,401)	(483,975)	(1,126)	(208)	(271)
Units transferred between divisions and transferred to/from GPA	87,515	100,043	(338,761)	(78,522)	(77,288)	1,343	-	32
Net increase (decrease)	49,985	95,650	(836,121)	(98,512)	(70,160)	20,979	2,914	5,400

2020 (Continued)	Vanguard VIF Real Estate Index Division	Voya International Index Division	Voya Russell™ Mid Cap Index Division	Voya Russell™ Small Cap Index Division	VY® Clarion Global Real Estate Division
Units purchased	5,143	132,320	228,346	124,173	42,403
Units withdrawn	(205)	(20,590)	(18,053)	(5,596)	(26,980)
Units transferred between divisions and transferred to/from GPA	-	(39,529)	37,632	(28,794)	11,888
Net increase (decrease)	4,937	72,200	247,925	89,783	27,311

F-77 

Notes To Financial Statements (Continued)

8.	FINANCIAL HIGHLIGHTS
	A.	A summary of units outstanding, unit values, net assets, investment income ratios, expense ratios (excluding expenses of the underlying funds) and total return ratios for each of the five years in the period ended December 31, 2021 follows:

		At December 31,								For the Years Ended December 31,
										Investment
			Unit Value3							Income		Expense Ratio2					Total Return3
		Units	(Lowest to Highest)					Net Assets		Ratio1		(Lowest to Highest)					(Lowest to Highest)
American Century VP Capital Appreciation Division
	2021	521,624	$	-		$	2.22	$	1,158,824	-	%	-	%		0.25	%	-	%		11.16	%
	2020	498,219		-			2.00		995,745	-		-			0.25		-			42.46
	2019	495,140		-			1.40		694,663	-		-			0.25		-			35.56
American Century VP Disciplined Core Value Division
	2021	8,771,675		4.06	to		4.66		37,822,087	1.08		0.25		to	1.00		22.42		to	23.34
	2020	9,231,503		3.32	to		3.78		32,069,155	1.95		0.25		to	1.00		10.70		to	11.53
	2019	10,009,285		3.00	to		3.39		30,738,840	2.08		0.25		to	1.00		22.72		to	23.64
	2018	10,525,082		2.44	to		2.74		25,843,652	1.91		0.25		to	1.00		(7.80)		to	(7.10)
	2017	11,241,950		2.65	to		2.95		29,362,754	2.38		0.25		to	1.00		19.29		to	20.19
American Century VP Inflation Protection Division
	2021	29,243		-			1.26		36,903	2.57		-			0.25		-			6.27
	2020	75,810		-			1.19		90,026	1.44		-			0.25		-			9.55
	2019	45,675		-			1.08		49,510	2.17		-			0.25		-			8.90
American Century VP International Division
	2021	1,039,229		1.68	to		1.98		1,790,461	0.04		0.25		to	0.40		8.26		to	8.75
	2020	137,681		1.55	to		1.83		251,549	0.48		0.25		to	0.60		25.13		to	25.88
	2019	139,289		1.23	to		1.46		203,381	0.86		0.25		to	0.60		27.65		to	28.42
	2018	140,901		0.96	to		1.14		161,169	1.26		0.25		to	0.60		(15.73)		to	(15.22)
	2017	142,405		1.13	to		1.36		193,296	0.86		0.25		to	0.60		12.99		to	30.42
American Century VP Value Division
	2021	3,719,350		3.82	to		5.07		16,757,071	1.74		0.25		to	1.00		23.27		to	24.20
	2020	3,866,025		3.10	to		4.09		14,131,672	2.32		0.25		to	1.00		(0.03)		to	0.73
	2019	3,984,737		3.10	to		4.06		14,599,998	2.12		0.25		to	1.00		25.77		to	26.72
	2018	4,109,602		2.46	to		3.20		12,074,180	1.66		0.25		to	1.00		(10.06)		to	(9.38)
	2017	4,346,509		2.74	to		3.53		14,228,000	1.66		0.25		to	1.00		7.67		to	8.48
American Funds® Asset Allocation Division
	2021	6,513,177		3.70	to		4.70		27,801,866	1.55		0.25		to	1.00		13.96		to	14.81
	2020	6,719,434		3.25	to		4.09		25,043,652	1.70		0.25		to	1.00		11.34		to	12.18
	2019	6,803,166		2.92	to		3.65		22,695,282	1.90		0.25		to	1.00		20.03		to	20.93
	2018	7,165,384		2.43	to		3.02		19,892,745	1.66		0.25		to	1.00		(5.56)		to	(4.84)
	2017	7,262,865		2.58	to		3.17		21,305,963	1.54		0.25		to	1.00		15.08		to	15.94
American Funds® Growth-Income Division
	2021	9,062,804		4.70	to		6.39		49,515,332	1.13		0.25		to	1.00		22.86		to	23.79
	2020	9,654,332		3.82	to		5.16		43,139,764	1.38		0.25		to	1.00		12.42		to	13.26
	2019	9,980,605		3.40	to		4.55		40,028,763	1.68		0.25		to	1.00		24.88		to	25.82
	2018	10,152,959		2.72	to		3.62		33,200,808	1.40		0.25		to	1.00		(2.77)		to	(2.03)
	2017	10,523,397		2.80	to		3.69		35,545,549	1.41		0.25		to	1.00		21.17		to	22.08
BlackRock High Yield V.I. Division
	2021	118,064		-			1.30		153,399	4.50		-			0.25		-		-	5.33
	2020	111,215		-			1.23		137,185	5.27		-			0.25		-		-	7.31
	2019	63,746		-			1.15		73,277	4.17		-			0.25		-		-	15.32
BlackRock Small Cap Index V.I. Division
	2021	266,372		-			1.24		329,081	2.41		-			0.80		-			13.66
	2020	5,324		-			1.09		5,787	0.20		-			0.80		-			-
BlackRock Small Cap Index V.I. Division (Class III)
	2021	1,508		-			0.99		1,493	1.21		-			0.25		-			-

F-78 

Notes To Financial Statements (Continued)

8.   FINANCIAL HIGHLIGHTS (Continued)

		At December 31,								For the Years Ended December 31,
										Investment
			Unit Value3							Income		Expense Ratio2					Total Return3
		Units	(Lowest to Highest)					Net Assets		Ratio1		(Lowest to Highest)					(Lowest to Highest)
BlackRock Total Return V.I. Division
	2021	227,326	$	-		$	1.18	$	268,804	1.68	%	-	%		0.25	%	-	%		(1.43)	%
	2020	370,330		-			1.20		444,258	2.17		-			0.25		-			8.90
	2019	299,448		-			1.10		329,864	2.16		-			0.25		-			9.51
BNY Mellon MidCap Stock Division
	2021	157,431		-			1.51		237,312	0.23		-			0.25		-			25.56
	2020	65,893		-			1.20		79,107	0.40		-			0.25		-			7.85
Delaware Ivy VIP Asset Strategy Division (Class I) 4
	2021	468		-			1.15		540	3.03		-		-	0.80		-		-	9.84
Delaware Ivy VIP Asset Strategy Division (Class II) 4
	2021	115,137		1.58	to		1.62		185,834	1.94		0.25		to	0.75		10.44		to	10.44
	2020	54,707		1.43	to		1.47		79,892	2.21		0.25		to	0.75		13.88		to	13.88
	2019	48,457		1.26	to		1.29		62,237	2.28		0.25		to	0.75		21.78		to	21.78
	2018	41,621		1.03	to		1.06		43,974	1.90		0.25		to	0.75		(5.44)		to	(5.44)
	2017	40,680		1.09	to		1.12		45,453	1.16		0.25		to	0.75		9.29		to	18.27
Delaware Ivy VIP Science and Technology Division4
	2021	17,479		-			2.51		43,842	-		-			0.25		-			15.17
	2020	9,295		-			2.18		20,245	-		-			0.25		-			35.36
Delaware VIP® Emerging Markets Division
	2021	183,036		-			1.46		266,570	0.06		-			0.25		-			(3.13)
	2020	100,762		-			1.50		151,492	0.50		-			0.25		-			24.69
	2019	58,261		-			1.21		70,248	0.39		-			0.25		-			22.25
Delaware VIP® Small Cap Value Division
	2021	326,567		-			1.49		485,921	0.33		-			0.25		-		to	34.01
	2020	22,326		-			1.11		24,788	0.17		-			0.25		-		to	(2.18)
	2019	2,181		-			1.14		2,476	-		-			0.25		-		to	27.72
DWS Small Cap Index Division
	2021	2,454,100		4.21	to		5.27		11,860,935	0.83		0.25		to	1.00		13.36		to	14.22
	2020	2,521,917		3.72	to		4.61		10,685,836	1.10		0.25		to	1.00		18.24		to	19.13
	2019	2,590,878		3.14	to		3.87		9,231,210	1.05		0.25		to	1.00		23.98		to	24.91
	2018	2,825,354		2.54	to		3.10		8,093,826	0.94		0.25		to	1.00		(12.12)		to	(11.45)
	2017	2,899,255		2.89	to		3.50		9,439,990	0.97		0.25		to	1.00		13.19		to	14.04
Eaton Vance VT Floating-Rate Income Division
	2021	37,104		-			1.16		43,081	3.14		-			0.25		-			3.76
	2020	95,460		-			1.12		106,816	3.46		-			0.25		-			2.27
	2019	41,816		-			1.09		45,751	3.46		-			0.25		-			7.47
Fidelity® VIP Bond Index Division
	2021	197,399		-			0.97		192,257	1.66		-			0.80		-			(2.73)
	2020	2,885		-			1.00		2,889	0.17		-			0.80		-			-
Fidelity® VIP Contrafund® Division (Initial Class)
	2021	16,632,193		6.46	to		6.69		116,779,958	0.06		0.15			1.00		26.56			27.64
	2020	16,934,529		5.10	to		5.24		95,130,421	0.25		0.15			1.00		29.27			30.37
	2019	17,515,147		3.95	to		4.02		75,526,172	0.46		0.15			1.00		30.27			31.38
	2018	18,313,134		3.03	to		3.06		60,778,694	0.70		0.15			1.00		(7.31)			(6.52)
	2017	19,235,499		3.27	to		4.51		68,425,223	0.99		0.25			1.00		20.67			21.57
Fidelity® VIP Contrafund® Division (Service Class)
	2021	1,563,644		6.62	to		7.05		9,712,506	0.05		0.40		to	0.75		26.76		to	27.14
	2020	1,631,705		5.22	to		5.54		8,374,787	0.15		0.60		to	0.75		29.46		to	29.65
	2019	1,718,442		4.03	to		4.28		6,785,433	0.36		0.60		to	0.75		30.47		to	30.66
	2018	1,871,054		3.09	to		3.27		5,677,222	0.60		0.60		to	0.75		(7.19)		to	(6.49)
	2017	2,019,712		3.33	to		3.52		6,595,001	0.90		0.60		to	0.75		20.86		to	21.04

F-79 

Notes To Financial Statements (Continued)

8.   FINANCIAL HIGHLIGHTS (Continued)

		At December 31,								For the Years Ended December 31,
										Investment
			Unit Value3							Income		Expense Ratio2					Total Return3
		Units	(Lowest to Highest)					Net Assets		Ratio1		(Lowest to Highest)					(Lowest to Highest)
Fidelity® VIP Extended Market Index Division
	2021	148,046	$	-		$	1.29	$	190,865	2.38	%	-	%		0.80	%	-	%		20.27	%
	2020	2,427		-			1.07		2,602	-		-			0.80		-			-
Fidelity® VIP Freedom 2020 Division
	2021	8,901		-			1.52		13,517	0.89		-			0.25		-			9.47
	2020	10,701		-			1.39		14,846	1.13		-			0.25		-			14.92
Fidelity® VIP Freedom 2025 Division
	2021	394,002		-			1.57		617,665	1.18		-			0.25		-			10.71
	2020	162,124		-			1.42		229,577	1.45		-			0.25		-			15.83
Fidelity® VIP Freedom 2030 Division
	2021	77,802		-			1.63		127,084	1.31		-			0.25		-			12.24
	2020	10,532		-			1.46		15,328	2.36		-			0.25		-			16.76
Fidelity® VIP Freedom 2035 Division
	2021	531,977		-			1.73		919,419	1.03		-			0.25		-			15.32
	2020	357,294		-			1.50		535,494	1.72		-			0.25		-			18.15
	2019	229,431		-			1.27		291,049	1.52		-			0.25		-			27.33
Fidelity® VIP Freedom 2040 Division
	2021	76,059		-			1.78		135,749	1.02		-			0.25		-			17.69
	2020	34,486		-			1.52		52,301	1.32		-			0.25		-			19.16
	2019	15,277		-			1.27		19,443	5.79		-			0.25		-			28.39
Fidelity® VIP Freedom 2050 Division
	2021	131,990		-			1.78		235,563	1.67		-			0.25		-			17.73
	2020	9,651		-			1.52		14,629	1.21		-			0.25		-			19.17
Fidelity® VIP Growth Division
	2021	282,918		2.67	to		4.00		860,161	-		0.25			0.40		22.53		to	23.08
	2020	161,149		2.17	to		3.27		435,983	0.05		0.25			0.60		42.89		to	43.75
	2019	82,580		1.51	to		2.29		188,085	0.16		0.25			0.60		33.38		to	34.18
	2018	89,089		1.13	to		1.71		152,771	0.15		0.25			0.60		(0.87)		to	(0.27)
	2017	93,153		1.13	to		1.73		161,149	0.12		0.25			0.60		12.84		to	34.20
Fidelity® VIP International Index Division
	2021	208,568		-			1.13		235,424	5.14		-			0.80		-			6.86
	2020	6,120		-			1.06		6,465	0.46		-			0.80		-			-
Fidelity® VIP International Index Division (Service Class II)
	2021	13,454		-			1.01		13,554	3.74		-			0.25		-			-
Fidelity® VIP Real Estate Division
	2021	150,950		-			1.51		228,180	1.03		-			0.25		-			38.86
	2020	118,029		-			1.09		128,487	2.13		-			0.25		-		-	(6.61)
	2019	34,147		-			1.17		39,801	0.61		-			0.25		-		-	23.09
Fidelity® VIP Total Market Index Division
	2021	211,399		-			1.32		278,569	1.98		-			0.80		-			24.68
	2020	7,537		-			1.06		7,966	0.67		-			0.80		-		-	-
Franklin Mutual Global Discovery VIP Division
	2021	1,509		-			1.29		1,942	2.63		-			0.25		-			19.13
	2020	1,773		-			1.08		1,915	2.72		-			0.25		-		-	(4.46)
Franklin Small Cap Value VIP Division
	2021	3,602,625		4.63	to		6.56		19,136,069	1.01		0.25		to	1.00		24.12		to	25.05
	2020	3,445,561		3.73	to		5.25		15,380,819	1.49		0.25		to	1.00		4.14		to	4.93
	2019	3,382,682		3.58	to		5.00		14,844,653	1.05		0.25		to	1.00		25.09		to	26.03
	2018	3,541,006		2.86	to		3.97		12,654,846	0.88		0.25		to	1.00		(13.75)		to	(13.09)
	2017	3,663,564		3.32	to		4.57		15,268,606	0.51		0.25		to	1.00		9.55		to	10.38

F-80 

Notes To Financial Statements (Continued)

8.   FINANCIAL HIGHLIGHTS (Continued)

		At December 31,								For the Years Ended December 31,
										Investment
			Unit Value3							Income		Expense Ratio2					Total Return3
		Units	(Lowest to Highest)					Net Assets		Ratio1		(Lowest to Highest)					(Lowest to Highest)
Franklin Strategic Income VIP Division
	2021	7,066	$	-		$	1.13	$	7,989	1.87	%	-	%		0.25	%	-	%		2.11	%
Goldman Sachs Core Fixed Income Division
	2021	772,752		-			1.16		900,136	1.11		-			0.25		-			(2.23)
	2020	532,525		-			1.19		634,452	2.00		-			0.25		-			9.40
	2019	383,383		-			1.09		417,527	2.55		-			0.25		-			9.00
	2018	360,796		-			1.00		360,476	0.79		-			0.25		-			(0.83)
Goldman Sachs International Equity Insights Division
	2021	90,678		1.30	to		1.93		159,157	2.96		0.25		to	0.40		11.67		to	12.17
	2020	76,640		1.16	to		1.73		126,576	1.36		0.25		to	0.60		6.17		to	6.81
	2019	94,242		1.09	to		1.63		153,804	2.43		0.25		to	0.60		17.74		to	18.45
	2018	99,359		0.92	to		1.39		137,721	1.92		0.25		to	0.60		(16.79)		to	(16.28)
	2017	101,323		1.09	to		1.67		168,772	1.90		0.25		to	0.60		9.46		to	25.85
Goldman Sachs Large Cap Value Division
	2021	2,031		3.34	to		3.68		7,377	1.14		0.30		to	0.40		23.58		to	23.76
	2020	2,273		2.70	to		2.97		6,680	1.38		0.30		to	0.60		3.36		to	3.67
	2019	2,564		2.61	to		2.87		7,278	0.93		0.30		to	0.60		25.17		to	25.55
	2018	4,945		2.09	to		2.28		10,826	1.27		0.30		to	0.60		(9.01)		to	(8.73)
	2017	5,338		2.29	to		2.50		12,859	1.65		0.30		to	0.60		9.20		to	9.53
Goldman Sachs Mid Cap Value Division
	2021	242,304		1.78	to		9.13		2,101,791	0.46		0.25		to	0.40		30.36		to	30.95
	2020	260,663		1.36	to		7.01		1,751,755	0.60		0.25		to	0.60		7.75		to	8.40
	2019	372,255		1.25	to		6.50		2,461,947	0.84		0.25		to	0.60		31.13		to	31.53
	2018	275,848		0.95	to		4.97		1,389,038	1.27		0.25		to	0.60		(11.00)		to	(10.46)
	2017	300,137		1.07	to		5.97		1,704,158	0.68		0.25		to	0.60		6.54		to	10.41
Goldman Sachs Small Cap Equity Insights Division
	2021	33,413		-			1.68		56,264	0.64		-			0.25		-		-	23.79
	2020	14,983		-			1.36		20,381	0.30		-			0.25		-		-	8.58
	2019	6,379		-			1.25		7,991	0.77		-			0.25		-		-	24.84
Goldman Sachs Strategic Growth Division
	2021	2,152,874		5.78	to		6.24		13,705,655	-		0.25		to	1.00		20.71		to	21.62
	2020	2,272,721		4.75	to		5.17		11,749,749	0.09		0.25		to	1.00		39.11		to	40.15
	2019	2,573,061		2.89	to		3.71		8,967,076	0.29		0.25		to	1.00		34.18		to	35.19
	2018	2,829,797		2.14	to		2.77		7,067,602	0.45		0.25		to	1.00		(2.03)		to	(1.29)
	2017	3,000,907		2.17	to		2.83		7,411,173	0.53		0.25		to	1.00		29.36		to	30.34
Goldman Sachs U.S. Equity Insights Division
	2021	42,914		4.46	to		5.40		192,467	0.83		0.30		to	0.40		28.83		to	29.02
	2020	43,658		3.46	to		4.18		152,124	0.88		0.30		to	0.60		16.84		to	17.19
	2019	45,227		2.96	to		3.57		134,986	1.29		0.30		to	0.60		24.46		to	24.84
	2018	46,830		2.38	to		2.86		112,389	1.23		0.30		to	0.60		(6.76)		to	(6.48)
	2017	48,506		2.55	to		3.06		124,927	1.41		0.30		to	0.60		23.33		to	23.70
Invesco Oppenheimer V.I. International Growth Division
	2021	8,482,553		3.71	to		3.80		33,213,861	-		0.15		to	1.00		9.12		to	10.22
	2020	8,858,724		3.38	to		3.48		30,988,304	0.99		0.15		to	1.00		20.29		to	21.32
	2019	9,242,895		2.78	to		2.89		25,318,416	1.03		0.15		to	1.00		27.32		to	28.41
	2018	9,613,888		2.17	to		2.27		20,352,676	0.86		0.15		to	1.00		(20.22)		to	(19.54)
	2017	10,016,801		2.67	to		2.85		26,085,100	1.41		0.25		to	1.00		25.04		to	25.98
Invesco V.I. American Franchise Division
	2021	107,285		-	to		2.28		244,305	-		-		to	0.25		-		to	11.93

F-81 

Notes To Financial Statements (Continued)

8.   FINANCIAL HIGHLIGHTS (Continued)

		At December 31,								For the Years Ended December 31,
										Investment
			Unit Value3							Income		Expense Ratio2					Total Return3
		Units	(Lowest to Highest)					Net Assets		Ratio1		(Lowest to Highest)					(Lowest to Highest)
Invesco V.I. Capital Appreciation Division4
	2021	17,159,403	$	4.90	to	$	6.51	$	106,714,489	-	%	0.15	%	to	1.00	%	21.35	%	to	22.38	%
	2020	18,217,853		4.04	to		5.32		91,482,106	-		0.15		to	1.00		35.23		to	36.38
	2019	20,221,940		2.99	to		3.90		74,819,293	0.06		0.15		to	1.00		34.84		to	35.99
	2018	22,024,354		2.22	to		2.87		58,249,800	0.32		0.15		to	1.00		(6.67)		to	(5.87)
	2017	24,201,392		2.37	to		3.10		66,455,537	0.24		0.25		to	1.00		25.57		to	26.52
Invesco V.I. Comstock Division
	2021	39,987		-	-		1.66		66,549	2.06		-		-	0.25		-		-	33.36
	2020	31,477		-	-		1.25		39,281	3.32		-		-	0.25		-		-	(0.85)
	2019	12,235		-	-		1.26		15,400	1.98		-		-	0.25		-		-	25.30
Invesco V.I. Conservative Balanced Division4
	2021	657,847		2.80	to		4.52		1,841,957	1.52		0.30		to	0.75		9.81		to	10.30
	2020	833,476		2.55	to		4.10		2,125,431	2.13		0.30		to	0.75		14.00		to	14.51
	2019	803,323		2.24	to		3.58		1,796,954	2.27		0.30		to	0.75		16.64		to	17.16
	2018	878,876		1.92	to		3.06		1,685,685	1.97		0.30		to	0.75		(6.03)		to	(5.61)
	2017	946,045		2.04	to		3.24		1,931,192	1.96		0.30		to	0.75		8.44		to	8.93
Invesco V.I. Core Bond Division4
	2021	10,437,422		1.24	to		1.63		16,061,867	2.16		0.25		to	1.00		(2.63)		to	(1.89)
	2020	10,262,042		1.27	to		1.66		16,092,701	3.27		0.25		to	1.00		8.62		to	9.44
	2019	9,499,209		1.17	to		1.70		13,725,099	3.30		0.25		to	1.00		8.44		to	9.25
	2018	9,396,432		1.08	to		1.55		12,443,748	3.28		0.25		to	1.00		(2.01)		to	(1.27)
	2017	9,223,957		1.10	to		1.57		12,418,542	2.36		0.25		to	1.00		3.55		to	4.32
Invesco V.I. Discovery Mid Cap Growth Division4
	2021	13,755,137		5.50	to		7.66		90,502,517	-		0.15		to	1.00		17.91		to	18.92
	2020	14,069,144		4.66	to		6.44		78,851,437	0.04		0.15		to	1.00		39.29		to	40.48
	2019	15,356,351		3.35	to		4.58		60,331,547	-		0.15		to	1.00		37.98		to	39.15
	2018	16,893,481		2.43	to		3.29		46,930,970	-		0.15		to	1.00		(7.02)		to	(6.22)
	2017	17,931,904		2.61	to		2.80		52,221,659	0.03		0.25		to	1.00		27.51		to	28.47
Invesco V.I. Diversified Dividend Division
	2021	1,330,527		1.57	to		3.30		2,670,108	2.07		0.15		to	1.00		17.71		to	18.72
	2020	1,370,729		1.33	to		2.78		2,338,155	3.17		0.15		to	1.00		(0.86)		to	(0.01)
	2019	1,366,611		1.34	to		2.78		2,338,701	2.95		0.15		to	1.00		23.85		to	24.90
	2018	1,360,598		1.08	to		2.23		1,862,558	2.47		0.15		to	1.00		(8.50)		to	(7.71)
	2017	1,329,968		1.19	to		1.55		1,924,600	1.69		0.25		to	1.00		7.50			8.30
Invesco V.I. Global Division4
	2021	18,919,597		5.19	to		5.45		136,604,985	-		0.15		to	1.00		14.34		to	15.32
	2020	19,763,167		4.54	to		4.73		123,742,247	0.70		0.15		to	1.00		26.37		to	27.45
	2019	21,014,111		3.59	to		3.71		102,363,468	0.90		0.15		to	1.00		30.48		to	31.59
	2018	22,312,600		2.75	to		2.82		82,122,885	0.99		0.15		to	1.00		(14.05)		to	(13.31)
	2017	23,215,306		3.20	to		5.36		97,811,579	0.93		0.25		to	1.00		35.31		to	36.32
Invesco V.I. Global Real Estate Division
	2021	32,576		-			1.34		43,642	3.31		-		to	0.25		-		to	25.71
	2020	9,207		-	to		1.07		9,812	6.60		-		to	0.25		-		to	(12.32)
Invesco V.I. Global Strategic Income Division4
	2021	9,913,403		1.83	to		1.85		22,000,829	4.77		0.15		to	1.00		(4.37)		to	(3.56)
	2020	9,704,485		1.91	to		1.92		22,762,739	6.04		0.15		to	1.00		2.37		to	3.25
	2019	9,586,299		1.86	to		1.87		22,295,339	3.77		0.15		to	1.00		9.70		to	10.64
	2018	10,037,874		1.68	to		1.70		21,508,479	4.92		0.15		to	1.00		(5.35)		to	(4.54)
	2017	10,106,254		1.80	to		2.67		23,127,048	2.29		0.25		to	1.00		5.22		to	6.01

F-82 

Notes To Financial Statements (Continued)

8.   FINANCIAL HIGHLIGHTS (Continued)

		At December 31,								For the Years Ended December 31,
										Investment
			Unit Value3							Income		Expense Ratio2					Total Return3
		Units	(Lowest to Highest)					Net Assets		Ratio1		(Lowest to Highest)					(Lowest to Highest)
Invesco V.I. Health Care Division
	2021	979,583	$	4.64	to	$	4.84	$	5,068,427	0.21	%	0.15	%	to	1.00	%	11.18	%	to	12.13	%
	2020	979,943		4.17	to		4.32		4,530,666	0.32		0.15		to	1.00		13.32		to	14.29
	2019	968,353		3.68	to		3.78		3,946,910	0.04		0.15		to	1.00		31.19		to	32.30
	2018	981,671		2.81	to		2.86		3,066,965	-		0.15		to	1.00		(0.10)		to	0.75
	2017	996,342		2.81	to		3.39		3,115,697	0.37		0.25		to	1.00		14.68		to	15.54
Invesco V.I. International Growth Division
	2021	4,216		-	to		1.43		6,047	1.34		-		to	0.25		-		to	5.89
	2020	1,976		-	to		1.35		2,676	2.64		-		to	0.25		-		to	14.00
Invesco V.I. Main Street Division4
	2021	7,949,023		4.58	to		5.66		38,110,497	0.71		0.15		to	1.00		26.30		to	27.38
	2020	8,351,957		3.63	to		4.44		31,295,753	1.49		0.15		to	1.00		12.81		to	13.77
	2019	9,218,501		3.21	to		3.91		30,111,174	1.07		0.15		to	1.00		30.77		to	31.88
	2018	10,184,573		2.46	to		2.96		25,093,363	1.15		0.15		to	1.00		(8.81)		to	(8.02)
	2017	10,843,354		2.35	to		2.70		28,819,972	1.25		0.25		to	1.00		15.75		to	16.62
Invesco V.I. Main Street Small Cap Division4
	2021	435,729		8.13	to	$	8.90		3,584,201	0.35		0.30		to	0.75		21.64		to	22.19
	2020	500,028		6.69	to		7.29		3,370,033	0.66		0.30		to	0.75		19.03		to	19.57
	2019	512,076		5.62	to		6.09		2,894,554	0.18		0.30		to	0.75		25.53		to	26.09
	2018	539,359		4.47	to		4.83		2,424,752	0.30		0.30		to	0.75		(11.00)		to	(10.59)
	2017	645,443		5.03	to		5.41		3,285,140	0.80		0.30		to	0.75		13.31		to	13.82
Invesco V.I. Small Cap Equity Division
	2021	15		-	to		1.79		26	-		-		-	0.25		-		-	20.40
	2020	37		-	to		1.49		55	-		-		-	0.25		-		-	27.24
Invesco V.I. Technology Division
	2021	1,520,936		5.35	to		8.05		8,541,371	-		0.15		to	1.00		13.27		to	14.24
	2020	1,604,054		4.72	to		7.05		7,438,818	-		0.15		to	1.00		44.66		to	45.90
	2019	1,776,311		3.27	to		4.83		5,161,971	-		0.15		to	1.00		34.53		to	35.68
	2018	1,895,917		2.43	to		3.56		3,689,355	-		0.15		to	1.00		(1.45)		to	(0.60)
	2017	2,032,079		1.69	to		2.46		3,637,730	-		0.25		to	1.00		33.79		to	34.80
Invesco V.I. U.S. Government Money Division4
	2021	3,019,741		1.29	to		1.60		3,862,261	0.01		0.30		to	0.75		(0.74)		to	(0.29)
	2020	2,865,754		1.30	to		1.60		3,689,343	0.21		0.30		to	0.75		(0.52)		to	(0.08)
	2019	2,839,331		1.30	to		1.61		3,673,096	1.70		0.30		to	0.75		0.95		to	1.40
	2018	3,098,493		1.29	to		1.58		3,973,557	1.34		0.30		to	0.75		0.59		to	1.05
	2017	3,339,705		1.29	to		1.57		4,261,000	0.39		0.30		to	0.75		(0.36)		to	0.09
Janus Henderson Balanced Division (Institutional Class)
	2021	357		-	-		4.33		1,544	0.88		-		-	0.40		-		-	16.67
	2020	56,841		-	-		3.71		210,982	1.80		-		-	0.60		-		-	13.63
	2019	59,786		-	-		3.27		195,299	1.94		-		-	0.60		-		-	21.86
	2018	59,358		-	-		2.68		159,123	2.16		-		-	0.60		-		-	0.08
	2017	60,169		-	-		2.68		161,175	1.62		-		-	0.60		-		-	17.72
Janus Henderson Balanced Division (Service Class)
	2021	1,573,599		4.23	to		5.14		7,543,818	0.01		0.25		to	1.00		15.75		to	16.62
	2020	1,645,617		3.65	to		4.41		6,755,986	1.49		0.25		to	1.00		12.89		to	13.74
	2019	1,652,455		3.24	to		3.88		5,954,940	1.68		0.25		to	1.00		21.06		to	21.97
	2018	1,647,762		2.67	to		3.18		4,873,002	1.78		0.25		to	1.00		(0.57)		to	0.18
	2017	1,764,877		2.69	to		3.17		5,219,360	1.39		0.25		to	1.00		16.96		to	17.84

F-83 

Notes To Financial Statements (Continued)

8.   FINANCIAL HIGHLIGHTS (Continued)

		At December 31,								For the Years Ended December 31,
										Investment
			Unit Value3							Income		Expense Ratio2					Total Return3
		Units	(Lowest to Highest)					Net Assets		Ratio1		(Lowest to Highest)					(Lowest to Highest)
Janus Henderson Forty Division (Institutional Class)
	2021	4,195,530	$	6.19	to	$	7.56	$	35,645,607	-	%	0.25	%	to	0.75	%	21.98	%	to	22.59	%
	2020	4,499,035		5.05	to		6.20		31,036,579	0.27		0.25		to	0.75		38.36		to	39.05
	2019	4,871,577		3.63	to		4.48		23,845,964	0.15		0.25		to	0.75		36.14		to	36.82
	2018	5,243,064		-	to		3.29		18,508,924	-		-		to	0.75		-		to	1.73
	2017	5,714,266		-	to		3.25		19,329,223	-		-		to	0.75		-		to	29.99
Janus Henderson Forty Division (Service Class)
	2021	46,358		8.83	to		10.58		429,145	-		0.50		to	1.00		21.38		to	21.99
	2020	48,440		7.27	to		8.68		365,341	0.16		0.50		to	1.00		37.65		to	38.34
	2019	48,670		5.28	to		6.27		264,895	-		0.50		to	1.00		35.49		to	36.17
	2018	49,907		3.90	to		4.61		201,579	-		0.50		to	1.00		0.70		to	1.21
	2017	52,125		3.87	to		4.55		206,633	-		0.50		to	1.00		28.71		to	29.35
Janus Henderson Global Research Division (Institutional Class)
	2021	4,552,323		2.15	to		2.62		12,874,552	0.52		0.25		to	0.75		17.21		to	17.80
	2020	4,834,686		1.82	to		2.23		11,541,450	0.73		0.25		to	0.75		19.16		to	19.76
	2019	5,116,176		1.52	to		1.87		10,129,324	1.00		0.25		to	0.75		28.08		to	28.72
	2018	5,478,036		1.18	to		1.46		8,387,235	1.13		0.25		to	0.75		(7.57)		to	(7.10)
	2017	5,981,044		1.27	to		1.58		9,657,867	0.82		0.25		to	0.75		26.08		to	26.71
Janus Henderson Global Research Division (Service Class)
	2021	106,715		-			4.27		387,051	0.35		-			1.00		-			17.21
	2020	103,333		-			3.64		324,899	0.56		-			1.00		-			19.17
	2019	101,847		-			3.06		268,482	0.87		-			1.00		-			28.07
	2018	102,872		-			2.39		216,844	0.86		-			1.00		-			(7.55)
	2017	98,174		-			2.58		236,100	0.69		-			1.00		-			26.05
JPMorgan Insurance Trust U.S. Equity Division
	2021	284,033		-	-		2.23		632,933	0.83		-		-	0.25		-		-	29.34
	2020	22,125		-	-		1.72		38,118	-		-		-	0.25		-		-	25.26
Lord Abbett Developing Growth Division
	2021	91,390		-			2.70		246,975	-		-			0.25		-			(2.75)
	2020	49,827		-			2.78		138,457	-		-			0.25		-			72.60
	2019	1,436		-			1.61		2,312	-		-			0.25		-			31.77
MFS® Blended Research Core Equity Division
	2021	152,245		-	-		1.98		301,718	1.14		-		-	0.25		-		-	29.53
	2020	75,921		-	-		1.53		116,161	1.61		-		-	0.25		-		-	15.34
	2019	13,000		-	-		1.33		17,246	1.61		-		-	0.25		-		-	29.17
MFS® Global Real Estate Division
	2021	74,086		-	-		1.72		127,750	1.49		-		-	0.25		-		-	30.13
MFS® Government Securities Division
	2021	123		-			1.12		138	2.59		-			0.25		-			(1.89)
MFS® Growth Division
	2021	809,969		2.59	to		6.05		3,759,997	-		0.25		to	0.75		22.61		to	23.53
	2020	726,226		2.10	to		4.94		3,105,539	-		0.25		to	0.75		30.87		to	31.86
	2019	758,864		1.59	to		3.77		3,064,314	-		0.25		to	0.75		37.12		to	38.15
	2018	730,280		1.15	to		2.75		2,171,458	0.09		0.25		to	0.75		1.90		to	2.67
	2017	835,618		1.12	to		2.70		2,414,793	0.12		0.25		to	0.75		12.11		to	30.43
MFS® International Intrinsic Value Division
	2021	347,117		-	-		1.66		576,798	0.40		-		-	0.25		-		-	10.55
	2020	63,241		-	-		1.50		95,053	1.10		-		-	0.25		-		-	20.52
	2019	17,457		-	-		1.25		21,771	1.33		-		-	0.25		-		-	25.94

F-84 

Notes To Financial Statements (Continued)

8.   FINANCIAL HIGHLIGHTS (Continued)

		At December 31,								For the Years Ended December 31,
										Investment
			Unit Value3							Income		Expense Ratio2					Total Return3
		Units	(Lowest to Highest)					Net Assets		Ratio1		(Lowest to Highest)					(Lowest to Highest)
MFS® Investors Trust Division
	2021	181,956	$	5.13	to	$	6.53	$	1,076,162	0.64	%	0.25	%	to	1.00	%	25.55	%	to	26.50	%
	2020	164,039		4.08	to		5.16		770,630	0.65		0.25		to	1.00		12.74		to	13.58
	2019	224,146		3.62	to		4.54		926,606	0.68		0.25		to	1.00		30.27		to	31.25
	2018	228,598		2.78	to		3.46		723,146	0.62		0.25		to	1.00		(6.43)		to	(5.72)
	2017	253,190		2.97	to		3.67		857,046	0.73		0.25		to	1.00		22.12		to	23.04
MFS® Mid Cap Value Division
	2021	44,329		-			1.70		75,246	0.54		-			0.25		-			30.99
	2020	23,260		-			1.30		30,142	1.28		-			0.25		-			3.87
MFS® New Discovery Division
	2021	1,172,331		5.85	to		8.67		8,811,528	-		0.25		to	1.00		0.79		to	1.55
	2020	1,212,613		5.80	to		8.54		9,107,858	-		0.25		to	1.00		44.44		to	45.52
	2019	1,257,914		4.02	to		5.87		6,625,713	-		0.25		to	1.00		40.29		to	41.35
	2018	1,245,551		2.86	to		4.15		4,788,712	-		0.25		to	1.00		(2.46)		to	(1.72)
	2017	1,335,946		2.94	to		4.22		5,342,292	-		0.25		to	1.00		25.40		to	26.34
MFS® Research Division
	2021	236,993		4.53	to		5.61		1,127,472	0.55		0.30		to	0.75		23.87		to	24.43
	2020	360,042		3.66	to		4.51		1,454,714	0.70		0.30		to	0.75		15.72		to	16.24
	2019	320,275		3.16	to		3.88		1,083,046	0.79		0.30		to	0.75		31.95		to	32.55
	2018	331,042		2.39	to		2.93		845,994	0.35		0.30		to	0.75		(5.09)		to	(4.66)
	2017	1,197,462		2.52	to		3.07		3,542,827	1.36		0.30		to	0.75		22.45		to	23.00
MFS® Utilities Division
	2021	13,528		-			1.59		21,495	1.89		-			0.25		-			14.09
	2020	7,984		-	-		1.39		11,119	2.81		-		-	0.25		-			5.90
	2019	3,687		-	-		1.32		4,848	-		-		-	0.25		-			25.07
MFS® Value Division
	2021	2,366,296		-	-		1.64		3,892,335	2.58		-		-	0.25		-		-	25.45
	2020	117,320		-	-		1.31		153,828	1.82		-		-	0.25		-		-	3.47
	2019	28,747		-	-		1.27		36,426	-		-		-	0.25		-		-	29.80
MML Aggressive Allocation Division
	2021	1,492,725		1.21	to		4.32		5,181,466	1.26		0.15		to	0.80		15.72		to	16.47
	2020	1,265,727		1.05	to		3.71		4,056,899	1.62		0.15		to	0.80		(45.58)		to	13.18
	2019	1,220,243		1.93	to		3.28		3,446,034	2.03		0.15		to	0.75		23.01		to	23.75
	2018	1,049,013		1.57	to		2.65		2,365,349	1.39		0.15		to	0.75		(8.81)		to	(8.26)
	2017	964,047		1.09	to		1.72		2,340,168	1.06		0.25		to	0.75		8.35		to	17.89
MML American Funds Core Allocation Division
	2021	282,702		1.16	to		1.52		411,238	1.34		0.25			0.80		11.95		to	12.85
	2020	259,913		1.03	to		1.35		353,215	1.86		0.25			0.80		11.39		to	11.39
	2019	17,018		1.21	to		1.39		23,627	2.53		0.25			0.75		18.12		to	18.12
	2018	82,568		1.02	to		1.18		97,046	1.74		0.25			0.75		(4.84)		to	(4.84)
	2017	81,975		1.07	to		1.24		101,251	-		0.25			0.75		7.47		to	14.94
MML American Funds Growth Division
	2021	1,198,749		1.32	to		2.66		1,838,786	-		0.25		to	0.80		20.58		to	21.54
	2020	58,532		1.09	to		2.19		146,356	0.73		0.25		to	0.80		(24.43)		to	51.41
	2019	44,023		1.44	to		1.78		75,873	0.29		0.25		to	0.75		30.22		to	30.22
	2018	33,642		1.11	to		1.37		45,923	0.28		0.25		to	0.75		(0.65)		to	(0.65)
	2017	34,130		1.12	to		1.37		46,893	-		0.25		to	0.75		11.55		to	27.78
MML American Funds International Division
	2021	118,537		1.05	to		1.32		145,430	0.17		0.25		to	0.80		(2.74)		to	(1.96)
	2020	20,660		1.08	to		1.34		32,556	1.02		0.25		to	0.80		(9.02)		to	13.44
	2019	19,796		1.18	to		1.39		27,498	2.80		0.25		to	0.75		22.31		to	22.31
	2018	18,583		0.97	to		1.14		21,104	0.83		0.25		to	0.75		(13.52)		to	(13.52)
	2017	18,152		1.12	to		1.31		23,858	-		0.25		to	0.75		11.79		to	31.65

F-85 

Notes To Financial Statements (Continued)

8.   FINANCIAL HIGHLIGHTS (Continued)

		At December 31,								For the Years Ended December 31,
										Investment
			Unit Value3							Income		Expense Ratio2					Total Return3
		Units	(Lowest to Highest)					Net Assets		Ratio1		(Lowest to Highest)					(Lowest to Highest)
MML Balanced Allocation Division
	2021	1,085,648	$	1.12	to	$	3.01	$	2,314,101	1.42	%	0.15	%	to	0.80	%	9.10	%	to	9.82	%
	2020	1,031,245		1.03	to		2.74		2,195,795	2.69		0.15		to	0.80		(35.75)		to	10.77
	2019	961,864		1.60	to		2.48		1,843,654	2.51		0.15		to	0.75		15.88		to	16.57
	2018	974,355		1.38	to		2.12		1,598,371	2.42		0.15		to	0.75		(5.19)		to	(4.61)
	2017	658,420		1.05	to		1.46		1,165,476	1.99		0.25		to	0.75		4.99		to	10.65
MML Blend Division
	2021	7,024,572		3.69	to		4.13		35,476,330	2.12		0.25		to	1.00		13.88		to	14.74
	2020	7,377,933		3.24	to		3.60		33,347,845	-		0.25		to	1.00		11.74		to	12.58
	2019	7,528,109		2.90	to		3.20		31,243,992	2.44		0.25		to	1.00		20.17		to	21.08
	2018	7,733,618		2.41	to		2.64		27,125,185	2.11		0.25		to	1.00		(5.30)		to	(4.58)
	2017	8,339,530		2.55	to		2.77		31,096,755	2.12		0.25		to	1.00		14.11		to	14.97
MML Blue Chip Growth Division
	2021	4,454,514		5.56	to		8.80		19,957,536	-		0.15		to	1.00		15.18		to	16.16
	2020	4,378,157		4.83	to		7.58		17,390,444	-		0.15		to	1.00		33.07		to	34.20
	2019	4,013,299		3.63	to		5.65		12,396,513	-		0.15		to	1.00		28.55		to	29.65
	2018	3,772,586		2.82	to		4.36		9,452,664	-		0.15		to	1.00		0.86		to	1.72
	2017	3,983,374		1.77	to		2.80		9,546,427	0.01		0.25		to	1.00		34.87		to	35.88
MML Conservative Allocation Division
	2021	885,031		1.11	to		2.76		1,736,409	1.28		0.15		to	0.80		7.74		to	8.44
	2020	1,027,526		1.03	to		2.54		1,920,967	2.76		0.15		to	0.80		(32.76)		to	9.77
	2019	1,077,490		1.53	to		2.31		1,838,023	2.52		0.15		to	0.75		14.34		to	15.02
	2018	865,508		1.34	to		2.01		1,201,317	2.54		0.15		to	0.75		(4.22)		to	(3.64)
	2017	790,945		1.04	to		1.39		1,159,929	2.00		0.25		to	0.75		4.11		to	8.80
MML Dynamic Bond Division
	2021	73,050		1.00	to		1.14		86,483	4.35		0.25		to	0.80		(0.81)		to	(0.01)
	2020	30,457		1.01	to		1.14		35,776	0.31		0.25		to	0.80		(8.44)		to	3.91
	2019	8,669		1.10	to		1.19		10,289	3.70		0.25		to	0.75		8.73		to	8.73
	2018	6,838		1.01	to		1.09		7,464	3.41		0.25		to	0.75		(0.10)		to	(0.10)
	2017	6,365		1.01	to		1.09		6,954	1.02		0.25		to	0.75		1.34		to	4.45
MML Equity Division
	2021	19,538,179		3.63	to		4.35		106,958,081	1.67		0.15		to	1.00	%	28.96		to	30.06
	2020	20,335,113		2.82	to		3.34		85,886,429	2.32		0.15		to	1.00		2.00		to	2.87
	2019	21,224,056		2.76	to		3.25		87,307,189	2.03		0.15		to	1.00		24.67		to	25.73
	2018	22,663,822		2.22	to		2.58		74,001,101	1.77		0.15		to	0.75		(10.89)		to	(10.13)
	2017	24,327,205		2.37	to		2.49		88,570,445	1.82		0.25		to	0.75		14.64		to	15.50
MML Equity Income Division
	2021	859,260		1.30	to		4.04		2,229,954	2.33		0.15		to	0.80		24.58		to	25.39
	2020	687,283		1.04	to		3.22		1,546,292	2.44		0.15		to	0.80		(32.27)		to	1.19
	2019	454,444		1.54	to		3.19		1,134,639	2.35		0.15		to	0.75		26.26		to	26.45
	2018	305,104		1.22	to		2.52		717,137	2.02		0.15		to	0.75		(9.50)		to	(9.36)
	2017	192,482		1.10	to		1.35		494,840	2.07		0.25		to	0.75		10.07		to	16.33
MML Equity Index Division (Service Class I)
	2021	3,017,033		-	-		2.09		6,305,114	0.59		-		-	0.25		-		-	28.01
	2020	2,542,413		-	-		1.63		4,150,568	1.74		-		-	0.25		-		-	18.06
	2019	2,088,086		-	-		1.38		2,887,488	2.71		-		-	0.25		-		-	30.86

F-86 

Notes To Financial Statements (Continued)

8.   FINANCIAL HIGHLIGHTS (Continued)

		At December 31,								For the Years Ended December 31,
										Investment
			Unit Value3							Income		Expense Ratio2					Total Return3
		Units	(Lowest to Highest)					Net Assets		Ratio1		(Lowest to Highest)					(Lowest to Highest)
MML Equity Index Division (Class II)
	2021	22,436,830	$	5.22	to	$	6.13	$	121,243,867	1.43	%	0.15	%	to	1.00	%	27.10	%	to	28.18	%
	2020	22,938,054		4.11	to		4.78		95,853,069	1.89		0.15		to	1.00		17.04		to	18.04
	2019	24,254,914		3.51	to		4.05		85,127,840	2.85		0.15		to	1.00		29.75		to	30.86
	2018	26,762,994		2.71	to		3.10		71,235,424	1.70		0.15		to	1.00		(5.59)		to	(4.78)
	2017	27,700,757		2.87	to		3.06		77,086,744	1.18		0.25		to	1.00		20.29		to	21.20
MML Equity Index Division (Class III)
	2021	635,956		-	-		1.34		852,050	1.99		-		-	0.80		-		-	-
	2020	3,066		-	-		1.05		3,221	-		-		-	0.80		-		-	-
MML Focused Equity Division
	2021	223,708		1.26	to		1.99		447,362	1.10		0.25		to	0.80		21.28		to	22.25
	2020	206,972		1.03	to		1.62		342,768	0.84		0.25		to	0.80		(28.16)		to	12.76
	2019	167,057		1.44	to		1.81		246,359	0.28		0.25		to	0.75		30.15		to	30.15
	2018	15,941		1.11	to		1.39		22,222	2.81		0.25		to	0.75		1.18		to	1.18
	2017	14,561		1.09	to		1.38		20,062	-		0.25		to	0.75		9.39		to	21.99
MML Foreign Division
	2021	368,515		1.20	to		2.17		600,403	3.21		0.15		to	0.80		12.14		to	12.88
	2020	184,216		1.07	to		1.92		319,256	3.17		0.15		to	0.80		(6.21)		to	5.77
	2019	153,545		1.14	to		1.81		259,567	1.81		0.15		to	0.75		13.00		to	13.17
	2018	132,279		1.01	to		1.61		199,317	2.25		0.15		to	0.75		(16.03)		to	(15.90)
	2017	120,948		1.08	to		1.20		217,714	2.08		0.25		to	0.75		7.80		to	21.73
MML Fundamental Equity Division
	2021	498,497		1.32	to		2.33		1,173,089	0.50		0.25		to	0.80		26.65		to	27.67
	2020	498,713		1.04	to		1.82		921,656	0.04		0.25		to	0.80		(31.47)		to	20.02
	2019	503,737		1.52	to		1.76		775,224	0.50		0.25		to	0.75		33.74		to	33.74
	2018	43,285		1.14	to		1.32		57,100	1.10		0.25		to	0.75		0.80		to	0.80
	2017	42,392		1.13	to		1.31		55,477	-		0.25		to	0.75		12.67		to	27.67
MML Fundamental Value Division
	2021	59,150		1.34	to		1.60		103,272	1.74		0.25		to	0.80		28.98		to	30.02
	2020	65,496		1.04	to		1.23		93,987	1.30		0.25		to	0.80		(13.26)		to	2.67
	2019	103,360		1.20	to		1.40		144,459	1.97		0.25		to	0.75		22.79		to	22.79
	2018	98,094		0.98	to		1.14		111,650	1.67		0.25		to	0.75		(10.34)		to	(10.34)
	2017	94,380		1.09	to		1.27		119,815	-		0.25		to	0.75		8.75		to	15.10
MML Global Division (Service Class I)
	2021	75,112		-	to		1.71		128,214	0.40		-		to	0.25		-		to	17.27
	2020	32,923		-	to		1.46		47,922	1.12		-		to	0.25		-		to	14.02
MML Global Division (Class II)
	2021	194,922		1.23	to		4.69		680,782	0.97		0.15		to	0.80		16.49		to	17.25
	2020	135,298		1.06	to		4.00		478,710	1.08		0.15		to	0.80		(31.20)		to	13.79
	2019	124,229		1.54	to		3.51		385,155	0.59		0.15		to	0.75		30.39		to	30.58
	2018	119,202		1.18	to		2.69		269,514	1.13		0.15		to	0.75		(9.71)		to	(9.57)
	2017	100,947		1.30	to		2.89		248,284	1.06		0.50		to	0.75		23.68		to	24.30
MML Growth & Income Division
	2021	542,145		1.32	to		5.56		1,965,182	0.89		0.15		to	0.80		26.13		to	26.95
	2020	321,231		1.05	to		4.38		1,294,731	0.93		0.15		to	0.80		(36.96)		to	14.34
	2019	294,083		1.66	to		3.83		1,036,164	0.94		0.15		to	0.75		31.90		to	32.10
	2018	262,594		1.26	to		2.90		658,741	0.89		0.15		to	0.75		(5.34)		to	(5.20)
	2017	184,689		1.10	to		1.33		468,563	0.85		0.25		to	0.75		10.26		to	23.70

F-87 

Notes To Financial Statements (Continued)

8.   FINANCIAL HIGHLIGHTS (Continued)

		At December 31,								For the Years Ended December 31,
										Investment
			Unit Value3							Income		Expense Ratio2					Total Return3
		Units	(Lowest to Highest)					Net Assets		Ratio1		(Lowest to Highest)					(Lowest to Highest)
MML Growth Allocation Division
	2021	1,864,082	$	1.18	to	$	3.79	$	6,299,400	1.55	%	0.15	%	to	0.80	%	13.42	%	to	14.16	%
	2020	1,531,939		1.04	to		3.32		4,691,615	2.09		0.15		to	0.80		(42.27)		to	12.59
	2019	1,620,661		1.80	to		2.95		4,454,638	2.25		0.15		to	0.75		20.30		to	21.03
	2018	1,442,591		1.50	to		2.44		3,283,606	1.83		0.15		to	0.75		(7.60)		to	(7.04)
	2017	1,224,155		1.07	to		1.62		2,944,300	1.47		0.25		to	0.75		7.18		to	15.21
MML High Yield Division
	2021	69,726		1.11	to		1.26		100,492	9.64		0.25		to	0.80		7.26		to	8.12
	2020	81,248		1.03	to		1.17		113,187	0.02		0.25		to	0.80		(6.54)		to	5.56
	2019	75,480		1.10	to		1.32		99,616	6.29		0.25		to	0.75		12.25		to	12.25
	2018	68,322		0.98	to		1.18		80,332	6.37		0.25		to	0.75		(3.40)		to	(3.40)
	2017	65,377		1.02	to		1.22		79,573	2.08		0.25		to	0.75		1.82		to	8.22
MML Income & Growth Division
	2021	590,823		1.31	to		3.90		1,290,144	1.84		0.15		to	0.80		25.27		to	26.08
	2020	359,473		1.05	to		3.09		717,380	2.14		0.15		to	0.80		(29.66)		to	2.87
	2019	211,374		1.49	to		3.01		489,310	1.96		0.15		to	0.75		24.25		to	24.43
	2018	170,252		1.20	to		2.42		337,169	1.77		0.15		to	0.75		(11.82)		to	(11.68)
	2017	153,975		1.10	to		1.35		342,385	1.63		0.25		-	0.75		10.45		-	17.43
MML Inflation-Protected and Income Division
	2021	3,083,496		1.74	to		1.92		6,069,640	1.08		0.15		to	1.00		5.34		to	6.24
	2020	2,877,526		1.65	to		1.81		5,359,804	0.12		0.15		to	1.00		10.01		to	10.95
	2019	2,962,522		1.50	to		1.63		4,975,538	2.41		0.15		to	1.00		7.23		to	8.15
	2018	2,982,893		1.40	to		1.50		4,644,811	3.11		0.15		to	1.00		(2.28)		to	(1.44)
	2017	3,043,387		1.43	to		1.71		4,824,739	3.33		0.25		to	1.00		2.18		to	2.95
MML International Equity Division
	2021	53,729		1.19	to		1.26		77,607	0.80		0.25		to	0.80		10.88		to	11.77
	2020	24,128		1.07	to		1.13		32,658	3.48		0.25		to	0.80		0.28		to	5.37
	2019	20,299		1.07	to		1.29		26,084	1.73		0.25		to	0.75		24.63		to	24.63
	2018	20,737		0.86	to		1.03		21,382	1.59		0.25		to	0.75		(23.79)		to	(23.79)
	2017	19,211		1.13	to		1.35		25,992	-		0.25		to	0.75		12.82		to	30.35
MML Large Cap Growth Division
	2021	156,091		1.22	to		2.28		361,278	0.07		0.25		to	0.80		17.47		to	18.41
	2020	46,223		1.04	to		1.93		103,492	0.34		0.25		to	0.80		(28.82)		to	31.78
	2019	43,127		1.46	to		1.70		73,302	0.61		0.25		to	0.75		31.99		to	31.99
	2018	50,284		1.11	to		1.29		64,754	0.65		0.25		to	0.75		(2.26)		to	(2.26)
	2017	47,444		1.13	to		1.32		62,512	0.02		0.25		to	0.75		13.44		to	33.51
MML Managed Bond Division
	2021	13,994,912		1.84	to		1.85		38,237,306	3.17		0.15		to	1.00		(0.19)		to	0.66
	2020	13,886,442		1.82	to		1.85		38,463,908	0.10		0.15		to	1.00		6.64		to	7.55
	2019	14,136,877		1.70	to		1.73		36,821,375	3.70		0.15		to	1.00		8.72		to	9.65
	2018	14,954,044		1.55	-		1.60		35,447,667	3.49		0.15		to	1.00		(1.43)		to	(0.59)
	2017	14,780,416		1.62	-		2.44		35,244,134	3.19		0.25		to	1.00		3.66		to	4.43
MML Managed Volatility Division
	2021	4,587,458		2.28	to		2.60		11,337,704	0.99		0.15		to	1.00		10.43		to	11.37
	2020	4,702,318		2.07	to		2.33		10,400,525	1.40		0.15		to	1.00		5.62		to	6.52
	2019	4,758,639		1.96	to		2.19		9,752,657	1.61		0.15		to	1.00		10.78		to	11.73
	2018	4,924,228		1.77	to		1.96		8,939,633	1.22		0.15		to	1.00		(5.64)		to	(4.83)
	2017	5,255,594		1.87	to		2.00		9,969,494	1.27		0.25		to	1.00		7.95		to	8.76

F-88 

Notes To Financial Statements (Continued)

8.   FINANCIAL HIGHLIGHTS (Continued)

		At December 31,								For the Years Ended December 31,
										Investment
			Unit Value3							Income		Expense Ratio2					Total Return3
		Units	(Lowest to Highest)					Net Assets		Ratio1		(Lowest to Highest)					(Lowest to Highest)
MML Mid Cap Growth Division
	2021	802,155	$	1.19	to	$	7.82	$	3,539,804	-	%	0.15	%	to	0.80	%	12.31	%	to	13.04	%
	2020	676,628		1.06	to		6.92		2,851,566	0.08		0.15		to	0.80		(37.42)		to	25.38
	2019	520,871		1.69	to		5.52		1,851,438	0.02		0.15		to	0.75		31.10		to	31.30
	2018	365,457		1.29	to		4.21		1,117,892	-		0.15		to	0.75		(2.32)		to	(2.17)
	2017	315,393		1.10	to		1.32		951,777	0.03		0.25		to	0.75		9.88		to	24.81
MML Mid Cap Value Division
	2021	420,278		1.25	to		5.05		1,587,137	1.45		0.15		to	0.80		22.33		to	23.13
	2020	362,212		1.02	to		4.10		1,187,960	1.86		0.15		to	0.80		(31.67)		to	1.56
	2019	292,549		1.50	to		4.04		970,295	1.72		0.15		to	0.75		28.94		to	29.13
	2018	262,044		1.16	to		3.13		673,260	1.56		0.15		to	0.75		(13.12)		to	(12.99)
	2017	209,403		1.07	to		1.33		600,267	1.38		0.25		to	0.75		6.64		to	11.70
MML Moderate Allocation Division
	2021	771,376		1.15	to		3.29		2,037,126	1.39		0.15		to	0.80		11.10		to	11.83
	2020	769,964		1.03	to		2.94		1,810,582	2.60		0.15		to	0.80		(38.48)		to	10.38
	2019	658,245		1.68	to		2.66		1,440,195	2.57		0.15		to	0.75		17.70		to	18.41
	2018	586,895		1.43	to		2.25		1,072,577	2.14		0.15		to	0.75		(6.19)		to	(5.62)
	2017	578,705		1.06	to		1.52		1,148,828	1.82		0.25		to	0.75		5.88		to	12.48
MML Short-Duration Bond Division
	2021	299,747		1.02	to		1.11		331,949	5.24		0.25		to	0.80		1.20		to	2.01
	2020	12,038		1.01	to		1.09		13,182	-		0.25		to	0.80		(5.94)		to	1.55
	2019	15,622		1.07	to		1.11		16,793	3.18		0.25		to	0.75		4.45		to	4.45
	2018	1,266		1.02	to		1.07		1,349	3.13		0.25		to	0.75		1.53		to	1.53
	2017	1,008		1.01	to		1.05		1,058	0.87		0.25		to	0.75		0.88		to	2.55
MML Small Cap Equity Division
	2021	6,213,310		4.42	to		6.01		32,844,844	0.44		0.15		to	1.00		21.53		to	22.57
	2020	6,441,838		3.64	to		4.91		28,249,486	0.54		0.15		to	1.00		19.49		to	20.51
	2019	6,482,956		3.04	to		4.07		23,767,587	0.47		0.15		to	1.00		25.21		to	26.28
	2018	6,800,449		2.43	to		3.22		19,872,953	0.49		0.15		to	1.00		(11.09)		to	(10.32)
	2017	7,346,947		2.73	to		3.79		24,132,173	0.86		0.25		to	1.00		13.23		to	14.08
MML Small Cap Growth Equity Division
	2021	3,903,146		5.58	to		6.53		21,049,615	-		0.15		to	1.00		6.24		to	7.15
	2020	4,021,518		5.25	to		6.09		20,925,468	-		0.15		to	1.00		34.27		to	35.42
	2019	4,030,464		3.91	to		4.50		15,692,114	-		0.15		to	1.00		32.99		to	34.12
	2018	4,059,323		2.94	to		3.35		11,961,793	-		0.15		to	1.00		(5.83)		to	(5.02)
	2017	4,555,785		3.12	to		3.45		13,947,859	-		0.25		to	1.00		21.60		to	22.51
MML Small Company Value Division
	2021	202,134		1.33	to		1.62		373,185	0.40		0.25		to	0.80		24.47		to	25.47
	2020	96,982		1.07	to		1.29		130,835	0.30		0.25		to	0.80		(9.75)		to	9.16
	2019	13,952		1.19	to		1.53		21,300	0.27		0.25		to	0.75		25.54		to	25.54
	2018	13,302		0.94	to		1.22		16,177	0.33		0.25		to	0.75		(12.94)		to	(12.94)
	2017	13,074		1.08	to		1.40		18,263	-		0.25		to	0.75		8.48		to	11.69
MML Small/Mid Cap Value Division
	2021	274,154		1.41	to		5.44		1,092,493	1.08		0.15		to	0.80		34.86		to	35.74
	2020	299,300		1.05	to		4.00		809,605	1.10		0.15		to	0.80		(23.94)		to	4.49
	2019	233,198		1.38	to		3.83		651,868	0.64		0.15		to	0.75		20.10		to	20.28
	2018	162,818		1.15	to		3.19		443,894	0.49		0.15		to	0.75		(15.05)		to	(14.92)
	2017	142,379		1.11	to		1.35		454,678	0.46		0.25		to	0.75		10.92		to	13.44
MML Strategic Emerging Markets Division
	2021	131,540		0.96	to		1.35		146,079	-		0.25		to	0.80		(8.79)		to	(8.06)
	2020	101,850		1.05	to		1.46		118,330	0.43		0.25		to	0.80		8.57		to	17.55
	2019	132,199		0.97	to		1.24		130,203	0.23		0.25		to	0.75		24.60		to	25.53
	2018	153,242		0.78	to		0.99		120,611	0.15		0.25		to	0.75		(13.06)		to	(12.40)
	2017	140,823		0.90	to		1.13		127,444	0.08		0.25		to	0.75		13.19		to	33.03

F-89 

Notes To Financial Statements (Continued)

8.   FINANCIAL HIGHLIGHTS (Continued)

		At December 31,								For the Years Ended December 31,
										Investment
			Unit Value3							Income		Expense Ratio2					Total Return3
		Units	(Lowest to Highest)					Net Assets		Ratio1		(Lowest to Highest)					(Lowest to Highest)
MML Total Return Bond Division
	2021	105,722	$	0.98	to	$	1.18	$	124,434	2.19	%	0.25	%	to	0.80	%	(1.98)	%	to	(1.19)	%
	2020	32,588		1.00	to		1.19		40,203	3.07		0.25		to	0.80		(8.60)		to	8.79
	2019	20,536		1.10	to		1.15		23,663	2.43		0.25		to	0.75		8.91		to	8.91
	2018	50,300		1.01	to		1.06		53,217	1.99		0.25		to	0.75		(0.07)		to	(0.07)
	2017	35,411		1.01	to		1.06		37,492	-		0.25		to	0.75		0.90		to	2.96
MML U.S. Government Money Market Division
	2021	14,367,031		1.00	to		1.02		16,396,206	-		0.15		to	1.00		(1.00)		to	(0.15)
	2020	18,588,916		1.01	to		1.02		22,206,288	0.20		0.15		to	1.00		(0.77)		to	0.08
	2019	13,153,952		1.02	to		1.02		15,295,854	1.69		0.15		to	1.00		0.70		to	1.56
	2018	13,523,938		1.01	to		1.01		15,760,925	1.32		0.15		to	1.00		0.32		to	1.18
	2017	14,841,020		1.01	to		1.33		16,805,767	0.34		0.25		to	1.00		(0.64)		to	0.11
Oppenheimer Global Multi-Alternatives Division
	2021	-		-	to		-		-	-		-		to	-		-		to	-
	2020	-		-	to		-		-	-		-		to	-		-		to	-
	20195	-		1.00	to		1.03		-	1.44		0.25		to	0.75		3.53		to	3.53
	2018	69,086		0.96	to		0.99		68,494	0.38		0.25		to	0.75		(3.21)		to	(3.21)
	2017	77,068		1.00	to		1.02		78,943	-		0.25		to	0.75		(0.35)		to	0.56
PIMCO CommodityRealReturn® Strategy Division
	2021	436,186		1.09	to		1.17		492,181	4.19		0.15		to	0.70		32.18		to	32.91
	2020	432,307		0.83	to		0.88		365,739	6.07		0.15		to	0.70		0.52		to	1.08
	2019	370,676		0.82	to		0.87		309,923	4.36		0.15		to	0.70		10.57		to	11.19
	2018	310,982		0.74	to		0.79		232,562	1.95		0.15		to	0.70		(14.80)		to	(14.33)
	2017	222,679		0.87	to		1.09		195,201	10.79		0.25		to	0.70		1.34		to	9.02
PIMCO Global Bond Opportunities Division
	2021	210,849		-	to		1.11		233,307	4.93		-		-	0.25		-		to	(4.16)
	2020	197,425		-	to		1.15		227,936	2.45		-		-	0.25		-		to	10.12
	2019	187,216		-	to		1.05		196,278	2.45		-		-	0.25		-		to	6.13
	2018	176,432		-	to		0.99		174,285	5.59		-		-	0.25		-		to	(4.20)
PIMCO High Yield Division
	2021	142,359		-	-		1.25		177,886	4.40		-		-	0.25		-		-	3.64
	2020	220,608		-	-		1.21		265,993	4.80		-		-	0.25		-		-	5.76
	2019	154,943		-	-		1.14		176,652	1.12		-		-	0.25		-		-	14.75
PIMCO Real Return Division
	2021	17,000		-	-		1.27		21,647	4.92		-		-	0.25		-		-	5.61
	2020	17,085		-	-		1.21		20,601	0.94		-		-	0.25		-		-	11.72
PIMCO Total Return Division
	2021	166,564		-	to		1.18		196,048	1.85		-		to	0.25		-		to	(1.27)
	2020	150,514		-	to		1.19		179,430	2.08		-		to	0.25		-		to	8.66
	2019	118,445		-	to		1.10		129,945	2.30		-		to	0.25		-		to	8.37
T. Rowe Price All-Cap Opportunities Division4
	2021	750,541		6.45	to		8.33		4,920,302	-		0.30		to	0.75		19.89		to	20.43
	2020	810,125		5.38	to		6.91		4,529,302	-		0.30		to	0.75		43.30		to	43.94
	2019	908,636		3.75	to		4.80		3,539,489	0.42		0.30		to	0.75		33.92		to	34.52
	2018	962,993		2.80	to		3.57		2,800,329	0.14		0.30		to	0.75		0.40		to	0.85
	2017	1,148,513		2.79	to		3.54		3,311,867	0.10		0.30		to	0.75		33.43		to	34.03
T. Rowe Price Blue Chip Growth Division
	2021	3,170,366		7.08	to		9.21		25,875,360	-		0.25		to	1.00		16.45		to	17.33
	2020	3,391,891		6.08	to		7.85		23,754,759	-		0.25		to	1.00		32.94		to	33.94
	2019	3,509,332		4.57	to		5.86		18,577,729	-		0.25		to	1.00		28.60		to	29.56
	2018	3,628,656		3.56	to		4.52		14,956,517	-		0.25		to	1.00		0.90		to	1.66
	2017	3,646,665		3.52	to		4.45		14,954,650	-		0.25		to	1.00		34.82		to	35.83

F-90 

Notes To Financial Statements (Continued)

8.   FINANCIAL HIGHLIGHTS (Continued)

		At December 31,								For the Years Ended December 31,
										Investment
			Unit Value3							Income		Expense Ratio2					Total Return3
		Units	(Lowest to Highest)					Net Assets		Ratio1		(Lowest to Highest)					(Lowest to Highest)
T. Rowe Price Equity Income Division
	2021	5,487,164	$	3.69	to	$	4.82	$	23,530,078	1.58	%	0.25	%	to	1.00	%	24.30	%	to	25.24	%
	2020	5,467,518		2.97	to		3.85		18,840,838	2.35		0.25		to	1.00		0.18		to	0.93
	2019	5,417,533		2.96	to		3.81		18,706,568	2.33		0.25		to	1.00		25.14		to	26.08
	2018	5,493,478		2.37	to		3.02		15,188,122	2.01		0.25		to	1.00		(10.41)		to	(9.73)
	2017	5,623,353		2.64	to		3.35		17,339,953	1.75		0.25		to	1.00		14.87		to	15.73
T. Rowe Price Limited-Term Bond Division
	2021	43,051		1.11	to		1.75		48,102	1.35		0.25		to	0.40		(0.32)		to	0.13
	2020	96,431		1.11	to		1.76		107,265	1.81		0.25		to	0.60		4.09		to	4.71
	2019	781		1.06	to		1.69		1,319	2.42		0.25		to	0.60		3.73		to	4.36
	2018	919		1.01	to		1.63		1,497	2.03		0.25		to	0.60		0.57		to	1.18
	2017	1,047		1.00	to		1.62		1,695	1.45		0.25		to	0.60		0.21		to	0.45
T. Rowe Price Mid-Cap Growth Division
	2021	8,065,644		7.46			12.22		75,155,920	-		0.25			1.00		13.71			14.56
	2020	8,662,009		6.56			10.67		70,544,711	-		0.25			1.00		22.57			23.50
	2019	9,498,129		5.35			8.64		62,866,836	0.14		0.25			1.00		29.98			30.96
	2018	10,060,534		4.12			6.60		50,673,306	-		0.25			1.00		(3.01)			(2.28)
	2017	10,999,651		4.25			6.75		56,582,781	-		0.25			1.00		23.54			24.46
Templeton Foreign VIP Division
	2021	5,875,466		1.91			2.01		12,160,131	1.84		0.25			1.00		3.12			3.90
	2020	5,834,770		1.85			1.94		11,342,176	3.39		0.25			1.00		(2.14)			(1.40)
	2019	5,904,930		1.85			1.90		11,293,030	1.72		0.25			1.00		11.41			12.25
	2018	5,959,755		1.65			1.70		9,952,036	2.66		0.25			1.00		(16.29)			(15.65)
	2017	6,107,253		1.95			2.03		11,957,352	2.60		0.25			1.00		15.53			16.40
Templeton Global Bond VIP Division
	2021	43,381		-			0.94		40,634	-		-			0.25		-		to	(4.62)
	2020	43,761		-			0.98		42,977	8.55		-			0.25		-		to	(5.07)
	2019	22,781		-			1.03		23,569	-		-			0.25		-		to	2.26
Vanguard VIF Global Bond Index Fund
	2021	196,349		-			0.98		191,467	0.24		-			0.80		-			(2.62)
	2020	2,914		-			1.00		2,918	-		-			0.80		-			-
Vanguard VIF Mid Cap Index Fund
	2021	247,101		-	-		1.30		320,634	0.10		-		-	0.80		-		-	23.37
	2020	5,400		-	-		1.05		5,680	-		-		-	0.80		-		-	-
Vanguard VIF Real Estate Index Fund
	2021	156,470		-	-		1.41		221,372	0.17		-		-	0.80		-		-	39.09
	2020	4,937		-	-		1.02		5,022	-		-		-	0.80		-		-	-
Voya International Index Division
	2021	1,251,780		-	-		1.35		1,693,422	1.88		-		-	0.25		-		-	10.62
	2020	1,211,566		-	-		1.22		1,481,694	2.48		-		-	0.25		-		-	7.62
	2019	1,139,366		-	-		1.14		1,294,774	2.77		-		-	0.25		-		-	21.04
Voya Russell™ Mid Cap Index Division
	2021	1,262,767		-	-		1.82		2,294,465	0.79		-		-	0.25		-		-	21.80
	2020	996,375		-	-		1.49		1,486,419	1.20		-		-	0.25		-		-	16.32
	2019	748,449		-	-		1.28		959,866	1.24		-		-	0.25		-		-	29.74
Voya Russell™ Small Cap Index Division
	2021	265,008		-	-		1.63		433,177	0.46		-		-	0.25		-		-	14.04
	2020	255,930		-	-		1.43		366,824	1.06		-		-	0.25		-		-	19.34
	2019	166,147		-	-		1.20		199,550	0.70		-		-	0.25		-		-	24.77

F-91 

Notes To Financial Statements (Continued)

8.   FINANCIAL HIGHLIGHTS (Continued)

			At December 31,								For the Years Ended December 31,
											Investment
				Unit Value3							Income		Expense Ratio2					Total Return3
			Units	(Lowest to Highest)					Net Assets		Ratio1		(Lowest to Highest)					(Lowest to Highest)
VY® Clarion Global Real Estate Division
	2021		227,531	$	2.96	to	$	3.19	$	701,469	2.71	%	0.15	%	to	0.70	%	33.21	%	to	33.94	%
	2020		223,661		2.22	to		2.38		510,408	5.82		0.15		to	0.70		(5.70)		to	(5.18)
	2019		196,349		2.36	to		2.51		472,645	2.54		0.15		to	0.70		23.48		to	24.16
	2018		174,554		1.91	to		2.02		336,952	5.13		0.15		to	0.70		(9.38)		to	(8.88)
	2017		138,798		2.11	to		2.15		295,310	3.54		0.50		to	0.70		9.73		to	9.95
	1	The investment income ratios represent the dividends, excluding distributions of capital gains, received by the division from the underlying mutual fund, divided by the average net assets. These ratios exclude expenses, such as mortality and expense charges, that are assessed against policy owner accounts either through reductions in the unit values or the redemption of units. The recognition of investment income by the division is affected by the timing of the declaration of dividends by the underlying fund in which the division invests.
	2	The expense ratios represent the annualized policy expenses of the Separate Account, consisting primarily of mortality and expense charges, for each period indicated. The ratios include only those expenses that result in a direct reduction of unit values. Charges made directly to policy owner accounts through the redemption of units and expenses of the underlying fund have been excluded.
	3	The total returns are for the periods indicated, including changes in the value of the underlying fund, and the expenses assessed through the reduction of unit values. These ratios do not include any expenses assessed through the redemption of units. As the total return is presented as a range of minimum to maximum values, based on the product grouping representing the related minimum and maximum expense ratio amounts, some individual policy total returns and unit values are not within the ranges presented.
	4	See Note 2 to the financial statements for the previous name of this division.
	5	For the period January 1, 2019 through April 29, 2019. Effective April 29, 2019 this Sub-Account liquidated and any contract value in the Sub-Account after the close of the New York Stock Exchange on April 29, 2019 was automatically transferred to the MML U.S. Government Money Market Sub-Account.

F-92 

Notes To Financial Statements (Continued)

8. FINANCIAL HIGHLIGHTS (Continued)

B.	The Separate Account assesses “current” charges associated with each policy. These charges are either assessed as a direct reduction in unit values or through a redemption of units for all policies contained within the Separate Account. Charges shown below state charges assessed at a monthly rate unless otherwise specified.
	Administrative Charge	$0 - $12 per month per policy
	This charge is assessed through the redemption of units.
	Asset Charge/Mortality and Expense Risk Charge	Effective annual rate of 0.10% - 1.00% of the policy’s assets held in the Separate Account.
	This charge is assessed through a reduction in unit values or through the redemption of units.
	Additional Mortality Fees	$0.00 to $83.33 per $1,000 of insurance risk
	This charge is assessed through a redemption of units.	$0.08 to $83.33 per $1,000 of face amount
	Face Amount Charge This charge is assessed through a redemption of units.	$0.00 - $1.79 per month per $1,000 face amount of policy; or charge is based on the initial selected face amount of the Policy, the issue age of the insured, and the Policy year in which the deduction is made.
	Insurance Charge/Cost of Insurance Protection Charge/Mortality Charge	$0.00 - $83.33 per month per $1,000 of insurance risk; or MassMutual may charge up to the maximum rate in the Table of Maximum Monthly Mortality Charges in a Policy. MassMutual may charge less than the maximum. If policies are issued in a Group Case, any changes in these charges will apply to all policies in the same case.
	These charges are assessed through a redemption of units.
	Loan Interest Rate Expense Charge	Effective annual rate of 0.00% - 1.00% of the loan amount
	This charge is assessed through a redemption of units.

Rider Charges:
The rider charges do not apply to all segments within the Separate Account.
These charges are assessed through a redemption of units.
A.    Accidental Death Benefit	$0.025 - $0.12929 per $1,000 of coverage
B.    Additional Insurance	$0.01 to $82.50 per $1,000 of insurance risk
	$0.00 to $0.41 per $1,000 of face amount
C.    Death Benefit Guarantee	$0.01 per $1,000 of face amount
D.    Disability Benefit	$0.00 to $0.32 per $1 of monthly deductions
	$0.00 to $0.04 per $1 of specified benefit amount
	Not applicable per $100 of specified benefit amount
	$0.009 to $0.149 per $1 of specified premium
	$0.00 to $0.09783 per $1,000 of insurance risk

F-93 

Notes To Financial Statements (Continued)

E.    Estate Protection	$0.00 to $21.96 per $1,000 of insurance risk
F.    Guaranteed Insurability	$0.03 to $0.11 per $1,000 of option amount
G.    Insurability Protection	$0.043 to $0.179 per $1,000 of rider face amount
H.    Other Insured	$0.01 to $79.16 per $1,000 of insurance risk
I.    Survivorship Term	$0.00 to $80.83 per $1,000 of insurance risk
	$0.00 to $0.30 per $1,000 of face amount
J.   Waiver of Monthly Charges	$0.00 to $0.349 per $1 of monthly deductions
	$4.55 to $11.98 per $100 of monthly deductions
K.   Waiver of Specified Premium	$0.00 to $0.28 per $1 of monthly deduction
	$0.00 to $0.04 per $1 of specified premium amount
L.    Additional Mortality Fees	$0.00 to $83.33 per $1,000 of insurance risk $0.00 to $83.33 per $1,000 of face amount
M.    Underwriting Charge	$0.01 to $0.06 per $1,000 of selected face amount
N.    Term Rider	$0.01 to $36.72 per $1,000 of insurance risk
O.  Children's Level Term Insurance Rider	$4.50 per month
P.   Spouse Level Term Insurance Rider	$0.06 - $1.91 per $1,000 of rider coverage

9. SUBSEQUENT EVENTS

The Separate Account’s management has reviewed events occurring through March 8, 2022, the date the financial statements were issued, and no subsequent events occurred requiring accrual or disclosure.

F-94 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

STATUTORY FINANCIAL STATEMENTS

As of December 31, 2021 and 2020 and

for the years ended December 31, 2021, 2020 and 2019

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

STATUTORY FINANCIAL STATEMENTS

Table of Contents
					Page
Independent Auditors’ Report				1
Statutory Statements of Financial Position				3
Statutory Statements of Operations				4
Statutory Statements of Changes in Surplus				5
Statutory Statements of Cash Flows				6
Notes to Statutory Financial Statements:
	1.		Nature of operations	7
	2.		Summary of significant accounting policies	7
	3.		New accounting standards	20
	4.		Fair value of financial instruments	21
	5.		Investments
		a.	Bonds	28
		b.	Preferred stocks	33
		c.	Common stocks – subsidiaries and affiliates	33
		d.	Common stocks – unaffiliated	35
		e.	Mortgage loans	36
		f.	Real estate	40
		g.	Partnerships and limited liability companies	41
		h.	Derivatives	42
		i.	Repurchase agreements	46
		j.	Net investment income	47
		k.	Net realized capital (losses) gains	48
	6.		Federal income taxes	50
	7.		Other than invested assets	56
	8.		Policyholders’ liabilities	58
	9.		Reinsurance	63
	10.		Withdrawal characteristics	66
	11.		Debt	70
	12.		Employee benefit plans	71
	13.		Employee compensation plans	82
	14.		Surplus notes	83
	15.		Presentation of the Statutory Statements of Cash Flows	84
	16.		Business risks, commitments and contingencies	85
	17.		Related party transactions	91
	18.		Subsidiaries and affiliated companies	93
	19.		Subsequent events	97
	20.		Impairment listing for loan-backed and structured securities	98

KPMG LLP

One Financial Plaza

755 Main Street

Hartford, CT 06103

Independent Auditors’ Report

The Board of Directors and Policyholders

Massachusetts Mutual Life Insurance Company:

Opinions

We have audited the statutory financial statements of Massachusetts Mutual Life Insurance Company (the Company), which comprise the statutory statements of financial position as of December 31, 2021 and 2020, and the related statutory statements of operations and changes in surplus, and cash flows for the three-year period ended December 31, 2021, and the related notes to the statutory financial statements.

Unmodified Opinion on Statutory Basis of Accounting

In our opinion, the accompanying statutory financial statements present fairly, in all material respects, the statutory financial position of the Company as of December 31, 2021 and 2020, and the results of its operations and its cash flows for the three-year period ended December 31, 2021 in accordance with the statutory accounting practices prescribed or permitted by the Commonwealth of Massachusetts Division of Insurance described in Note 2.

Adverse Opinion on U.S. Generally Accepted Accounting Principles

In our opinion, because of the significance of the matter discussed in the Basis for Adverse Opinion on U.S. Generally Accepted Accounting Principles section of our report, the statutory financial statements do not present fairly, in accordance with U.S. generally accepted accounting principles, the financial position of the Company as of December 31, 2021 and 2020, or the results of its operations or its cash flows for the three-year period ended December 31, 2021.

Basis for Opinions

We conducted our audits in accordance with auditing standards generally accepted in the United States of America (GAAS). Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of the Company, and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audits. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions.

Basis for Adverse Opinion on U.S. Generally Accepted Accounting Principles

As described in Note 2 of the statutory financial statements, the statutory financial statements are prepared by the Company using accounting practices prescribed or permitted by the Commonwealth of Massachusetts Division of Insurance, which is a basis of accounting other than U.S. generally accepted accounting principles. Accordingly, the statutory financial statements are not intended to be presented in accordance with U.S. generally accepted accounting principles. The effects on the statutory financial statements of the variances between the statutory accounting practices described in Note 2 and U.S. generally accepted accounting principles, although not reasonably determinable, are presumed to be material and pervasive.

KPMG LLP, a Delaware limited liability partnership and a member firm of the

KPMG global organization of independent member firms affiliated with

KPMG International Limited, a private English company limited by guarantee.

Responsibilities of Management for the Financial Statements

Management is responsible for the preparation and fair presentation of these statutory financial statements in accordance with statutory accounting practices prescribed or permitted by the Commonwealth of Massachusetts Division of Insurance. Management is also responsible for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of statutory financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the statutory financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for one year after the date that the statutory financial statements are available to be issued.

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the statutory financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the statutory financial statements.

In performing an audit in accordance with GAAS, we:

• Exercise professional judgment and maintain professional skepticism throughout the audit.

• Identify and assess the risks of material misstatement of the statutory financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the statutory financial statements.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. Accordingly, no such opinion is expressed.

• Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the statutory financial statements.

• Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for a reasonable period of time.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control related matters that we identified during the audit.

/s/ KPMG LLP

Hartford, Connecticut

February 25, 2022

2 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

STATUTORY STATEMENTS OF FINANCIAL POSITION

	As of
	December 31,
	2021		2020
	(In Millions)
Assets:
Bonds	$	124,287	$	114,684
Preferred stocks		555		470
Common stocks – subsidiaries and affiliates		24,640		19,895
Common stocks – unaffiliated		1,277		1,192
Mortgage loans		26,345		26,078
Policy loans		16,120		15,597
Real estate		395		362
Partnerships and limited liability companies		12,545		9,534
Derivatives		16,379		21,076
Cash, cash equivalents and short-term investments		5,943		5,738
Other invested assets		1,286		1,503
Total invested assets		229,772		216,129
Investment income due and accrued		3,584		3,859
Federal income taxes		55		-
Net deferred income taxes		710		509
Other than invested assets		4,686		3,996
Total assets excluding separate accounts		238,807		224,493
Separate account assets		76,160		75,966
Total assets	$	314,967	$	300,459
Liabilities and Surplus:
Policyholders’ reserves	$	138,269	$	125,167
Liabilities for deposit-type contracts		17,041		14,580
Contract claims and other benefits		797		726
Policyholders’ dividends		1,828		1,708
General expenses due or accrued		1,385		1,253
Federal income taxes		-		670
Asset valuation reserve		6,414		5,205
Repurchase agreements		2,802		4,006
Commercial paper		250		250
Collateral		6,158		5,551
Derivatives		10,877		17,349
Funds held under coinsurance		19,255		17,929
Other liabilities		6,900		5,772
Total liabilities excluding separate accounts		211,976		200,166
Separate account liabilities		76,012		75,966
Total liabilities		287,988		276,132
Surplus		26,979		24,327
Total liabilities and surplus	$	314,967	$	300,459

See accompanying notes to statutory financial statements

3 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

STATUTORY STATEMENTS OF OPERATIONS

	Years Ended December 31,
	2021			2020			2019
	(In Millions)
Revenue:
Premium income	$	19,891		$	10,323		$	22,781
Net investment income		8,845			8,752			7,693
Fees and other income		1,253			3,726			1,381
Total revenue		29,989			22,801			31,855
Benefits, expenses and other deductions:
Policyholders’ benefits		11,513			24,784			24,573
Change in policyholders’ reserves		11,649			(10,003	)		1,138
General insurance expenses		2,269			2,394			2,391
Commissions		1,224			1,091			1,067
State taxes, licenses and fees		326			275			271
Other deductions		810			1,626			298
Total benefits, expenses and other deductions		27,791			20,167			29,738
Net gain from operations before dividends and federal income taxes		2,198			2,634			2,117
Dividends to policyholders		1,808			1,697			1,671
Net gain from operations before federal income taxes		390			937			446
Federal income tax expense (benefit)		72			135			(15	)
Net gain from operations		318			802			461
Net realized capital losses		(534	)		(586	)		(37	)
Net (loss) gain	$	(216	)	$	216		$	424

See accompanying notes to statutory financial statements

4 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

STATUTORY STATEMENTS OF CHANGES IN SURPLUS

	Years Ended December 31,
	2021			2020			2019
	(In Millions)
Surplus, beginning of year	$	24,327		$	18,893		$	15,610
Net increase/(decrease) due to:
Net (loss) income		(216	)		216			424
Change in net unrealized capital gains, net of tax		3,366			1,422			3,433
Change in net unrealized foreign exchange capital (losses) gains, net of tax		(673	)		1,010			282
Change in other net deferred income taxes		544			(23	)		(55	)
Change in nonadmitted assets		20			50			747
Change in asset valuation reserve		(1,209	)		(535	)		(1,363	)
Change in reserve valuation basis		-			(48	)		-
Change in surplus notes		841			1,537			(33	)
Change in minimum pension liability		21			111			(68	)
Prior period adjustments		31			33			(70	)
Deferred gain on reinsurance transactions		-			1,665			-
Other		(73	)		(4	)		(14	)
Net increase (decrease)		2,652			5,434			3,283
Surplus, end of year	$	26,979		$	24,327		$	18,893

See accompanying notes to statutory financial statements

5 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

STATUTORY STATEMENTS OF CASH FLOWS

	Years Ended December 31,
	2021			2020			2019
	(In Millions)
Cash from operations:
Premium and other income collected	$	20,237		$	20,788		$	24,250
Net investment income		9,238			7,281			8,303
Benefit payments		(11,349	)		(24,243	)		(24,526	)
Net transfers from separate accounts		1,129			4,020			5,814
Commissions and other expenses		(4,557	)		(3,911	)		(3,816	)
Dividends paid to policyholders		(1,688	)		(1,674	)		(1,700	)
Federal and foreign income taxes (paid) recovered		(849	)		142			552
Net cash from operations		12,161			2,403			8,877
Cash from investments:
Proceeds from investments sold, matured or repaid:
Bonds		37,911			23,128			22,233
Preferred and common stocks – unaffiliated		584			547			839
Common stocks – affiliated		45			8			5
Mortgage loans		4,889			4,098			2,418
Real estate		75			1			192
Partnerships and limited liability companies		1,629			1,051			1,207
Derivatives		(490	)		1,855			996
Other		198			542			(995	)
Total investment proceeds		44,841			31,230			26,895
Cost of investments acquired:
Bonds		(47,343	)		(38,209	)		(25,867	)
Preferred and common stocks – unaffiliated		(515	)		(321	)		(1,443	)
Common stocks – affiliated		(3,966	)		(2,003	)		(204	)
Mortgage loans		(5,170	)		(4,293	)		(6,211	)
Real estate		(174	)		(120	)		(120	)
Partnerships and limited liability companies		(4,033	)		(1,847	)		(1,368	)
Derivatives		(66	)		(428	)		(302	)
Other		86			78			(81	)
Total investments acquired		(61,181	)		(47,143	)		(35,596	)
Net increase in policy loans		(522	)		(872	)		(852	)
Net cash used in investing activities		(16,862	)		(16,785	)		(9,553	)
Cash from financing and miscellaneous sources:
Net deposits (withdrawals) on deposit-type contracts		2,359			(1,031	)		868
Cash provided (applied to) by surplus note issuance		607			697			(39	)
Change in repurchase agreements		(1,204	)		172			(935	)
Change in collateral		574			2,270			550
Other cash provided (used)		2,570			14,219			(293	)
Net cash from financing and miscellaneous sources		4,906			16,327			151
Net change in cash, cash equivalents and short-term investments		205			1,945			(525	)
Cash, cash equivalents and short-term investments:
Beginning of year		5,738			3,793			4,318
End of year	$	5,943		$	5,738		$	3,793

See accompanying notes to statutory financial statements

6 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS

1. Nature of operations

Massachusetts Mutual Life Insurance Company (MassMutual or the Company), a mutual life insurance company domiciled in the Commonwealth of Massachusetts, and its domestic life insurance subsidiaries provide individual and group life insurance, disability insurance (DI), individual and group annuities and guaranteed interest contracts (GIC) to individual and institutional customers in all 50 states of the United States of America (U.S.), the District of Columbia and Puerto Rico. Products and services are offered primarily through the Company’s MassMutual Financial Advisors (MMFA), MassMutual Strategic Distributors (MMSD), Digital Direct to Consumer and Business to Business (DTC&B2B), Institutional Solutions (IS) and Worksite distribution channels.

MMFA is a sales force that includes financial professionals that operate in the U.S. MMFA sells individual life, individual annuities, long-term care (LTC) and DI. The Company’s MMSD channel sells life insurance, disability, annuity, and hybrid life and LTC solutions through a network of third-party distribution partners. The Company’s DTC&B2B distribution channel sells individual life and supplemental health insurance primarily through direct response television advertising, digital media, search engine optimization and search engine marketing. The Company’s IS distribution channel sells group annuities, group life and GIC primarily through retirement advisory firms, actuarial consulting firms, investment banks, insurance benefit advisors and investment management companies. The Company’s Worksite channel works with advisors and employers across the country to provide American workers with voluntary and executive benefits such as group whole life, critical illness, accident insurance and executive variable life and disability, through the workplace.

2. Summary of significant accounting policies

a. Basis of presentation

The statutory financial statements have been prepared in conformity with the statutory accounting practices of the National Association of Insurance Commissioners (NAIC) and the accounting practices prescribed or permitted by the Commonwealth of Massachusetts Division of Insurance (the Division).

Statutory accounting practices are different in some respects from financial statements prepared in accordance with U.S. GAAP. The more significant differences between statutory accounting practices and U.S. GAAP are as follows:

Invested assets

· Bonds are generally carried at amortized cost, whereas U.S. GAAP reports bonds at fair value for bonds available for sale and trading or at amortized cost for bonds held to maturity

· Changes in the fair value of derivative financial instruments are recorded as changes in surplus, whereas U.S. GAAP generally reports these changes in revenue unless deemed an effective hedge

· Interest rate and credit default swaps associated with replicated synthetic investment transactions are carried at amortized cost, whereas U.S. GAAP would carry them at fair value

· Embedded derivatives are recorded as part of the underlying contract, whereas U.S. GAAP would identify and bifurcate certain embedded derivatives from the underlying contract or security and account for them separately at fair value

· Income recognition on partnerships and limited liability companies, which are accounted for under the equity method, is limited to the amount of cash distribution, whereas U.S. GAAP is without limitation

· Certain majority-owned subsidiaries and variable interest entities are accounted for using the equity method, whereas U.S. GAAP would consolidate these entities

Policyholders’ liabilities

· Statutory policy reserves are generally based upon prescribed methods, such as the Commissioners’ Reserve Valuation Method, Commissioners’ Annuity Reserve Valuation Method or net level premium method, and prescribed statutory mortality, morbidity and interest assumptions at the time of issuance, whereas U.S. GAAP policy reserves would generally be based upon the net level premium method or the estimated gross margin method with estimates, at time of issuance, of future mortality, morbidity, persistency and interest

7 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

· Liabilities for policyholders’ reserves, unearned premium, and unpaid claims are presented net of reinsurance ceded, whereas U.S. GAAP would present the liabilities on a direct basis and report an asset for the amounts recoverable or due from reinsurers

· Payments received for universal and variable life insurance products, certain variable and fixed deferred annuities and group annuity contracts are reported as premium income and corresponding change in reserves, whereas U.S. GAAP would treat these payments as deposits to policyholders’ account balances

General insurance expenses and commissions

· Certain acquisition costs, such as commissions and other variable costs, directly related to successfully acquiring new business are charged to current operations as incurred, whereas U.S. GAAP generally would capitalize these expenses and amortize them based on profit emergence over the expected life of the policies or over the premium payment period

Net realized capital gains (losses)

· After-tax realized capital gains (losses) that result from changes in the overall level of interest rates for all types of fixed-income investments and interest-related hedging activities are deferred into the interest maintenance reserve (IMR) and amortized into revenue, whereas U.S. GAAP reports these gains and losses as revenue

Surplus

· Changes in the balances of deferred income taxes, which provide for book versus tax temporary differences, are subject to limitation and are recorded in surplus, whereas U.S. GAAP would generally include the change in deferred taxes in net income without limitation

· Assets are reported at admitted asset value and assets designated as nonadmitted are excluded through a charge against surplus, whereas U.S. GAAP recognizes all assets, net of any valuation allowances

· An asset valuation reserve (AVR) is reported as a contingency reserve to stabilize surplus against fluctuations in the statement value of real estate, partnerships and limited liability companies and certain common stocks as well as credit-related changes in the value of bonds, mortgage loans and certain derivatives, whereas U.S. GAAP does not record this reserve

· Changes to the mortgage loan valuation allowance are recognized in net unrealized capital gains (losses), net of tax, in the Statutory Statements of Changes in Surplus, whereas U.S. GAAP reports these changes in net realized capital gains (losses)

· The overfunded status of pension and other postretirement plans, which is the excess of the fair value of the plan assets over the projected benefit obligation, is a nonadmitted asset for statutory accounting whereas U.S. GAAP recognizes the overfunded status as an asset

· Surplus notes are reported in surplus, whereas U.S. GAAP reports these notes as liabilities

· Statutory Statements of Changes in Surplus includes net income, change in net unrealized capital gains (losses), change in net unrealized foreign exchange capital gains (losses), change in other net deferred income taxes, change in nonadmitted assets, change in AVR, prior period adjustments and change in minimum pension liability, whereas U.S. GAAP presents net income as retained earnings and net unrealized capital gains (losses), change in net unrealized foreign exchange capital gains (losses), change in minimum pension liability as other comprehensive income

· The change in the fair value for unaffiliated common stock is recorded in surplus, whereas the change in the fair value for ownership interests in an entity not accounted for under the equity method or consolidated are recorded in revenue for U.S. GAAP

Other

· Assets and liabilities associated with certain group annuity and variable universal life contracts, which do not pass-through all investment experience to contract holders, are maintained in separate accounts and are

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

presented on a single line in the statutory financial statements, whereas U.S. GAAP reports these contracts as general investments and liabilities of the Company

The preparation of financial statements requires management to make estimates and assumptions that impact the reported amounts of assets and liabilities, the disclosure of assets and liabilities as of the date of the statutory financial statements and the reported amounts of revenues and expenses during the reporting periods. The most significant estimates and assumptions include those used in determining the carrying values of investments including the amount of mortgage loan investment valuation reserves, other-than-temporary impairment(s) (OTTI), the value of the investment in MassMutual Holding LLC (MMHLLC), the liabilities for policyholders’ reserves, the determination of admissible deferred tax assets (DTA), the liability for taxes and the liability for litigation or other contingencies. Future events including, but not limited to, changes in the level of mortality, morbidity, interest rates, persistency, asset valuations and defaults could cause results to differ from the estimates used in the statutory financial statements. Although some variability is inherent in these estimates, management believes the amounts presented are appropriate.

b. Corrections of errors and reclassifications

For the years ended December 31, 2021 and 2020, corrections of prior years’ errors were recorded in surplus, net of tax:

	Years Ended December 31, 2021 and 2020
	Increase (Decrease) to:
	Prior					Current						Asset
	Years’					Year						or Liability
	Net Income					Surplus						Balances
	(In Millions)
	2021			2020		2021			2020			2021			2020
Common stocks -subsidiaries and affiliates(1)	$	-		$	-	$	(2	)	$	(35	)	$	(2	)	$	(35	)
Net deferred income taxes(1)		-			-		50			8			50			8
Policyholders’ reserves		(12	)		33		(12	)		33			12			(33	)
Other Liabilities		17			-		17			-			(17	)		-
Liabilities for deposit-type contracts		26			-		26			-			(26	)		-
Total	$	31		$	33	$	79		$	6		$	17		$	(60	)

⁽¹⁾ The change in common stocks subsidiaries and affiliates and net deferred income taxes were recorded through surplus as a change in unrealized capital losses, net of tax.

c. Bonds

Bonds are generally valued at amortized cost using the constant yield interest method with the exception of NAIC Category 6 bonds, which are in or near default, and certain residential mortgage-backed securities (RMBS) and commercial mortgage-backed securities (CMBS), which are rated by outside modelers, which are carried at the lower of amortized cost or fair value. NAIC ratings are applied to bonds and other investments. Categories 1 and 2 are considered investment grade, while Categories 3 through 6 are considered below investment grade. Bonds are recorded on a trade date basis, except for private placement bonds, which are recorded on the funding date.

For loan-backed and structured securities, such as asset-backed securities (ABS), mortgage-backed securities (MBS), including RMBS and CMBS, and structured securities, including collateralized debt obligations (CDOs), amortization or accretion is revalued quarterly based on the current estimated cash flows, using either the prospective or retrospective adjustment methodologies.

Fixed income securities, with the highest ratings from a rating agency follow the retrospective method of accounting.

All other fixed income securities, such as floating rate bonds and interest only securities, including those that have been impaired, follow the prospective method of accounting.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The fair value of bonds is based on quoted market prices when available. If quoted market prices are not available, values provided by other third-party organizations are used. If values provided by other third-party organizations are unavailable, fair value is estimated using internal models by discounting expected future cash flows using observable current market rates applicable to yield, credit quality and maturity of the investment or using quoted market values for comparable investments. Internal inputs used in the determination of fair value include estimated prepayment speeds, default rates, discount rates and collateral values, among others. Structure characteristics and cash flow priority are also considered. Fair values resulting from internal models are those expected to be received in an orderly transaction between willing market participants.

Refer to Note 2dd. "Net realized capital (losses) gains including other-than-temporary impairments and unrealized capital gains (losses)" for information on the Company’s policy for determining OTTI.

d. Preferred stocks

Preferred stocks in good standing, those that are rated Categories 1 through 3 by the Securities Valuation Office (SVO) of the NAIC, are generally valued at amortized cost. Preferred stocks not in good standing, those that are rated Categories 4 through 6 by the SVO, are valued at the lower of amortized cost or fair value. Fair values are based on quoted market prices, when available. If quoted market prices are not available, values provided by third-party organizations are used. If values provided by third-party organizations are unavailable, fair value is estimated using internal models. These models use inputs not directly observable or correlated with observable market data. Typical inputs integrated into the Company’s internal discounted expected earnings models include, but are not limited to, earnings before interest, taxes, depreciation and amortization estimates. Fair values resulting from internal models are those expected to be received in an orderly transaction between willing market participants.

Refer to Note 2dd. "Net realized capital (losses) gains including other-than-temporary impairments and unrealized capital gains (losses)" for information on the Company’s policy for determining OTTI.

e. Common stocks – subsidiaries and affiliates

On May 28, 2021, the Company, through a wholly owned subsidiary, Glidepath Holdings Inc. (Glidepath), acquired Great American Life Insurance Company and other subsidiaries and affiliated entities (GALIC) for $3,570 million in cash. GALIC primarily offers traditional fixed and fixed indexed annuity products.

In December 2020, MassMutual contributed its ownership in MassMutual Asset Finance (MMAF), LLC and MML Management LLC, wholly owned subsidiaries with a combined carrying value of $1,602 million, to MM Investment Holding (MMIH), a wholly owned subsidiary, in an affiliated transaction and therefore no gain or loss was recognized on the transaction. There was no impact to surplus.

Common stocks of unconsolidated subsidiaries, primarily MassMutual Holding LLC (MMHLLC), Glidepath and MM Investment Holding (MMIH), are accounted for using the statutory equity method. The Company accounts for the value of MMHLLC at its underlying U.S. generally accepted accounting principles (U.S. GAAP) equity value less adjustments for the limited statutory basis of accounting related to foreign insurance subsidiaries and controlled affiliates entities as well as an adjustment of $612 million as of December 31, 2021 for a portion of its noncontrolling interests (NCI). Glidepath is valued on it is underlying GAAP equity with adjustment to recognize its investment in GALIC based on GALIC’s underlying statutory surplus, adjusted for any unamortized goodwill that would have been recognized under the statutory purchase method. Operating results, less dividends declared, for MMHLLC, Glidepath and MMIH are reflected as net unrealized capital gains in the Statutory Statements of Changes in Surplus. Dividends declared from MMHLLC, Glidepath and MMIH are recorded in net investment income when declared and are limited to MMHLLC, Glidepath and MMIH’s U.S. GAAP retained earnings. The cost basis of common stocks – subsidiaries and affiliates is adjusted for impairments deemed to be other than temporary.

Refer to Note 5c. "Common stocks - subsidiaries and affiliates" for further information on the valuation of MMHLLC.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

f. Common stocks – unaffiliated

Unaffiliated common stocks are carried at fair value, which is based on quoted market prices when available. If quoted market prices are not available, values provided by third-party organizations are used. If values from third parties are unavailable, fair values are determined by management using estimates based upon internal models. The Company’s internal models include estimates based upon comparable company analysis, review of financial statements, broker quotes and last traded price. Fair values resulting from internal models are those expected to be received in an orderly transaction between willing market participants.

Refer to Note 2dd. "Net realized capital (losses) gains including other-than-temporary impairments and unrealized capital gains (losses)" for information on the Company’s policy for determining OTTI.

g. Mortgage loans

Mortgage loans are valued at the unpaid principal balance of the loan, net of unamortized premium, discount, mortgage origination fees and valuation allowances. Interest income earned on impaired loans is accrued on the outstanding principal balance of the loan based on the loan’s contractual coupon rate. Interest is not accrued for (a) impaired loans more than 60 days past due, (b) delinquent loans more than 90 days past due, or (c) loans that have interest that is not expected to be collected. The Company continually monitors mortgage loans where the accrual of interest has been discontinued, and will resume the accrual of interest on a mortgage loan when the facts and circumstances of the borrower and property indicate that the payments will continue to be received according to the terms of the original or modified mortgage loan agreement.

h. Policy loans

Policy loans are carried at the outstanding loan balance less amounts unsecured by the cash surrender value of the policy and amounts ceded to reinsurers.

i. Real estate

Investment real estate, which the Company has the intent to hold for the production of income, and real estate occupied by the Company are carried at depreciated cost, less encumbrances. Depreciation is calculated using the straight-line method over the estimated useful life of the real estate holding, not to exceed 40 years. Depreciation expense is included in net investment income.

Real estate held for sale is initially carried at the lower of depreciated cost or fair value less estimated selling costs and is no longer depreciated. Adjustments to carrying value, including for further declines in fair value, are recorded in a valuation reserve, which is included in net realized capital (losses) gains.

Fair value is generally estimated using the present value of expected future cash flows discounted at a rate commensurate with the underlying risks, net of encumbrances. The Company also obtains external appraisals for a rotating selection of properties annually. If an external appraisal is not obtained, an internal appraisal is performed.

j. Partnerships and limited liability companies

Partnerships and limited liability companies, except for partnerships that generate and realize low income housing tax credits (LIHTCs), are accounted for using the equity method with the change in the equity value of the underlying investment recorded in surplus. Distributions received are recognized as net investment income to the extent the distribution does not exceed previously recorded accumulated undistributed earnings.

Investments in partnerships that generate LIHTCs are carried at amortized cost unless considered impaired. Under the amortized cost method, the excess of the carrying value of the investment over its estimated residual value is amortized into net investment income during the period in which tax benefits are recognized.

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The equity method is suspended if the carrying value of the investment is reduced to zero due to losses from the investment. Once the equity method is suspended, losses are not recorded until the investment returns to profitability and the equity method is resumed. However, if the Company has guaranteed obligations of the investment or is otherwise committed to provide further financial support for the investment, losses will continue to be reported up to the amount of those guaranteed obligations or commitments.

k. Derivatives

Interest rate swaps and credit default swaps associated with replicated assets are valued at amortized cost and all other derivative types are carried at fair value, which is based primarily upon quotations obtained from counterparties and independent sources. These quotations are compared to internally derived prices and a price challenge is lodged with the counterparties and independent sources when a significant difference cannot be explained by appropriate adjustments to the internal model. When quoted market values are not reliable or available, the value is based on an internal valuation process using market observable inputs that other market participants would use. Changes in the fair value of these instruments other than interest rate swaps and credit default swaps associated with replicated synthetic investments are recorded as unrealized capital gains (losses) in surplus. Gains and losses realized on settlement, termination, closing or assignment of contracts are recorded in net realized capital (losses) gains. Amounts receivable and payable are accrued as net investment income.

l. Cash, cash equivalents and short-term investments

Cash and cash equivalents, which are carried at amortized cost, consist of all highly liquid investments purchased with original maturities of three months or less.

Short-term investments, which are carried at amortized cost, consist of short-term bonds, money market mutual funds and all highly liquid investments purchased with maturities of greater than three months and less than or equal to 12 months.

The carrying value reported in the Statutory Statements of Financial Position for cash, cash equivalents and short-term investment instruments approximates the fair value.

m. Investment income due and accrued

Accrued investment income consists primarily of interest and dividends. Interest is recognized on an accrual basis and dividends are recorded as earned on the ex-dividend date.

n. Federal income taxes

Total federal income taxes are based upon the Company’s best estimate of its current and DTAs or deferred tax assets or liabilities. Current tax expense (benefit) is reported in the Statutory Statements of Operations as federal income tax expense (benefit) if resulting from operations and within net realized capital (losses) gains if resulting from invested asset transactions. Changes in the balances of net deferred taxes, which provide for book-to-tax temporary differences, are subject to limitations and are reported within various lines within surplus. Accordingly, the reporting of book-to-tax temporary differences, such as reserves and policy acquisition costs, and of book-to-tax permanent differences, such as tax-exempt interest and tax credits, may result in effective tax rates in the Statutory Statements of Operations that differ from the federal statutory tax rate.

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o. Other than invested assets

Other than invested assets primarily includes the Company’s investment in corporate-owned life insurance, deferred and uncollected life insurance premium, receivable from subsidiaries and affiliates, reinsurance recoverable, fixed assets and other receivables.

p. Separate accounts

Separate accounts and sub-accounts are segregated funds administered and invested by the Company, the performance of which primarily benefits the policyholders/contract holders with an interest in the separate accounts. Group and individual variable annuity, variable life and other insurance policyholders/contract holders select from among the separate accounts and sub-accounts made available by the Company. The separate accounts and sub-accounts are offered as investment options under certain insurance contracts or policies. The returns produced by separate account assets increase or decrease separate account reserves. Separate account assets consist principally of marketable securities reported at fair value. Except for the Company’s seed money, supplemental accounts and certain guaranteed separate accounts issued in Minnesota, separate account assets can only be used to satisfy separate account liabilities and are not available to satisfy the general obligations of the Company. Separate account administrative and investment advisory fees are included in fees and other income.

Assets may be transferred from the general investments of the Company to seed the separate accounts. When assets are transferred, they are transferred at fair market value. Gains related to the transfer are deferred to the extent that the Company maintains a proportionate interest in the separate account. The deferred gain is recognized as the Company’s ownership decreases or when the underlying assets are sold. Losses associated with these transfers are recognized immediately.

Separate accounts reflect two categories of risk assumption: nonguaranteed separate accounts for which the policyholder/contract holder assumes the investment risk and guaranteed separate accounts for which the Company contractually guarantees a minimum return, a minimum account value, or both to the policyholder/contract holder. For certain guaranteed separate account products such as interest rate guaranteed products and indexed separate account products, reserve adequacy is performed on a contract-by-contract basis using, as applicable, prescribed interest rates, mortality rates and asset risk deductions. If the outcome from this adequacy analysis produces a deficiency relative to the current account value, a liability is recorded in policyholders’ reserves or liabilities for deposit-type contracts in the Statutory Statements of Financial Position with the corresponding change in the liability recorded as change in policyholders’ reserves or policyholders’ benefits in the Statutory Statements of Operations.

Premium income, benefits and expenses of the separate accounts are included in the Statutory Statements of Operations with the offset recorded in the change in policyholders’ reserves. Investment income, realized capital gains (losses) and unrealized capital gains (losses) on the assets of separate accounts, other than seed money, accrue to policyholders/contract holders and are not recorded in the Statutory Statements of Operations.

q. Nonadmitted assets

Assets designated as nonadmitted by the NAIC primarily include pension plan assets, intangibles, certain electronic data processing equipment, advances and prepayments, certain investments in partnerships and LLCs for which qualifying audits are not performed, the amount of DTAs (subject to certain limitations) that will not be realized by the end of the third calendar year following the current year end, furniture and equipment, certain other receivables and uncollected premium greater than 90 days past due. Due and accrued income is nonadmitted on: (a) bonds delinquent more than 90 days or where collection of interest is improbable; (b) impaired bonds more than 60 days past due; (c) bonds in default; (d) mortgage loans in default where interest is 180 days past due; (e) rent in arrears for more than 90 days; and (f) policy loan interest due and accrued more than 90 days past due and included in the unpaid balance of the policy loan in excess of the cash surrender value of the underlying contract. Assets that are designated as nonadmitted are excluded from the Statutory Statements of Financial Position through a change in nonadmitted assets on the Statutory Statements of Changes in Surplus.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

r. Reinsurance

The Company enters into reinsurance agreements with affiliated and unaffiliated insurers in the normal course of business to limit its insurance risk or to assume business.

Premium income, policyholders’ benefits (including unpaid claims) and policyholders’ reserves are reported net of reinsurance. Premium, benefits and reserves related to reinsured business are accounted for on bases consistent with those used in accounting for the original policies issued and the terms of the reinsurance contracts. The Company records a receivable for reinsured benefits paid, but not yet reimbursed by the reinsurer and reduces policyholders’ reserves for the portion of insurance liabilities that are reinsured. Commissions and expense allowances on reinsurance ceded and modified coinsurance (Modco) reserve adjustments on reinsurance ceded are recorded as revenue. Commissions and expense allowances on Retirement Plan Group reinsurance assumed and Modco reserve adjustments on reinsurance assumed are recorded as an expense.

s. Policyholders’ reserves

Policyholders’ reserves are developed by actuarial methods that will provide for the present value of estimated future obligations in excess of estimated future premium on policies in force and are determined based on either statutory prescribed mortality/morbidity tables using specified interest rates and valuation methods, or principles-based reserving under Valuation Manual (VM)-20 which considers a wide range of future economic conditions, computed using justified company experience factors, such as mortality, policyholder behavior and expenses.

On January 1, 2020, the Company transitioned from Actuarial Guideline 43 to VM-21 for valuing guaranteed living benefits on certain annuity products for statutory reserves.

The Company waives deduction of deferred fractional premium at death and returns any portion of the final premium beyond the date of death. Reserves are computed using continuous functions to reflect these practices.

The Company charges a higher premium on certain contracts that cover substandard mortality risk. For these policies, the reserve calculations are based on a substandard mortality rate, which is a multiple of the standard mortality tables.

Certain variable universal life and universal life contracts include features such as guaranteed minimum death benefits (GMDB) or other guarantees that ensure continued death benefit coverage when the policy would otherwise lapse. The value of the guarantee is only available to the beneficiary in the form of a death benefit. The liability for variable and universal life GMDBs and other guarantees is included in policyholders’ reserves and the related change in this liability is included in change in policyholders’ reserves in the Statutory Statements of Operations.

Certain individual variable annuity and fixed annuity products have a variety of additional guarantees such as GMDBs and variable annuity guaranteed living benefits (VAGLB). The primary types of VAGLBs include guaranteed minimum accumulation benefits (GMAB), guaranteed minimum income benefits (GMIB) including GMIB Basic and GMIB Plus and guaranteed lifetime withdrawal benefits (GLWB). In general, these benefit guarantees require the contract owner or policyholder to adhere to a company-approved asset allocation strategy. The liabilities for individual variable annuity GMDBs and VAGLBs are included in policyholders’ reserves in the Statements of Financial Position and the related changes in these liabilities are included in change in policyholders’ reserves in the Statutory Statements of Operations.

Separate accounts include certain group annuity contracts used to fund retirement plans that offer a guarantee of a contract holder’s principal, which can be withdrawn over a stated period of time. These contracts offer a stated rate of return backed by the Company. Contract payments are not contingent upon the life of the retirement plan participants.

Unpaid claims and claim expense reserves are related to disability and LTC claims. Unpaid disability claim liabilities are projected based on the average of the last three disability payments. LTC unpaid claim liabilities are projected using policy specific daily benefit amounts and aggregate utilization factors. Claim expense reserves are based on an analysis of the unit expenses related to the processing and examination of new and ongoing claims. Interest accrued on reserves is calculated by applying NAIC prescribed interest rates to the average reserves by year incurred.

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Tabular interest, tabular reserves, reserves released, and tabular cost for all life and annuity contracts and supplementary contracts involving life contingencies are determined in accordance with NAIC Annual Statement instructions. For tabular interest, whole life and term products use a formula that applies a weighted average interest rate determined from a seriatim valuation file to the mean average reserves. Universal life, variable life, group life, annuity and supplemental contracts use a formula that applies a weighted average credited rate to the mean account value. For contracts without an account value (e.g., a Single Premium Immediate Annuity) a weighted average statutory valuation rate is applied to the mean statutory reserve or accepted actuarial methods using applicable interest rates are applied.

All policyholders’ reserves and accruals are presented net of reinsurance. Management believes that these liabilities and accruals represent management’s best estimate and will be sufficient, in conjunction with future revenues, to meet future anticipated obligations of policies and contracts in force.

t. Liabilities for deposit-type contracts

Liabilities for funding agreements, dividend accumulations, premium deposit funds, investment-type contracts such as supplementary contracts not involving life contingencies and certain structured settlement annuities are based on account value or accepted actuarial methods using applicable interest rates.

u. Participating contracts

Participating contracts are those that may be eligible to share in any dividends declared by the Company. Participating contracts issued by the Company represented 58% of the Company’s policyholders’ reserves and liabilities for deposit-type contracts as of December 31, 2021 and 61% as of December 31, 2020.

v. Policyholders’ dividends

Dividends expected to be paid to policyholders in the following year are approved annually by MassMutual’s Board of Directors and are recorded as an expense in the current year. The allocation of these dividends to policyholders reflects the relative contribution of each group of participating policies to surplus and considers, among other factors, investment returns, mortality and morbidity experience, expenses and taxes. The liability for policyholders’ dividends includes the estimated amount of annual dividends and settlement dividends. A settlement dividend is an extra dividend payable at termination of a policy upon maturity, death or surrender.

w. Asset valuation reserve

The Company maintains an AVR that is a contingency reserve to stabilize surplus against fluctuations in the carrying value of common stocks, real estate, partnerships and limited liability companies as well as credit-related changes in the value of bonds, preferred stocks, mortgage loans, and certain derivatives. The AVR is reported as a liability within the Statutory Statements of Financial Position and the change in AVR, net of tax, is reported within the Statutory Statements of Changes in Surplus.

x. Repurchase agreements

Repurchase agreements are contracts under which the Company sells securities and simultaneously agrees to repurchase the same or substantially the same securities. These repurchase agreements are carried at cost and accounted for as collateralized borrowings with the proceeds from the sale of the securities recorded as a liability while the underlying securities continue to be recorded as an investment by the Company. Earnings on these investments are recorded as investment income and the difference between the proceeds and the amount at which the securities will be subsequently reacquired is amortized as interest expense. Repurchase agreements are used as a tool for overall portfolio management to help ensure the Company maintains adequate assets in order to provide yield, spread and duration to support liabilities and other corporate needs.

The Company provides collateral, as dictated by the repurchase agreements, to the counterparty in exchange for a loan. If the fair value of the securities sold becomes less than the loan, the counterparty may require additional collateral.

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The carrying value reported in the Statutory Statements of Financial Position for repurchase agreements approximates the fair value.

y. Commercial paper

The Company issues commercial paper (CP) in the form of unsecured notes. Interest on CP is calculated using a 360-day year based on the actual number of days elapsed. Due to the short-term nature of CP, the carrying value approximates fair value.

z. Interest maintenance reserve

The Company maintains an IMR that is used to stabilize net income against fluctuations in interest rates. After-tax realized capital gains (losses), which result from changes in interest rates for all types of fixed-income investments and interest-related derivatives, are deferred into the IMR and amortized into net investment income using the grouped amortization method. In the grouped amortization method, assets are grouped based on years of maturity. IMR is reduced by the amount ceded to reinsurers when entering into in force coinsurance ceding agreements. The IMR is included in other liabilities, or if negative, is recorded as a nonadmitted asset.

aa. Employee compensation plans

The Company has a long-term incentive compensation plan, under which certain employees of the Company and its subsidiaries may be issued phantom share-based compensation awards. These awards include Phantom Stock Appreciation Rights (PSARs) and Phantom Restricted Stock (PRS). These awards do not grant an equity or ownership interest in the Company.

PSARs provide the participant with the opportunity to share in the value created in the total enterprise. The PSAR value is the appreciation in the phantom stock price between the grant price and the share price at the time of exercise. Awards can only be settled in cash. PSARs typically cliff vest at the end of three years and expire five years after the date of grant. Vested PSARs may be exercised during quarterly two-week exercise periods prior to expiration. The compensation expense for an individual award is recognized over the service period.

PRS provide the participant with the opportunity to share in the value created in the total enterprise. Participants receive the full phantom share value (grant price plus/minus any change in share price) over the award period. Awards can only be settled in cash. PRS typically vests on a graded basis over five years, one third per year after years three, four and five. On each vesting date, a lump sum cash settlement is paid to the participant based on the number of shares vested multiplied by the most recent phantom stock price. Compensation expense is recognized on the accelerated attribution method. The accelerated attribution method recognizes compensation expense over the vesting period by which each separate payout year is treated as if it were, in substance, a separate award.

All awards granted under the Company’s plans are compensatory classified awards. Compensation costs are based on the most recent quarterly calculated intrinsic value of the PSARs (current share price less grant price per share not less than zero) and PRS (current share price per share), considering vesting provisions, net of forfeiture assumptions and are included in the Statutory Statements of Financial Position as a liability in general expenses due or accrued. The compensation expense for an individual award is recognized over the service period. The cumulative compensation expense for all outstanding awards in any period is equal to the change in calculated liability period over period. The requisite service period for the awards is the vesting period.

At the time of death or disability, awards contain vesting conditions, whereby employees’ unvested awards immediately vest on an accelerated basis with a one-year exercise period for PSARs, full accelerated vesting and settlement for PRS awards granted 2016 and after. For PRS awards granted prior to 2016, awards vest on a pro-rata basis with immediate settlement.

At the time of retirement, for awards granted beginning in 2016, both PRS and PSAR vest according to the original grant terms. For awards granted prior to 2016, unvested awards immediately vest on an accelerated basis with a two-year exercise period for PSARs, and a pro-rata basis with immediate settlement for PRS.

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The phantom share price is determined as the greater of the share price calculated using management basis core operating income or the share price calculated using management basis equity. This phantom share price is calculated and communicated to all participants quarterly and is used in calculating the liability of the Company based on intrinsic value.

bb. Other liabilities

Other liabilities primarily consist of the derivative interest expense liability, remittances and items not allocated, other miscellaneous liabilities, liabilities for employee benefits and accrued separate account transfers.

cc. Premium and related expense recognition

Life insurance premium revenue is generally recognized annually on the anniversary date of the policy. However, premium for flexible products, primarily universal life and variable universal life contracts, is recognized as revenue when received. Annuity premium is recognized as revenue when received. Disability income and LTC premium is recognized as revenue when due.

Premium revenue is adjusted by the related deferred premium adjustment. Deferred premium adjusts for the overstatement created in the calculation of reserves as the reserve computation assumes the entire year’s net premium is collected annually at the beginning of the policy year and does not take into account installment or modal payments.

Commissions and other costs related to issuance of new policies and policy maintenance and settlement costs are charged to current operations when incurred. Surrender fee charges on certain life and annuity products are recorded as a reduction of benefits and expenses.

dd. Net realized capital (losses) gains including other-than-temporary impairments and unrealized capital gains (losses)

Net realized capital (losses) gains, net of taxes, exclude gains (losses) deferred into the IMR and gains (losses) of the separate accounts. Net realized capital (losses) gains, including OTTI, are recognized in net income and are determined using the specific identification method.

Bonds - general

The Company employs a systematic methodology to evaluate OTTI by conducting a quarterly analysis of bonds. OTTI is evaluated in a manner consistent with market participant assumptions. The Company considers the following factors, where applicable depending on the type of securities, in the evaluation of whether a decline in value is other than temporary: (a) the likelihood that the Company will be able to collect all amounts due according to the contractual terms of the debt security; (b) the present value of the expected future cash flows of the security; (c) the characteristics, quality and value of the underlying collateral or issuer securing the position; (d) collateral structure; (e) the length of time and extent to which the fair value has been below amortized cost; (f) the financial condition and near-term prospects of the issuer; (g) adverse conditions related to the security or industry; (h) the rating of the security; (i) the Company’s ability and intent to hold the investment for a period of time sufficient to allow for an anticipated recovery to amortized cost; and (j) other qualitative and quantitative factors in determining the existence of OTTI including, but not limited to, unrealized loss trend analysis and significant short-term changes in value.

In addition, if the Company has the intent to sell, or the inability, or lack of intent to retain the investment for a period sufficient to recover the amortized cost basis, an OTTI is recognized as a realized loss equal to the entire difference between the investment’s amortized cost basis and its fair value at the balance sheet date.

When a bond is other-than-temporarily impaired, a new cost basis is established.

Bonds - corporate

For corporate securities, if it is determined that a decline in the fair value of a bond is other than temporary, OTTI is recognized as a realized loss equal to the difference between the investment’s amortized cost basis and, generally, its fair value at the balance sheet date.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The Company analyzes investments whose fair value is below the cost for impairment. Generally, if the investment experiences significant credit or interest rate related deterioration, the cost of the investment is not recoverable, or the Company intends to sell the investment before anticipated recovery, an OTTI is recognized as realized investment loss.

Bonds - loan-backed and structured securities

For loan-backed and structured securities, if the present value of cash flows expected to be collected is less than the amortized cost basis of the security, an OTTI is recognized as a realized loss equal to the difference between the investment’s amortized cost basis and the present value of cash flows expected to be collected. The expected cash flows are discounted at the security’s effective interest rate. Internal inputs used in determining the amount of the OTTI on structured securities include collateral performance, prepayment speeds, default rates, and loss severity based on borrower and loan characteristics, as well as deal structure including subordination, over-collateralization and cash flow priority.

ABS and MBS are evaluated for OTTI using scenarios and assumptions based on the specifics of each security including collateral type, loan type, vintage and subordination level in the structure. Cash flow estimates are based on these assumptions and inputs obtained from external industry sources along with internal analysis and actual experience. Where applicable, assumptions include prepayment speeds, default rates and loss severity, weighted average maturity and changes in the underlying collateral values.

The Company has a review process for determining if CDOs are at risk for OTTI. For the senior, mezzanine and junior debt tranches, cash flows are modeled using multiple scenarios based on the current ratings and values of the underlying corporate credit risks and incorporating prepayment and default assumptions that vary according to collateral attributes of each CDO. The prepayment and default assumptions are varied within each model based upon rating (base case), historical expectations (default), rating change improvement (optimistic), rating change downgrade (pessimistic) and fair value (market). The default rates produced by these multiple scenarios are assigned an expectation weight according to current market and economic conditions and fed into a final scenario. OTTI is recorded if this final scenario results in the loss of any principal or interest payments due.

For the most subordinated junior CDO tranches, the present value of the projected cash flows in the final scenario is measured using an effective yield. If the current book value of the security is greater than the present value measured using an effective yield, an OTTI is taken in an amount sufficient to produce its effective yield. Certain CDOs cannot be modeled using all of the scenarios because of limitations on the data needed for all scenarios. The cash flows for these CDOs, including foreign currency denominated CDOs, are projected using a customized scenario management believes is reasonable for the applicable collateral pool.

For loan-backed and structured securities, any difference between the new amortized cost basis and any increased present value of future cash flows expected to be collected is accreted into net investment income over the expected remaining life of the bond.

Common and preferred stock

The cost basis of common and preferred stocks is adjusted for impairments deemed to be other than temporary. The Company considers the following factors in the evaluation of whether a decline in value is other than temporary: (a) the financial condition and near-term prospects of the issuer; (b) the Company’s ability and intent to retain the investment for a period sufficient to allow for a near-term recovery in value; and (c) the period and degree to which the value has been below cost. The Company conducts a quarterly analysis of issuers whose common or preferred stock is not-in-good standing or valued below 80% of cost. The Company also considers other qualitative and quantitative factors in determining the existence of OTTI including, but not limited to, unrealized loss trend analysis and significant short-term changes in value.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Mortgage loans

The Company performs internal reviews at least annually to determine if individual mortgage loans are performing or nonperforming. The fair values of performing mortgage loans are estimated by discounting expected future cash flows using current interest rates for similar loans with similar credit risk. For nonperforming loans, the fair value is the estimated collateral value of the underlying real estate. If foreclosure is probable, the Company will obtain an external appraisal.

Mortgage loans are considered to be impaired when, based upon current available information and events, it is probable that the Company will be unable to collect all amounts of principal and interest due according to the contractual terms of the mortgage loan agreement. A valuation allowance is recorded on a loan-by-loan basis in net unrealized capital losses for the excess of the carrying value of the mortgage loan over the fair value of its underlying collateral. Such information or events could include property performance, capital budgets, future lease roll, a property inspection as well as payment trends. Collectability and estimated decreases in collateral values are also assessed on a loan-by-loan basis considering all events and conditions relevant to the loan. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revisions as more information becomes available, as changes occur in the market or as negotiations with the borrowing entity evolve. If there is a change in the fair value of the underlying collateral or the estimated loss on the loan, the valuation allowance is adjusted accordingly. An OTTI occurs upon the realization of a credit loss, typically through foreclosure or after a decision is made to accept a discounted payoff, and is recognized in realized capital losses. The previously recorded valuation allowance is reversed from unrealized capital losses. When an OTTI is recorded, a new cost basis is established reflecting estimated value of the collateral.

Real estate

For real estate held for the production of income, depreciated cost is adjusted for impairments whenever events or changes in circumstances indicate the carrying amount of the asset may not be recoverable, with the impairment being included in realized capital losses. An impairment is recorded when the property’s estimated future net operating cash flows over ten years, undiscounted and without interest charges, is less than book value.

Adjustments to the carrying value of real estate held for sale are recorded in a valuation reserve as realized capital losses when the fair value less estimated selling costs is less than the carrying value.

Partnerships and limited liability companies

When it is probable that the Company will be unable to recover the outstanding carrying value of an investment based on undiscounted cash flows, or there is evidence indicating an inability of the investee to sustain earnings to justify the carrying value of the investment, OTTI is recognized in realized capital losses reflecting the excess of the carrying value over the estimated fair value of the investment. The estimated fair values of limited partnership interests are generally based on the Company’s share of the net asset value (NAV) as provided in the financial statements of the investees. In certain circumstances, management may adjust the NAV by a premium or discount when it has sufficient evidence to support applying such adjustments.

For determining impairments in partnerships that generate LIHTCs, the Company uses the present value of all future benefits, the majority of which are tax credits, discounted at a risk-free rate for future benefits of ten or more years and compares the results to its current book value. Impairments are recognized in realized capital losses reflecting the excess of the carrying value over the estimated fair value of the investment.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Unrealized capital gains (losses)

Unrealized capital gains (losses) include changes in the fair value of derivatives, excluding interest rate swaps and credit default index swaps associated with replicated assets; currency translation adjustments on foreign-denominated bonds; changes in the fair value of unaffiliated common stocks; changes in the fair value of bonds and preferred stocks that are carried at fair value; and changes in the inflation adjustments on U.S Treasury inflation-indexed securities. Changes in the Company’s equity investments in partnerships and LLCs, including the earnings as reported on the financial statements, earnings recorded as accumulated undistributed earnings, foreign exchange asset valuation and mark-to-market on operating assets, and certain subsidiaries and affiliates are also reported as changes in unrealized capital gains (losses). Unrealized capital gains (losses) are recorded as a change in net unrealized capital gains (losses), net of tax, within the Statutory Statements of Changes in Surplus.

3. New accounting standards

Adoption of new accounting standards

In July 2020, the NAIC adopted modifications to Statements of Statutory Accounting Principles (SSAP) No. 26R, Bonds, effective January 1, 2021. The modifications apply similar reporting for gains or losses due to a tender offer as previously adopted for calls. The difference between consideration and par is recognized as net investment income, while any difference between book value and par is recognized as realized gain or loss. The modifications did not have a material effect on the Company’s financial statements.

In July 2020, the NAIC adopted modifications to SSAP No. 32, Preferred Stock, effective January 1, 2021. The modifications define carrying value of redeemable preferred stock as amortized cost for NAIC 1-3 designations, the lower of amortized cost or fair value for NAIC 4-6 designations, and new fair value measurement for perpetual and mandatorily convertible preferred stock. They clarify when failure to meet certain dividends or redemption payments could trigger an impairment assessment that preferred shares issued by joint ventures are included in the scope of this guidance, and clarifies scope related to sinking fund schedules, mandatory conversions, and various other features. They also clarify fair value would be capped by any currently effective call price. The revisions impacted the Company’s current unaffiliated and affiliated perpetual preferred stock investments. The modifications did not have a material effect on the Company’s financial statements.

In March 2021, the NAIC adopted modifications to SSAP No. 26R, Bonds, effective January 1, 2021. The modifications expand the called bond disclosures to also include bonds terminated early through a tender offer. The modifications did not have a material effect on the Company’s financial statements.

In March 2021, the NAIC adopted modifications to SSAP No. 26R, Bonds, effective January 1, 2021. The modifications clarify that perpetual bonds are within scope. Perpetual bonds shall be reported at fair value regardless of NAIC designation, not to exceed any current effective call price. For perpetual bonds with an effective call option, any applicable premium shall be amortized to the next effective call date. For perpetual bonds purchased at a discount, any applicable discount shall be accreted utilizing the yield-to-worst concept. The modifications did not have a material effect on the Company’s financial statements.

In May 2021, the NAIC adopted modifications to SSAP No. 2R, Cash, Cash Equivalents, Drafts and Short-Term Investments, effective May 20, 2021. The modifications clarify that cryptocurrencies do not meet the definition of cash, cash equivalents and short-term investments and therefore should be non-admitted assets if held directly by an insurer. The modifications did not have a material effect on the Company’s financial statements.

Future adoption of new accounting standards

In November 2021, the NAIC adopted modifications to SSAP No. 43R, Loan-Backed and Structured Securities, effective December 31, 2022. The modifications require investments in residual tranches to be reported on Schedule BA as Other Invested Assets. Residual tranches will be carried at the lower of amortized cost or fair value, with changes in value recorded as unrealized gains or losses. The modifications are not expected to have a material effect on the Company’s financial statements.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

4. Fair value of financial instruments

The following presents a summary of the carrying values and fair values of the Company’s financial instruments:

	December 31, 2021
	Carrying		Fair
	Value		Value		Level 1		Level 2		Level 3
	(In Millions)
Financial assets:
Bonds:
U.S. government and agencies	$	4,125	$	4,769	$	-	$	4,769	$	-
All other governments		1,844		1,969		-		1,908		61
States, territories and possessions		297		350		-		350		-
Political subdivisions		442		504		-		504		-
Special revenue		4,741		5,582		-		5,573		9
Industrial and miscellaneous		106,290		112,386		36		55,849		56,501
Parent, subsidiaries and affiliates		6,548		6,586		-		43		6,543
Preferred stocks		555		669		42		-		627
Common stocks - subsidiaries and affiliates		390		390		137		-		253
Common stocks - unaffiliated		1,277		1,277		524		-		753
Mortgage loans - commercial		21,536		22,259		-		-		22,259
Mortgage loans - residential		4,809		4,849		-		-		4,849
Derivatives:
Interest rate swaps		15,004		16,234		-		16,234		-
Options		321		321		15		306		-
Currency swaps		948		948		-		948		-
Forward contracts		68		68		-		68		-
Credit default swaps		-		1		-		1		-
Financial futures		38		38		38		-		-
Cash, cash equivalents and short-term investments		5,943		5,943		1,453		4,490		-
Separate account assets		76,160		76,160		52,405		21,861		1,894
Financial liabilities:
GICs		13,832		13,828		-		-		13,828
Group annuity contracts and other deposits		1,755		1,812		-		-		1,812
Individual annuity contracts		12,109		14,581		-		-		14,581
Supplementary contracts		1,167		1,168		-		-		1,168
Repurchase agreements		2,802		2,802		-		2,802		-
Commercial paper		250		250		-		250		-
Derivatives:
Interest rate swaps		10,598		11,431		-		11,431		-
Options		4		4		4		-		-
Currency swaps		200		200		-		200		-
Forward contracts		69		69		-		69		-
Credit default swaps		1		2		-		2		-
Financial futures		5		5		5		-		-

Common stocks - subsidiaries and affiliates do not include unconsolidated subsidiaries, which had statutory carrying values of $24,250 million.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

	December 31, 2020
	Carrying		Fair
	Value		Value		Level 1		Level 2		Level 3
	(In Millions)
Financial assets:
Bonds:
U.S. government and agencies	$	4,438	$	5,351	$	-	$	5,351	$	-
All other governments		1,848		2,121		-		2,034		87
States, territories and possessions		424		498		-		498		-
Political subdivisions		431		507		-		507		-
Special revenue		6,241		7,257		-		7,247		10
Industrial and miscellaneous		94,990		103,560		110		57,947		45,503
Parent, subsidiaries and affiliates		6,312		6,409		-		-		6,409
Preferred stocks		470		516		1		-		515
Common stocks - subsidiaries and affiliates		361		361		172		-		189
Common stocks - unaffiliated		1,192		1,192		780		-		412
Mortgage loans - commercial		22,216		23,150		-		-		23,150
Mortgage loans - residential		3,862		3,885		-		-		3,885
Derivatives:
Interest rate swaps		20,081		22,591		-		22,591		-
Options		411		411		64		347		-
Currency swaps		517		517		-		517		-
Forward contracts		62		62		-		62		-
Credit default swaps		-		2		-		2		-
Financial futures		5		5		5		-		-
Cash, cash equivalents and short-term investments		5,738		5,738		272		5,466		-
Separate account assets		75,966		75,966		51,281		22,851		1,834
Financial liabilities:
GICs		11,464		11,807		-		-		11,807
Group annuity contracts and other deposits		1,736		1,892		-		-		1,892
Individual annuity contracts		9,764		12,473		-		-		12,473
Supplementary contracts		1,129		1,130		-		-		1,130
Repurchase agreements		4,006		4,006		-		4,006		-
Commercial paper		250		250		-		250		-
Derivatives:
Interest rate swaps		16,134		16,843		-		16,843		-
Options		8		8		8		-		-
Currency swaps		864		864		-		864		-
Forward contracts		279		279		-		279		-
Credit default swaps		1		1		-		1		-
Financial futures		63		63		63		-		-

Common stocks - subsidiaries and affiliates do not include unconsolidated subsidiaries, which had statutory carrying values of $19,534 million.

Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The authoritative guidance for fair value establishes a measurement framework that includes a hierarchy used to classify the inputs used in measuring fair value. The hierarchy prioritizes the inputs to valuation techniques into three levels. Each level reflects a unique description of the inputs that are significant to the fair value measurements. The levels of the fair value hierarchy are as follows:

Level 1 – Observable inputs in the form of quoted prices for identical instruments in active markets.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Level 2 – Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be derived from observable market data for substantially the full term of the assets or liabilities.

Level 3 – One or more unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using internal models, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

When available, the Company generally uses unadjusted quoted market prices from independent sources to determine the fair value of investments, and classifies such items within Level 1 of the fair value hierarchy. If quoted prices are not available, prices are derived from observable market data for similar assets in an active market or obtained directly from brokers for identical assets traded in inactive markets. Investments that are priced using these inputs are classified within Level 2 of the fair value hierarchy. When some of the necessary observable inputs are unavailable, fair value is based upon internally developed models. These models use inputs not directly observable or correlated with observable market data. Typical inputs, which are integrated in the Company’s internal discounted cash flow models and discounted earnings models include, but are not limited to, issuer spreads derived from internal credit ratings and benchmark yields such as LIBOR, cash flow estimates and earnings before interest, taxes, depreciation and amortization estimates. Investments that are priced with such unobservable inputs are classified within Level 3 of the fair value hierarchy.

The Company reviews the fair value hierarchy classifications at each reporting period. Overall, reclassifications between levels occur when there are changes in the observability of inputs and market activity used in the valuation of a financial asset or liability. Such reclassifications are reported as transfers between levels at the beginning fair value for the reporting period in which the changes occur. Given the types of assets classified as Level 1 (primarily equity securities including mutual fund investments), transfers between Level 1 and Level 2 measurement categories are expected to be infrequent. Transfers into and out of Level 3 are summarized in the schedule of changes in Level 3 assets and liabilities.

The fair value of group annuity contracts and other deposits is determined by multiplying the book value of the contract by an average market value adjustment factor. The market value adjustment factor is directly related to the difference between the book value of client liabilities and the present value of installment payments discounted at current market value yields. The market value yield is measured by the Barclay’s Aggregate Bond Index, subject to certain adjustments, and the installment period is equivalent to the duration of the Company’s invested asset portfolio.

The fair value of individual annuity and supplementary contracts is determined using one of several methods based on the specific contract type. For short-term contracts, generally less than 30 days, the fair value is assumed to be the book value. For contracts with longer durations, GICs and investment-type contracts, the fair value is determined by calculating the present value of future cash flows discounted at current market interest rates, the risk-free rate or a current pricing yield curve based on pricing assumptions using assets of a comparable corporate bond quality. Annuities receiving dividends are accumulated at the average minimum guaranteed rate and discounted at the risk-free rate. All others are valued using cash flow projections from the Company’s asset/liability management analysis.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The following presents the Company’s fair value hierarchy for assets and liabilities that are carried at fair value:

	December 31, 2021
	Level 1		Level 2		Level 3		Total
	(In Millions)
Financial assets:
Bonds:
Special revenue	$	-	$	2	$	-	$	2
Industrial and miscellaneous		45		248		187		480
Preferred stocks		43		-		18		61
Common stocks - subsidiaries and affiliates		137		-		253		390
Common stocks - unaffiliated		524		-		753		1,277
Derivatives:
Interest rate swaps		-		15,004		-		15,004
Options		15		306		-		321
Currency swaps		-		948		-		948
Forward contracts		-		68		-		68
Credit default swaps		-		1		-		1
Financial futures		38		-		-		38
Separate account assets		52,405		21,861		1,894		76,160
Total financial assets carried at fair value	$	53,207	$	38,438	$	3,105	$	94,750
Financial liabilities:
Derivatives:
Interest rate swaps	$	-	$	10,598	$	-	$	10,598
Options		4		-		-		4
Currency swaps		-		200		-		200
Forward contracts		-		69		-		69
Credit default swaps		-		1		-		1
Financial futures		5		-		-		5
Total financial liabilities carried at fair value	$	9	$	10,868	$	-	$	10,877

For the year ended December 31, 2021 and the year ended December 31, 2020, the Company did not have any financial instruments that were carried at net asset value as a practical expedient.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The following presents the Company’s fair value hierarchy for assets and liabilities that are carried at fair value:

	December 31, 2020
	Level 1		Level 2		Level 3		Total
	(In Millions)
Financial assets:
Bonds:
Special revenue	$	-	$	2	$	-	$	2
Industrial and miscellaneous		110		221		112		443
Preferred stocks		-		-		18		18
Common stocks - subsidiaries and affiliates		172		-		189		361
Common stocks - unaffiliated		780		-		412		1,192
Derivatives:
Interest rate swaps		-		20,081		-		20,081
Options		64		347		-		411
Currency swaps		-		517		-		517
Forward contracts		-		62		-		62
Credit default swaps		-		2		-		2
Financial futures		5		-		-		5
Separate account assets		51,281		22,851		1,834		75,966
Total financial assets carried at fair value	$	52,412	$	44,083	$	2,565	$	99,060
Financial liabilities:
Derivatives:
Interest rate swaps	$	-	$	16,134	$	-	$	16,134
Options		8		-		-		8
Currency swaps		-		864		-		864
Forward contracts		-		279		-		279
Credit default swaps		-		1		-		1
Financial futures		63		-		-		63
Total financial liabilities carried at fair value	$	71	$	17,278	$	-	$	17,349

The Company reviews the fair value hierarchy classifications each reporting period. Changes in the observability of the valuation attributes and the level of market activity may result in a reclassification of certain financial assets or liabilities between fair value hierarchy classifications. Such reclassifications are reported as transfers between levels in the beginning fair value for the reporting period in which the changes occur.

Valuation Techniques and Inputs

The Company determines the fair value of its investments using primarily the market approach or the income approach. The use of quoted prices for identical assets and matrix pricing or other similar techniques are examples of market approaches, while the use of discounted cash flow methodologies is an example of the income approach. The Company attempts to maximize the use of observable inputs and minimize the use of unobservable inputs in selecting whether the market or the income approach is used.

A description of the significant valuation techniques and inputs to the determination of estimated fair value for the more significant asset and liability classes measured at fair value on a recurring basis and categorized within Level 2 and Level 3 of the fair value hierarchy is as follows:

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Separate account assets – These assets primarily include bonds (industrial and miscellaneous; U.S. government and agencies), and derivatives. Their fair values are determined as follows:

Bonds (Industrial and miscellaneous) – These securities are principally valued using the market or the income approaches. Level 2 valuations are based primarily on quoted prices in markets that are not active, broker quotes, matrix pricing or other similar techniques that use standard market observable inputs such as benchmark yields, spreads versus benchmark yields, new issuances, issuer ratings, duration, and trades of identical or comparable securities. Privately placed securities are valued using discounted cash flow models using standard market observable inputs, and inputs derived from, or corroborated by, market observable data including market yield curve, duration, call provisions, observable prices and spreads for similar publicly traded or privately traded issuances that incorporate the credit quality and industry sector of the issuer. This level also includes securities priced by independent pricing services that use observable inputs. Valuations based on matrix pricing or other similar techniques that utilize significant unobservable inputs or inputs that cannot be derived principally from, or corroborated by, observable market data, including adjustments for illiquidity, delta spread adjustments or spreads to reflect industry trends or specific credit−related issues are classified as Level 3. In addition, inputs including quoted prices for identical or similar securities that are less liquid and based on lower levels of trading activity than securities classified in Level 2 are classified as Level 3.

Bonds (U.S. government and agencies) – These securities are principally valued using the market approach. Level 2 valuations are based primarily on quoted prices in markets that are not active, or using matrix pricing or other similar techniques using standard market observable inputs such as the benchmark U.S. Treasury yield curve, the spreads versus the U.S. Treasury yield curve for the identical security and comparable securities that are actively traded.

Derivative assets and liabilities – These financial instruments are primarily valued using the market approach. The estimated fair value of derivatives is based primarily on quotations obtained from counterparties and independent sources, such as quoted market values received from brokers. These quotations are compared to internally derived prices and a price challenge is lodged with the counterparties and an independent source when a significant difference cannot be explained by appropriate adjustments to the internal model. When quoted market values are not reliable or available, the value is based upon an internal valuation process using market observable inputs that other market participants would use. Significant inputs to the valuation of derivative financial instruments include overnight index swaps and LIBOR basis curves, interest rate volatility, swap yield curve, currency spot rates, cross currency basis curves and dividend yields. Due to the observability of the significant inputs to these fair value measurements, they are classified as Level 2.

The use of different assumptions or valuation methodologies may have a material impact on the estimated fair value amounts. For the periods presented, there were no significant changes to the Company’s valuation techniques.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The following presents changes in the Company’s Level 3 assets carried at fair value:

			Gains (Losses) in Net Income			Losses (Gains) in Surplus			Purchases			Issuances			Sales			Settlements
	Balance as of 1/1/21																												Balance as of 12/31/21
																						Transfers
																							In		Out		Other
	(In Millions)
Financial assets:
Bonds:
Industrial and miscellaneous	$	112		$	(21	)	$	4		$	-		$	99		$	-		$	(1	)	$	-	$	(1	)	$	(5	)	$	187
Preferred stocks		18			-			(1	)		-			-			-			-			-		-			1			18
Common stocks - subsidiaries and affiliates		189			1			(376	)		23			422			-			(6	)		-		-			-			253
Common stocks - unaffiliated		412			8			115			244			3			(26	)		(3	)		-		-			-			753
Separate account assets		1,834			15			-			363			-			(294	)		-			2		(26	)		-			1,894
Total financial assets	$	2,565		$	3		$	(258	)	$	630		$	524		$	(320	)	$	(10	)	$	2	$	(27	)	$	(4	)	$	3,105

			Gains (Losses) in Net Income			Losses (Gains) in Surplus			Purchases			Issuances			Sales			Settlements
	Balance as of 1/1/20																												Balance as of 12/31/20
																						Transfers
																							In		Out		Other
	(In Millions)
Financial assets:
Bonds:
Industrial and miscellaneous	$	111		$	(2	)	$	(16	)	$	4		$	11		$	-		$	(2	)	$	2	$	(28	)	$	32		$	112
Preferred stocks		13			-			(13	)		7			2			-			-			-		-			9			18
Common stocks - subsidiaries and affiliates		120			-			18			41			15			-			(4	)		-		-			(1	)		189
Common stocks - unaffiliated		268			18			19			118			30			(6	)		(36	)		1		-			-			412
Separate account assets		966			50			1			836			-			(19	)		-			-		-			-			1,834
Total financial assets	$	1,478		$	66		$	9		$	1,006		$	58		$	(25	)	$	(42	)	$	3	$	(28	)	$	40		$	2,565

Other transfers include assets that are either no longer carried at fair value, or have just begun to be carried at fair value, such as assets with no level changes but a change in the lower of cost or market carrying basis. Industrial and miscellaneous bonds in other contain assets that are now carried at fair value due to ratings changes and assets are no longer carried at fair value where the fair value is now higher than the book value.

Level 3 transfers in are assets that are consistently carried at fair value but have had a level change. Common stocks unaffiliated assets were transferred from Level 2 to Level 3 due to a change in the observability of pricing inputs, at the beginning fair value for the reporting period.

27 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

5. Investments

The Company maintains a diversified investment portfolio. Investment policies limit concentration in any asset class, geographic region, industry group, economic characteristic, investment quality or individual investment.

a. Bonds

The carrying value and fair value of bonds were as follows:

	December 31, 2021
			Gross		Gross
	Carrying		Unrealized		Unrealized		Fair
	Value		Gains		Losses		Value
	(In Millions)
U.S. government and agencies	$	4,125	$	656	$	12	$	4,769
All other governments		1,844		144		19		1,969
States, territories and possessions		297		53		-		350
Political subdivisions		442		62		-		504
Special revenue		4,741		845		4		5,582
Industrial and miscellaneous		106,290		6,742		642		112,390
Parent, subsidiaries and affiliates		6,548		57		19		6,586
Total	$	124,287	$	8,559	$	696	$	132,150

The December 31, 2021 gross unrealized losses exclude $74 million of losses included in the carrying value. These losses include $73 million from NAIC Class 6 bonds and $1 million from residential mortgage-backed securities (RMBS) and commercial mortgage-backed securities (CMBS) whose ratings were obtained from outside modelers. These losses were primarily included in industrial and miscellaneous or parent, subsidiaries and affiliates.

	December 31, 2020
			Gross		Gross
	Carrying		Unrealized		Unrealized		Fair
	Value		Gains		Losses		Value
	(In Millions)
U.S. government and agencies	$	4,438	$	914	$	1	$	5,351
All other governments		1,848		274		1		2,121
States, territories and possessions		424		74		-		498
Political subdivisions		431		76		-		507
Special revenue		6,241		1,020		4		7,257
Industrial and miscellaneous		94,990		9,122		552		103,560
Parent, subsidiaries and affiliates		6,312		97		-		6,409
Total	$	114,684	$	11,577	$	558	$	125,703

The December 31, 2020 gross unrealized losses exclude $72 million of losses included in the carrying value. These losses include $70 million from NAIC Class 6 bonds and $2 million from RMBS and CMBS whose ratings were obtained from outside modelers. These losses were primarily included in industrial and miscellaneous or parent, subsidiaries and affiliates.

28 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The quality of the bond portfolio is determined by the use of SVO ratings and the equivalent rating agency designations, except for RMBS and CMBS that use outside modelers. The following sets forth the NAIC class ratings for the bond portfolio including RMBS and CMBS:

			December 31,
			2021				2020
NAIC	Equivalent Rating	Carrying			% of		Carrying			% of
Class	Agency Designation	Value			Total		Value			Total
			($ In Millions)
1	Aaa/ Aa/ A		$	62,714	50	%		$	58,267	51	%
2	Baa			49,437	40				45,426	40
3	Ba			5,401	4				4,830	4
4	B			3,409	3				3,082	3
5	Caa and lower			2,513	2				2,558	2
6	In or near default			813	1				521	-
	Total		$	124,287	100	%		$	114,684	100	%

The following summarizes NAIC ratings for RMBS and CMBS investments subject to NAIC modeling:

December 31,
	2021									2020
	RMBS					CMBS				RMBS				CMBS
NAIC	Carrying		% of		Carrying			% of		Carrying		% of		Carrying		% of
Class	Value		Total		Value			Total		Value		Total		Value		Total
	($ In Millions)
1	$	584	88	%		$	1,672	76	%	$	1,520	90	%	$	1,993	75	%
2		12	2				115	5			167	10			173	6
3		25	4				213	10			-	-			275	10
4		13	2				97	4			-	-			95	4
5		29	4				75	3			-	-			54	2
6		2	-				42	2			-	-			87	3
	$	665	100	%		$	2,214	100	%	$	1,687	100	%	$	2,677	100	%

The following is a summary of the carrying value and fair value of bonds as of December 31, 2021 by contractual maturity. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without prepayment penalties. Securities with more than one maturity date are included in the table using the final maturity date.

	Carrying		Fair
	Value		Value
	(In Millions)
Due in one year or less	$	5,874	$	5,900
Due after one year through five years		22,160		22,806
Due after five years through ten years		37,050		38,622
Due after ten years		59,203		64,822
Total	$	124,287	$	132,150

29 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Sales proceeds and related gross realized capital gains (losses) from bonds were as follows:

	Years Ended December 31,
	2021		2020			2019
	(In Millions)
Proceeds from sales	$	21,687	$	15,457	$	13,979
Gross realized capital gains from sales		406		1,416		256
Gross realized capital losses from sales		(135)		(251)		(96)

The following is a summary of the fair values and gross unrealized losses aggregated by bond category and length of time that the securities were in a continuous unrealized loss position:

	December 31, 2021
	Less Than 12 Months						12 Months or Longer
						Number						Number
	Fair		Unrealized			of	Fair		Unrealized			of
	Value		Losses			Issuers	Value		Losses			Issuers
	($ In Millions)
U.S. government and agencies	$	740		$	5	5	$	74		$	7	6
All other governments		240			7	21		166			13	10
States, territories and possessions		-			-	2		6			-	1
Political subdivisions		1			-	2		-			-	-
Special revenue		205			3	22		32			1	23
Industrial and miscellaneous		16,855			315	1,408		6,122			400	647
Parent, subsidiaries and affiliates		580			10	3		316			9	1
Total	$	18,621		$	340	1,463	$	6,716		$	430	688

The December 31, 2021 gross unrealized losses include $74 million of losses included in the carrying value. These losses include $73 million from NAIC Class 6 bonds and $1 million from RMBS and CMBS whose ratings were obtained from outside modelers. These losses were primarily included in industrial and miscellaneous or parent, subsidiaries and affiliates.

30 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

	December 31, 2020
	Less Than 12 Months						12 Months or Longer
						Number						Number
	Fair		Unrealized			of	Fair		Unrealized			of
	Value		Losses			Issuers	Value		Losses			Issuers
	($ In Millions)
U.S. government and agencies	$	65		$	1	7	$	-		$	-	2
All other governments		72			1	6		10			-	1
States, territories and possessions		2			-	1		-			-	-
Special revenue		342			3	35		14			1	9
Industrial and miscellaneous		9,956			447	872		4,540			177	412
Parent, subsidiaries and affiliates		134			-	1		85			-	1
Total	$	10,571		$	452	922	$	4,649		$	178	425

The December 31, 2020 gross unrealized losses include $72 million of losses included in the carrying value. These losses include $70 million from NAIC Class 6 bonds and $2 million from RMBS and CMBS whose ratings were obtained from outside modelers. These losses were primarily included in industrial and miscellaneous or parent, subsidiaries and affiliates.

As of December 31, 2021 and 2020, management has not deemed these unrealized losses to be other than temporary because the investment’s carrying value is expected to be realized and the Company has the ability and intent not to sell these investments until recovery, which may be at maturity.

As of December 31, 2021, investments in structured and loan-backed securities that had unrealized losses, which were not recognized in earnings, had a fair value of $8,162 million. Securities in an unrealized loss position for less than 12 months had a fair value of $6,285 million and unrealized losses of $66 million. Securities in an unrealized loss position for greater than 12 months had a fair value of $1,877 million and unrealized losses of $134 million. These securities were primarily categorized as industrial and miscellaneous or parent, subsidiaries and affiliates.

As of December 31, 2020, investments in structured and loan-backed securities that had unrealized losses, which were not recognized in earnings, had a fair value of $6,979 million. Securities in an unrealized loss position for less than 12 months had a fair value of $3,970 million and unrealized losses of $206 million. Securities in an unrealized loss position for greater than 12 months had a fair value of $3,009 million and unrealized losses of $86 million. These securities were primarily categorized as industrial and miscellaneous or parent, subsidiaries and affiliates.

In the course of the Company’s investment management activities, securities may be sold and reacquired within 30 days to enhance the Company’s yield on its investment portfolio. The Company did not sell any securities with the NAIC Designation 3 or below for the years ended December 31, 2021 or 2020, that were reacquired within 30 days of the sale date.

The Company had assets on deposit with government authorities or trustees, as required by law, in the amount of $10 million as of December 31, 2021 and December 31, 2020.

Residential mortgage-backed exposure

RMBS are included in the U.S. government and agencies, special revenue, and industrial and miscellaneous bond categories. The Alt-A category includes option adjustable-rate mortgages and the subprime category includes ’scratch and dent’ or reperforming pools, high loan-to-value pools, and pools where the borrowers have very impaired credit but the average loan-to-value is low, typically 70% or below. In identifying Alt-A and subprime exposure, management used a combination of qualitative and quantitative factors, including FICO scores and loan-to-value ratios.

31 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

As of December 31, 2021, RMBS had a total carrying value of $2,068 million and a fair value of $2,154 million, of which approximately 16%, based on carrying value, was classified as Alt-A. Alt-A and subprime RMBS had a total carrying value of $975 million and a fair value of $1,025 million. As of December 31, 2020, RMBS had a total carrying value of $2,561 million and a fair value of $2,670 million, of which approximately 11%, based on carrying value, was classified as Alt-A. Alt-A and subprime RMBS had a total carrying value of $1,006 million and a fair value of $1,062 million.

During the year ended December 31, 2021, there were no significant credit downgrades for the securities held by the Company that were backed by residential mortgage pools.

Leveraged loan exposure

Leveraged loans are loans extended to companies that already have considerable amounts of debt. The Company reports leveraged loans as bonds. These leveraged loans have interest rates higher than typical loans, reflecting the additional risk of default from issuers with high debt-to-equity ratios.

As of December 31, 2021, total leveraged loans and leveraged loan CDOs had a carrying value of $19,707 million and a fair value of $19,842 million, of which approximately 78%, based on carrying value, were domestic leveraged loans and CDOs. As of December 31, 2020, total leveraged loans and leveraged loan CDOs had a carrying value of $17,173 million and a fair value of $17,286 million, of which approximately 78%, based on carrying value, were domestic leveraged loans and CDOs.

Commercial mortgage-backed exposure

The Company holds bonds backed by pools of commercial mortgages. The mortgages in these pools have varying risk characteristics related to underlying collateral type, borrower’s risk profile and ability to refinance and the return provided to the borrower from the underlying collateral. These investments had a carrying value of $ 2,678 million and fair value of $ 2,689 million as of December 31, 2021 and a carrying value of $ 2,670 million and fair value of $ 2,731 million as of December 31, 2020.

b. Preferred stocks

The carrying value and fair value of preferred stocks were as follows:

	December 31,
	2021		2020
	(In Millions)
Carrying value	$	555	$	470
Gross unrealized gains		115		47
Fair value	$	670	$	517

As of December 31, 2021, investments in preferred stocks in an unrealized loss position included holdings with a fair value of $37 million in three issuers, $11 million of which was in an unrealized loss position for more than 12 months. As of December 31, 2020, investments in preferred stocks in an unrealized loss position included holdings with a fair value of $12 million in 3 issuers, $5 million of which was in an unrealized loss position for more than 12 months. Based upon the Company’s impairment review process discussed in Note 2dd. "Net realized capital (losses) gains including other-than-temporary impairments and unrealized capital gains (losses)" the decline in value of these securities was not considered to be other than temporary as of December 31, 2021 or 2020.

The Company held preferred stocks for which the transfer of ownership was restricted by contractual requirements with carrying values of $409 million as of December 31, 2021 and $422 million as of December 31, 2020.

32 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

c. Common stocks – subsidiaries and affiliates

The Company has two primary domestic life insurance subsidiaries, C.M. Life, which primarily provides fixed and variable annuities and universal life insurance business, and MML Bay State, a subsidiary of C.M. Life, which primarily issues variable life and bank-owned life insurance policies.

Summarized below is certain combined statutory financial information for the unconsolidated domestic life insurance subsidiaries:

	As of and for the Years Ended
	December 31,
	2021		2020		2019
	(In Millions)
Total revenue	$	682	$	674	$	792
Net income		106		114		130
Assets		14,270		14,489		13,463
Liabilities		12,636		12,750		11,728
Shareholder’s equity		1,634		1,739		1,735

MMHLLC, a wholly-owned subsidiary of MassMutual, is the parent of subsidiaries that include Barings LLC (Barings) and deals in markets that include retail and institutional asset management entities and registered broker dealers.

The MMHLLC statutory carrying value was $17.2 billion, which included $58 million of nonadmitted asset adjustments as of December 31, 2021 and $16.2 billion as of December 31, 2020, which included no nonadmitted asset adjustments.

Summarized below is certain U.S. GAAP financial information for MMHLLC:

	As of and for the Years Ended
	December 31,
	2021						2020						2019
	(In Billions)
	Continuing Operations		Discontinued Operations		Total		Continuing Operations		Discontinued Operations		Total		Continuing Operations		Discontinued Operations		Total
Total revenue	$	4.9	$	-	$	4.9	$	3.2	$	-	$	3.2	$	3.6	$	5.2	$	8.8
Net income		1.7		-		1.7		0.7		-		0.7		0.9		3.5		4.4
Assets		25.5		-		25.5		24.9		-		24.9		22.9		-		22.9
Liabilities		7.6		-		7.6		8.4		-		8.4		8.3		-		8.3
Member’s equity		17.9		-		17.9		16.5		-		16.5		14.6		-		14.6

MMHLLC paid $1,200 million in dividends to MassMutual for the year ended December 31, 2021, $1,000 million of which were declared in 2020. MMHLLC paid $266 million in dividends for the year ended December 31, 2020, $200 million of which were declared in 2019.

MMHLLC declared an additional $344 million in dividends to MassMutual for the year ended December 31, 2021.

MassMutual contributed capital of $389 million to MMHLLC for the year ended December 31, 2021.

33 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

MassMutual contributed capital of $1,948 million to MMHLLC for the year ended December 31, 2020, of which $1,884 million was used for the Rothesay additional investment. On December 1, 2020, MassMutual purchased, through an indirect, wholly owned subsidiary, an additional investment in Rothesay Holdco UK Limited (RHUK) for $1,875 million. RHUK wholly owns Rothesay Life. The purchase increased MassMutual’s indirect ownership in Rothesay Life from 24.9% to 48.9%.

In 2021, C.M. Life paid $173 million in dividends to MassMutual and $173 million in 2020.

On May 28, 2021, the Company, through a wholly owned subsidiary, Glidepath, acquired GALIC for $3,570 million in cash. GALIC primarily offers traditional fixed and fixed indexed annuity products.

The Glidepath statutory carrying value was $3.6 billion as of December 31, 2021.

Summarized below is certain U.S. GAAP financial information for Glidepath as of December 31, 2021 and for the period from May 28, 2021 to December 31, 2021 (in billions):

Total revenue	$	0.6
Net loss		(0.1	)
Assets		50.3
Liabilities		46.9
Member’s equity		3.4

In December 2020, MassMutual contributed its ownership in MMAF and MML Management LLC, wholly owned subsidiaries with a combined carrying value of $1,602 million, to MMIH, a wholly owned subsidiary, in an affiliated transaction and therefore no gain or loss was recognized on the transaction. There was no impact to surplus.

Summarized below is certain U.S. GAAP financial information for MMIH:

	As of and for the Years Ended
	December 31,
	2021		2020		2019
	(In Billions)
Total revenue	$	0.3	$	0.3	$	-
Net income		0.1		0.1		-
Assets		8.8		9.0		-
Liabilities		7.0		7.4		-
Member’s equity		1.8		1.6		-

On May 24, 2019, an indirectly wholly owned subsidiary of MassMutual, MM Asset Management Holding LLC (MMAMH) executed the sale of its retail asset management affiliate, Oppenheimer Acquisition Corp. (OAC), to Invesco Ltd (Invesco), a global asset manager. Under the terms of the sale, MMAMH and OAC employee shareholders received 81.8 million of Invesco common shares and $4.0 billion in perpetual, non-cumulative preference shares with a fixed cash dividend rate of 5.9%. MMAMH is a directly wholly owned subsidiary of MMHLLC. In turn, at the time of the transaction, MMAMH received a 15.7% common equity interest in post transaction Invesco and MMAMH entered into a shareholder agreement pursuant to which MMAMH has customary minority shareholder rights, including the appointment of a director to Invesco’s board of directors. MassMutual’s investment in MMHLLC was

34 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

increased from the impact of this sale through change in unrealized capital gains of $3,361 million, with an approximate net increase to surplus of $2,500 million.

Subsidiaries of MMHLLC are involved in litigation and investigations arising in the ordinary course of their business, which seek compensatory damages, punitive damages and equitable remedies. Although the Company is not aware of any actions or allegations that reasonably could give rise to a material adverse impact to the Company’s financial position or liquidity, the outcome of litigation cannot be foreseen with certainty. It is the opinion of management that the ultimate resolution of these matters will not materially impact the Company’s financial position or liquidity. However, the outcome of a particular proceeding may be material to the Company’s Statutory Statements of Changes in Surplus for a particular period depending upon, among other factors, the size of the loss and the level of the Company’s changes in surplus for the period.

The Company does not rely on dividends from its subsidiaries to meet its operating cash flow requirements. For the domestic life insurance subsidiaries, substantially all of their statutory shareholder’s equity of $1,634 million as of December 31, 2021 was subject to dividend restrictions imposed by the State of Connecticut.

For further information on related party transactions with subsidiaries and affiliates, see Note 17. "Related party transactions".

d. Common stocks - unaffiliated

The adjusted cost basis and carrying value of unaffiliated common stocks were as follows:

	December 31,
	2021			2020
	(In Millions)
Adjusted cost basis	$	983		$	979
Gross unrealized gains		312			254
Gross unrealized losses		(18	)		(41	)
Carrying value	$	1,277		$	1,192

As of December 31, 2021, investments in unaffiliated common stocks in an unrealized loss position included holdings with a fair value of $271 million in 134 issuers, $243 million of which were in an unrealized loss position for more than 12 months. As of December 31, 2020, investments in unaffiliated common stocks in an unrealized loss position included holdings with a fair value of $206 million in 112 issuers, $131 million of which were in an unrealized loss position for more than 12 months. Based upon the Company’s impairment review process discussed in Note 2dd. "Net realized capital (losses) gains including other-than-temporary impairments and unrealized capital gains (losses)" the decline in value of these securities was not considered to be other than temporary as of December 31, 2021 or 2020.

The Company held common stocks, for which the transfer of ownership was restricted by contractual requirements, with carrying values of $158 million as of December 31, 2021 and $119 million as of December 31, 2020.

35 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

e. Mortgage loans

Mortgage loans are comprised of commercial mortgage loans and residential mortgage loans. The Company’s commercial mortgage loans primarily finance various types of real estate properties throughout the U.S., the United Kingdom and Canada. The Company holds commercial mortgage loans for which it is the primary lender or a participant or co-lender in a mortgage loan agreement and mezzanine loans that are subordinate to senior secured first liens. The Company’s loan agreements with the senior lender contain negotiated provisions that are designed to maximize the Company’s influence with the objective of mitigating the Company’s risks as the secondary lender for mezzanine loans. Commercial mortgage loans have varying risk characteristics including, among others, the borrower’s liquidity, the underlying percentage of completion of a project, the returns generated by the collateral, the refinance risk associated with maturity of the loan and deteriorating collateral value.

Residential mortgage loans are primarily seasoned pools of homogeneous residential mortgage loans substantially backed by Federal Housing Administration (FHA) and Veterans Administration (VA) guarantees. As of December 31, 2021 and 2020, the Company did not have any direct subprime exposure through the purchases of unsecuritized whole-loan pools.

Geographical concentration is considered prior to the purchase of mortgage loans and residential mortgage loan pools. The mortgage loan portfolio is diverse with no significant collateral concentrations in any particular geographic region as of December 31, 2021 or 2020.

The carrying value and fair value of the Company’s mortgage loans were as follows:

	December 31, 2021				December 31, 2020
	Carrying		Fair		Carrying		Fair
	Value		Value		Value		Value
	(In Millions)
Commercial mortgage loans:
Primary lender	$	21,419	$	22,141	$	22,116	$	23,048
Mezzanine loans		117		118		100		102
Total commercial mortgage loans		21,536		22,259		22,216		23,150
Residential mortgage loans:
FHA insured and VA guaranteed		4,107		4,138		3,127		3,158
Other residential loans		702		711		735		727
Total residential mortgage loans		4,809		4,849		3,862		3,885
Total mortgage loans	$	26,345	$	27,108	$	26,078	$	27,035

36 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The loan-to-value ratios by property type of the Company’s commercial mortgage loans were as follows:

	December 31, 2021
	Less Than			81% to			Above						% of
	81%			95%			95%			Total			Total
	($ In Millions)
Office		$	7,047		$	130		$	-		$	7,177	33	%
Apartments			5,626			91			175			5,892	27
Industrial and other			3,572			26			27			3,625	17
Retail			2,554			-			14			2,568	12
Hotels			2,087			119			68			2,274	11
Total		$	20,886		$	366		$	284		$	21,536	100	%

More than 97% of the Company’s commercial mortgage loans’ loan-to-value ratios are below 81% for the year ended December 31, 2021. As of December 31, 2020, the loan-to-value ratios of 99% of the Company’s commercial mortgage loans were less than 81%.

The Company uses an internal rating system as its primary method of monitoring credit quality. The following illustrates the Company’s mortgage loan portfolio rating, translated into the equivalent rating agency designation:

	December 31, 2021
													CCC and
	AAA/AA/A			BBB			BB			B			Lower			Total
	(In Millions)
Commercial mortgage loans:
Primary lender		$	7,453		$	10,028		$	3,525		$	304		$	109		$	21,419
Mezzanine loans			-			42			75			-			-			117
Total commercial mortgage loans			7,453			10,070			3,600			304			109			21,536
Residential mortgage loans:
FHA insured and VA guaranteed			4,107			-			-			-			-			4,107
Other residential loans			2			581			119			-			-			702
Total residential mortgage loans			4,109			581			119			-			-			4,809
Total mortgage loans		$	11,562		$	10,651		$	3,719		$	304		$	109		$	26,345

	December 31, 2020
													CCC and
	AAA/AA/A			BBB			BB			B			Lower			Total
	(In Millions)
Commercial mortgage loans:
Primary lender		$	7,372		$	10,257		$	3,915		$	475		$	97		$	22,116
Mezzanine loans			-			20			80			-			-			100
Total commercial mortgage loans			7,372			10,277			3,995			475			97			22,216
Residential mortgage loans:
FHA insured and VA guaranteed			3,128			-			-			-			-			3,128
Other residential loans			2			711			21			-			-			734
Total residential mortgage loans			3,130			711			21			-			-			3,862
Total mortgage loans		$	10,502		$	10,988		$	4,016		$	475		$	97		$	26,078

37 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The maximum percentage of any one commercial mortgage loan to the estimated value of secured collateral at the time the loan was originated, exclusive of mezzanine, insured, guaranteed or purchase money mortgages, was 100.0% as of December 31, 2021 and 81.2% as of December 31, 2020.

The geographic distribution of commercial mortgage loans was as follows:

	December 31, 2021
			Average
	Carrying		Loan-to-Value
	Value		Ratio
	($ In Millions)
California	$	4,809		52%
New York		2,057		55%
United Kingdom		2,486		49%
Texas		1,954		57%
Illinois		1,598		67%
Washington		1,139		50%
District of Columbia		1,051		56%
All other		6,442		55%
Total commercial mortgage loans	$	21,536		55%

All other consists of 30 jurisdictions, with no individual exposure exceeding $889 million.

	December 31, 2020
			Average
	Carrying		Loan-to-Value
	Value		Ratio
	($ In Millions)
California	$	5,115		50%
New York		2,342		52%
United Kingdom		2,123		50%
Illinois		1,990		62%
Texas		1,920		57%
Washington		1,125		49%
District of Columbia		1,127		55%
All other		6,474		56%
Total commercial mortgage loans	$	22,216		54%

All other consists of 29 jurisdictions, with no individual exposure exceeding $900 million.

38 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Interest rates, including fixed and variable, on the Company’s portfolio of mortgage loans were:

	Years Ended December 31
	2021				2020
	Low		High		Low		High
Commercial mortgage loans	1.6	%	9.0	%	1.9	%	9.3	%
Residential mortgage loans	2.7	%	10.0	%	2.9	%	9.3	%
Mezzanine mortgage loans	3.3	%	6.6	%	3.5	%	6.6	%

Interest rates, including fixed and variable, on new mortgage loans were:

	Years Ended December 31,
	2021				2020
	Low		High		Low		High
Commercial mortgage loans	1.6	%	5.9	%	1.9	%	7.4	%
Residential mortgage loans	2.8	%	8.5	%	3.6	%	5.4	%
Mezzanine mortgage loans	3.3	%	5.9	%	3.5	%	6.6	%

As of December 31, 2021, the Company had impaired mortgage loans with or without a valuation allowance or mortgage loans derecognized as a result of foreclosure, including mortgage loans subject to a participant or co-lender mortgage loan agreement with a unilateral mortgage loan foreclosure restriction or mortgage loan derecognized as a result of a foreclosure.

The following presents a summary of the Company’s impaired mortgage loans as of December 31, 2021 and as of December 31, 2020:

	December 31, 2021
				Average			Unpaid
	Carrying			Carrying			Principal			Valuation			Interest
	Value			Value			Balance			Allowance			Income
	(In Millions)
With no allowance recorded:
Commercial mortgage loans:
Primary lender		$	48		$	51		$	105		$	-		$	-
Total			48			51			105			-			-
Total impaired commercial mortgage loans		$	48		$	51		$	105		$	-		$	-

39 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

	December 31, 2020
				Average			Unpaid
	Carrying			Carrying			Principal			Valuation			Interest
	Value			Value			Balance			Allowance			Income
	(In Millions)
With no allowance recorded:
Commercial mortgage loans:
Primary lender		$	63		$	82		$	103		$	-		$	2
Total			63			82			103			-			2
Total impaired commercial mortgage loans		$	63		$	82		$	103		$	-		$	2

The Company did not hold any restructured mortgage loans, mortgage loans with principal or interest past due, or mortgage loans with suspended interest accruals as of December 31, 2021 or 2020. The carrying value of commercial mortgage loans subject to a participant or co-lender mortgage loan agreement was $1,279 million as of December 31, 2021 and $1,249 million as of December 31, 2020.

f. Real estate

The carrying value of real estate was as follows:

	December 31,
	2021			2020
	(In Millions)
Held for the production of income	$	1,755		$	1,828
Accumulated depreciation		(846	)		(781	)
Encumbrances		(892	)		(950	)
Held for the production of income, net		17			97
Occupied by the Company		641			512
Accumulated depreciation		(263	)		(247	)
Occupied by the Company, net		378			265
Total real estate	$	395		$	362

Depreciation expense on real estate was $91 million for the year ended December 31, 2021, $85 million for the year ended December 31, 2020 and $91 million for the year ended December 31, 2019.

40 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

g. Partnerships and limited liability companies

The carrying value of partnership and LLC holdings by annual statement category were:

	December 31,			December 31,
	2021		2020
	(In Millions)
Joint venture interests:
Common stocks - subsidiaries and affiliates	$	2,474	$	2,430
Common stocks - unaffiliated		3,252		2,554
Real estate		1,907		1,360
Bonds/preferred stock		1,139		1,140
Other		1,579		594
Mortgage loans		1,676		895
Surplus notes		358		362
LIHTCs		160		199
Total	$	12,545	$	9,534

The Company held three affiliated partnerships and limited liability companies in a loss position with accumulated losses of $52 million as of December 31, 2021, and three affiliated partnerships and limited liability companies in a loss position with accumulated losses of $3 million as of December 31, 2020.

The Company’s unexpired tax credits expire within a range of less than 1 year to 13 years.

The Company recorded tax credits on these investments of $47 million for the year ended December 31, 2021 and $49 million for the year ended December 31, 2020. The minimum holding period required for the Company’s LIHTC investments extends from 1 year to 15 years.

For determining impairments for LIHTC investments, the Company uses the present value of all future benefits, the majority of which are tax credits, discounted at a risk-free rate ranging from 0.1% for future benefits of two years to 0.9% for future benefits of ten or more years, and compares the result to its current carry value. The Company recorded $3 million of impairments for the year ended December 31, 2021.

There were no write-downs or reclassifications of LIHTC partnerships made during the years ended December 31, 2021 or December 31, 2020, due to forfeiture or ineligibility of tax credits or similar issues. In addition, there are no LIHTC investments subject to regulatory review for the years ended December 31, 2021 or 2020.

In 2021, the Company recognized a $411 million OTTI from one investment. In 2020, the Company recognized a $257 million OTTI from one investment.

In 2020, there was a decrease in carrying value of an affiliated partnership and LLC of $245 million, which included an OTTI of $257 million from one investment.

41 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

h. Derivatives

The Company uses derivative financial instruments in the normal course of business to manage risks, primarily to reduce currency, interest rate and duration imbalances determined in asset/liability analyses. The Company also uses a combination of derivatives and fixed income investments to create replicated synthetic investments. These replicated synthetic investments are created when they are economically more attractive than the actual instrument or when similar instruments are unavailable. Replicated synthetic investments are created either to hedge and reduce the Company’s credit exposure or to create an investment in a particular asset. The Company held replicated synthetic investments with a notional amount of $21,873 million as of December 31, 2021 and $15,989 million as of December 31, 2020, as defined under statutory accounting practices as the result of pairing of a long derivative contract with cash instruments.

The Company’s derivative strategy employs a variety of derivative financial instruments: including interest rate, currency, equity, bond, and credit default swaps; options; forward contracts and financial futures. Investment risk is assessed on a portfolio basis and individual derivative financial instruments are not generally designated in hedging relationships; therefore, as allowed by statutory accounting practices, the Company intentionally has not applied hedge accounting.

Interest rate swaps are primarily used to more closely match the cash flows of assets and liabilities. Interest rate swaps are also used to mitigate changes in the value of assets anticipated to be purchased and other anticipated transactions and commitments. The Company uses currency swaps for the purpose of managing currency exchange risks in its assets and liabilities.

The Company does not sell credit default swaps as a participant in the credit insurance market. The Company does, however, use credit default swaps as part of its investment management process. The Company buys credit default swaps as an efficient means to reduce credit exposure to particular issuers or sectors in the Company’s investment portfolio. The Company sells credit default swaps in order to create synthetic investment positions that enhance the return on its investment portfolio by providing comparable exposure to fixed income securities that might not be available in the primary market.

Options grant the purchaser the right to buy or sell a security or enter a derivative transaction at a stated price within a stated period. The Company’s option contracts have terms of up to 15 years. A swaption is an option to enter an interest rate swap to either receive or pay a fixed rate at a future date. The Company purchases these options for the purpose of managing interest rate risks in its assets and liabilities.

The Company adopted a clearly defined hedging strategy (CDHS) to enable the Company to incorporate currently held hedges in risk-based capital (RBC) calculations. The CDHS is used to significantly mitigate the impact that movements in capital markets have on the liabilities associated with annuity guarantees. The hedge portfolio consists mainly of interest rate swaps, equity swaps, interest rate swaptions and equity futures, and provides protection in the stress scenarios under which RBC is calculated. The hedge portfolio has offsetting impacts relative to the total asset requirement for RBC and surplus for GMDB and VAGLB.

The Company utilizes certain other agreements including forward contracts and financial futures. In addition, the Company also uses “to be announced” forward contracts (TBAs) to hedge interest rate risk and participate in the mortgage-backed securities market in an efficient and cost-effective way. Typically, the price is agreed upon at contract inception and payment is made at a specified future date. The Company usually does not purchase TBAs with settlement by the first possible delivery date and thus, accounts for these TBAs as derivatives. TBAs that settle on the first possible delivery date are accounted for as bonds. The Company’s futures contracts are exchange traded and have credit risk. Margin requirements are met with the deposit of securities. Futures contracts are generally settled with offsetting transactions. Forward contracts and financial futures are used by the Company to reduce exposures to various risks including interest rates and currency rates.

The Company’s principal derivative exposures to market risk are interest rate risk, which includes inflation and credit risk. Interest rate risk pertains to the change in fair value of the derivative instruments as a result of changes in market interest rates. The Company is exposed to credit-related losses in the event of nonperformance by counterparties to derivative financial instruments. The Company regularly monitors counterparty credit ratings, derivative positions,

42 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

valuations and the value of collateral posted to ensure counterparties are credit-worthy and the concentration of exposure is minimized and monitors its derivative credit exposure as part of its overall risk management program.

The Company enters derivative transactions through bilateral derivative agreements with counterparties, or through over the counter cleared derivatives with a counterparty and the use of a clearinghouse. To minimize credit risk for bilateral transactions, the Company and its counterparties generally enter into master netting agreements based on agreed upon requirements that outline the framework for how collateral is to be posted in the amount owed under each transaction, subject to certain minimums. For over the counter cleared derivative transactions between the Company and a counterparty, the parties enter into a series of master netting and other agreements that govern, among other things, clearing and collateral requirements. These transactions are cleared through a clearinghouse and each derivative counterparty is only exposed to the default risk of the clearinghouse. Certain interest rate swaps and credit default swaps are considered cleared transactions. These cleared transactions require initial and daily variation margin collateral postings. These agreements allow for contracts in a positive position, in which amounts are due to the Company, to be offset by contracts in a negative position. This right of offset, combined with collateral obtained from counterparties, reduces the Company’s credit exposure.

Net collateral pledged by the counterparties was $5,369 million as of December 31, 2021 and $4,849 million as of December 31, 2020. In the event of default, the full market value exposure at risk in a net gain position, net of offsets and collateral, was $230 million as of December 31, 2021 and $194 million as of December 31, 2020. The statutory net amount at risk, defined as net collateral pledged and statement values excluding accrued interest, was $579 million as of December 31, 2021 and $296 million as of December 31, 2020.

The Company had the right to rehypothecate or repledge securities totaling $717 million of the $5,369 million as of December 31, 2021 and $829 million of the $4,849 million as of December 31, 2020 of net collateral pledged by counterparties. There were no securities rehypothecated to other counterparties as of December 31, 2021 or December 31, 2020.

The following summarizes the carrying values and notional amounts of the Company’s derivative financial instruments:

		December 31, 2021
	Assets				Liabilities
	Carrying		Notional		Carrying		Notional
	Value		Amount		Value		Amount
	(In Millions)
Interest rate swaps	$	15,004	$	112,580	$	10,598	$	123,919
Options		321		15,970		4		-
Currency swaps		948		12,662		200		5,363
Forward contracts		68		4,532		69		5,041
Credit default swaps		-		60		1		35
Financial futures		38		2,303		5		373
Total	$	16,379	$	148,107	$	10,877	$	134,731

43 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

		December 31, 2020
	Assets				Liabilities
	Carrying		Notional		Carrying		Notional
	Value		Amount		Value		Amount
	(In Millions)
Interest rate swaps	$	20,081	$	110,698	$	16,134	$	106,433
Options		411		17,234		8		53
Currency swaps		517		6,163		864		10,624
Forward contracts		62		4,793		279		9,009
Credit default swaps		-		5		1		95
Financial futures		5		373		63		2,595
Total	$	21,076	$	139,266	$	17,349	$	128,809

The average fair value of outstanding derivative assets was $16,833 million for the years ended December 31, 2021 and $25,764 million for the years ended December 31, 2020. The average fair value of outstanding derivative liabilities was $12,329 million for the years ended December 31, 2021 and $19,396 million for the years ended December 31, 2020.

The following summarizes the notional amounts of the Company’s credit default swaps by contractual maturity:

	December 31,		December 31,
	2021		2020
	(In Millions)
Due after one year through five years	$	95	$	100
Total	$	95	$	100

The following presents the Company’s gross notional interest rate swap positions:

	December 31,
	2021		2020
	(In Millions)
Open interest rate swaps in a fixed pay position	$	112,400	$	101,419
Open interest rate swaps in a fixed receive position		120,764		111,639
Other interest related swaps		3,335		4,073
Total interest rate swaps	$	236,499	$	217,131

44 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The following summarizes the Company’s net realized gains (losses) on closed contracts and change in net unrealized gains (losses) related to market fluctuations on open contracts by derivative type:

	Year Ended
	December 31, 2021
	Net Realized			Change In Net
	Gains (Losses)			Unrealized Gains
	on Closed			(Losses) on
	Contracts			Open Contracts
	(In Millions)
Interest rate swaps	$	(451	)	$	458
Currency swaps		(25	)		1,094
Options		(126	)		74
Credit default swaps		2			-
Forward contracts		109			216
Financial futures		(315	)		92
Total	$	(806	)	$	1,934

	Year Ended
	December 31, 2020
	Net Realized			Change In Net
	Gains (Losses)			Unrealized Gains
	on Closed			(Losses) on
	Contracts			Open Contracts
	(In Millions)
Interest rate swaps	$	465		$	2,503
Currency swaps		196			(1,028	)
Options		449			(111	)
Credit default swaps		8			-
Forward contracts		(195	)		(71	)
Financial futures		381			50
Total	$	1,304		$	1,343

45 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

	Year Ended
	December 31, 2019
	Net Realized				Change In Net
	Gains (Losses)				Unrealized Gains
	on Closed				(Losses) on
	Contracts				Open Contracts
	(In Millions)
Interest rate swaps		$	172			$	(534	)
Currency swaps			25				58
Options			(30	)			(273	)
Credit default swaps			13				-
Interest rate caps and floors			-				(6	)
Forward contracts			228				(239	)
Financial futures			524				(309	)
Total		$	932			$	(1,303	)

The following summarizes gross and net information of derivative assets and liabilities, along with collateral posted in connection with master netting agreements:

	December 31, 2021									December 31, 2020
	Derivative			Derivative						Derivative			Derivative
	Assets			Liabilities			Net			Assets			Liabilities			Net
	(In Millions)
Gross	$	16,379		$	10,877		$	5,502		$	21,076		$	17,349		$	3,727
Due and accrued		1,093			1,769			(676	)		1,030			1,607			(577	)
Gross amounts offset		(12,429	)		(12,429	)		-			(17,273	)		(17,273	)		-
Net asset		5,043			217			4,826			4,833			1,683			3,150
Collateral posted		(6,873	)		(1,503	)		(5,370	)		(6,381	)		(1,532	)		(4,849	)
Net	$	(1,830	)	$	(1,286	)	$	(544	)	$	(1,548	)	$	151		$	(1,699	)

i. Repurchase agreements

The Company had repurchase agreements with carrying values of $2,802 million as of December 31, 2021 and $4,006 million as of December 31, 2020. As of December 31, 2021, the maturities of these agreements ranged from January 4, 2022 through February 7, 2022 and the interest rates ranged from 0.14% to 0.2%. The outstanding amounts were collateralized by cash and bonds with a carrying value of $2,803 million as of December 31, 2021 and $4,008 million as of December 31, 2020.

46 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

j. Net investment income

Net investment income, including IMR amortization, comprised the following:

	Years Ended December 31,
	2021			2020			2019
	(In Millions)
Bonds	$	4,437		$	4,526		$	4,417
Preferred stocks		17			22			38
Common stocks - subsidiaries and affiliates		717			1,243			503
Common stocks - unaffiliated		55			34			40
Mortgage loans		1,145			1,225			1,084
Policy loans		1,103			965			927
Real estate		162			91			128
Partnerships and LLCs		1,171			583			878
Derivatives		539			487			335
Cash, cash equivalents and short-term investments		61			93			78
Other		18			44			40
Subtotal investment income		9,425			9,313			8,468
Amortization of the IMR		150			111			11
Investment expenses		(730	)		(672	)		(786	)
Net investment income	$	8,845		$	8,752		$	7,693

47 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

k. Net realized capital (losses) gains

Net realized capital (losses), which include other-than-temporary impairments (OTTI) and are net of deferral to the IMR, comprised the following:

	Years Ended
	December 31,
	2021			2020			2019
	(In Millions)
Bonds	$	199		$	1,025		$	56
Preferred stocks		9			(14	)		-
Common stocks - subsidiaries and affiliates		10			1			1
Common stocks - unaffiliated		147			(89	)		31
Mortgage loans		(7	)		(72	)		3
Real estate		24			(30	)		33
Partnerships and limited liability companies		(413	)		(73	)		40
Derivatives		(806	)		1,304			932
Other		7			(64	)		3
Net realized capital (losses) gains before federal and state taxes and deferral to the IMR		(830	)		1,988			1,099
Net federal and state tax expense		(86	)		(361	)		(116	)
Net realized capital (losses) gains before deferral to the IMR		(916	)		1,627			983
Net after tax losses (gains) deferred to the IMR		382			(2,213	)		(1,020	)
Net realized capital (losses)	$	(534	)	$	(586	)	$	(37	)

The IMR liability balance was $1,552 million as of December 31, 2021 and $2,084 million as of December 31, 2020 and was included in other liabilities on the Statutory Statements of Financial Position.

OTTI, included in the realized capital losses, consisted of the following:

	Years Ended December 31,
	2021			2020			2019
	(In Millions)
Bonds	$	(80	)	$	(140	)	$	(103	)
Common stocks - unaffiliated		(11	)		(80	)		(8	)
Mortgage loans		(17	)		(40	)		-
Partnerships and LLCs		(483	)		(89	)		(86	)
Total OTTI	$	(591	)		(349	)		(197	)

The Company recognized OTTI of $7 million for the year ended December 31, 2021 and $9 million for the year ended December 31, 2020 on structured and loan-backed securities, which are included in bonds, primarily due to the present value of expected cash flows being less than the amortized cost.

48 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The Company utilized internally-developed models to determine less than 1% of the $80 million of bond OTTI for the year ended December 31, 2021, less than 1% of the $140 million of bond OTTI for the year ended December 31, 2020 and less than 1% of the $64 million of bond OTTI for the year ended December 31, 2019. The remaining OTTI amounts were determined using external inputs such as publicly observable fair values and credit ratings. Refer to Note 2dd. "Net realized capital (losses) gains including other-than-temporary impairments and unrealized capital gains (losses)" for more information on assumptions and inputs used in the Company’s OTTI models.

49 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

6. Federal income taxes

In response to the COVID-19 pandemic, the Coronavirus Aid, Relief, and Economic Security (CARES) Act was signed into law on March 27, 2020 and the Consolidated Appropriations Act (CAA), 2021 was signed into law on December 27, 2020. The CARES Act, among other things, permits net operating loss (NOL) carryovers and carrybacks to offset 100% of taxable income for taxable years beginning before 2021. In addition, the CARES Act allows NOLs incurred in 2018, 2019, and 2020 to be carried back to each of the five preceding taxable years to generate a refund of previously paid income taxes. The CAA extends and expands certain tax provisions of the CARES Act. The CARES Act as well as the CAA did not have a material effect on the financial statements.

The Company provides for DTAs in accordance with statutory accounting practices and has met the required threshold to utilize the three-year reversal period and 15% of surplus limitation.

The net DTA or deferred tax liability (DTL) recognized in the Company’s assets, liabilities and surplus is as follows:

	December 31, 2021
	Ordinary		Capital		Total
	(In Millions)
Gross DTAs	$	3,136	$	372	$	3,508
Statutory valuation allowance adjustment		-		-		-
Adjusted gross DTAs		3,136		372		3,508
DTAs nonadmitted		-		-		-
Subtotal net admitted DTA		3,136		372		3,508
Total gross DTLs		(2,090)		(708)		(2,798	)
Net admitted DTA(L)	$	1,046	$	(336)	$	710

	December 31, 2020
	Ordinary		Capital		Total
	(In Millions)
Gross DTAs	$	2,836	$	258		$	3,094
Statutory valuation allowance adjustment		-		-			-
Adjusted gross DTAs		2,836		258			3,094
DTAs nonadmitted		-		-			-
Subtotal net admitted DTA		2,836		258			3,094
Total gross DTLs		(2,114)		(471)			(2,585	)
Net admitted DTA(L)	$	722	$	(213)		$	509

	Change
	Ordinary		Capital		Total
	(In Millions)
Gross DTAs	$	300	$	114	$	414
Statutory valuation allowance adjustment		-		-		-
Adjusted gross DTAs		300		114		414
DTAs nonadmitted		-		-		-
Subtotal net admitted DTA		300		114		414
Total gross DTLs		24		(237)		(213	)
Net admitted DTA(L)	$	324	$	(123)	$	201

50 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The amount of adjusted gross DTA admitted under each component of the guidance and the resulting change by tax character are as follows:

	December 31, 2021
	Ordinary		Capital		Total
	(In Millions)
Admitted DTA 3 years:
Federal income taxes that can be recovered	$	-	$	89	$	89
Remaining adjusted gross DTAs expected to be realized within 3 years:
1. Adjusted gross DTA to be realized		1,129		-		1,129
2. Adjusted gross DTA allowed per limitation threshold		3,938		-		3,938
Lesser of lines 1 or 2		1,129		-		1,129
Adjusted gross DTAs offset by existing DTLs		2,007		283		2,290
Total admitted DTA realized within 3 years	$	3,136	$	372	$	3,508

	December 31, 2020
	Ordinary		Capital		Total
	(In Millions)
Admitted DTA 3 years:
Federal income taxes that can be recovered	$	-	$	54	$	54
Remaining adjusted gross DTAs expected to be realized within 3 years
1. Adjusted gross DTA to be realized		1,056		-		1,056
2. Adjusted gross DTA allowed per limitation threshold		3,336		-		3,336
Lesser of lines 1 or 2		1,056		-		1,056
Adjusted gross DTAs offset by existing DTLs		1,780		204		1,984
Total admitted DTA realized within 3 years	$	2,836	$	258	$	3,094

	Change
	Ordinary		Capital		Total
	(In Millions)
Admitted DTA 3 years:
Federal income taxes that can be recovered	$	-	$	35	$	35
Remaining adjusted gross DTAs expected to be realized within 3 years
1. Adjusted gross DTA to be realized		73		-		73
2. Adjusted gross DTA allowed per limitation threshold		602		-		602
Lesser of lines 1 or 2		73		-		73
Adjusted gross DTAs offset by existing DTLs		227		79		306
Total admitted DTA realized within 3 years	$	300	$	114	$	414

51 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The Company’s total realization threshold limitations are as follows:

	December 31,
	2021			2020
	($ In Millions)
Ratio percentage used to determine recovery period and threshold limitation		850	%		928	%
Amount of adjusted capital and surplus used to determine recovery period and threshold limitation above	$	26,256		$	22,238

The ultimate realization of DTAs depends on the generation of future taxable income during the periods in which the temporary differences are deductible. Management considers the scheduled reversal of DTLs, including the impact of available carryback and carryforward periods, projected taxable income and tax-planning strategies in making this assessment. The impact of tax-planning strategies is as follows:

	December 31, 2021
	Ordinary		Capital		Total
	(Percent)
Impact of tax-planning strategies:
Adjusted gross DTAs (% of total adjusted gross DTAs)	-	%	-	%	-	%
Net admitted adjusted gross DTAs (% of total net admitted adjusted gross DTAs)	46	%	-	%	46	%

	December 31, 2020
	Ordinary		Capital		Total
	(Percent)
Impact of tax-planning strategies:
Adjusted gross DTAs (% of total adjusted gross DTAs)	-	%	-	%	-	%
Net admitted adjusted gross DTAs (% of total net admitted adjusted gross DTAs)	30	%	-	%	30	%

	Change
	Ordinary		Capital		Total
	(Percent)
Impact of tax-planning strategies:
Adjusted gross DTAs (% of total adjusted gross DTAs)	-	%	-	%	-	%
Net admitted adjusted gross DTAs (% of total net admitted adjusted gross DTAs)	16	%	-	%	16	%

There are no reinsurance strategies included in the Company’s tax-planning strategies.

52 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The provision for current tax expense on earnings is as follows:

	Years Ended December 31,
	2021		2020		2019
	(In Millions)
Federal income tax expense (benefit) on operating earnings	$	69	$	133	$	(18	)
Foreign income tax expense on operating earnings		3		2		3
Total federal and foreign income tax expense (benefit) on operating earnings		72		135		(15	)
Federal income tax expense (benefit) on net realized capital gains (losses) before impact of change in enacted legislation		43		359		116
Impact of change in enacted tax legislation on net realized
Total federal and foreign income tax expense (benefit)	$	115	$	494	$	101

53 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The tax effects of temporary differences that give rise to significant portions of the DTAs and DTLs are as follows:

	December 31,
	2021		2020		Change
	(In Millions)
DTAs:
Ordinary
Reserve items	$	1,363	$	1,191	$	172
Policy acquisition costs		759		649		110
Nonadmitted assets		295		299		(4	)
Pension and compensation related items		71		220		(149	)
Policyholders’ dividends		208		193		15
Investment items		240		191		49
Expense items		67		56		11
Unrealized investment losses		-		10		(10	)
Other		133		27		106
Total ordinary DTAs		3,136		2,836		300
Nonadmitted DTAs		-		-		-
Admitted ordinary DTAs		3,136		2,836		300
Capital
Unrealized investment losses		38		209		(171	)
Expense items		18		-		18
Investment items		316		49		267
Total capital DTAs		372		258		114
Admitted capital DTAs		372		258		114
Admitted DTAs		3,508		3,094		414
DTLs:
Ordinary
Reserve items		284		356		(72	)
Unrealized investment gains		926		830		96
Deferred and uncollected premium		281		258		23
Pension items		61		211		(150	)
Investment items		200		234		(34	)
Other		338		225		113
Total ordinary DTLs		2,090		2,114		(24	)
Capital
Unrealized investment gains		546		471		75
Investment items		162		-		162
Total capital DTLs		708		471		237
Total DTLs		2,798		2,585		213
Net admitted DTA	$	710	$	509	$	201

54 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The change in net deferred income taxes comprised the following:

	Years Ended December 31,
	2021		2020				2019
	(In Millions)
Net DTA(L)	$	201	$	(599	)	$	125
Less: Items not recorded in the change in net deferred income taxes:
Tax-effect of unrealized gains/(losses)		343		576			(180	)
Change in net deferred income taxes	$	544	$	(23	)	$	(55	)

As of December 31, 2021, the Company had no net operating or capital loss carryforwards to include in deferred income taxes. The Company has no tax credit carryforwards included in deferred taxes.

The components of federal and foreign income tax are recorded in the Statutory Statements of Operations and the Statutory Statements of Changes in Surplus and are different from those which would be obtained by applying the prevailing federal income tax rate to net gain from operations before federal income taxes. The significant items causing this difference are as follows:

	Years Ended December 31,
	2021			2020			2019
	(In Millions)
		21	%		21	%		21	%
Provision computed at federal statutory rate	$	(92	)	$	967		$	324
Expense items		(38	)		3			5
Foreign governmental income taxes		3			1			3
Investment items		(135	)		(411	)		(183	)
Nonadmitted assets		4			11			(7	)
Tax credits		(95	)		(50	)		(48	)
Other		(76	)		(4	)		(72	)
Total statutory income tax expense (benefit)	$	(429	)	$	517		$	22
Federal and foreign income tax expense	$	115		$	494		$	101
Change in net deferred income taxes		(544	)		23			55
Total statutory income tax expense (benefit)	$	(429	)	$	517		$	156

The Company made payments in the amount of $849 million in 2021 and received refunds in the amount of $141 million in 2020.

The total income taxes incurred in the current and prior years that will be available for recoupment in the event of future net capital losses totaled $61 million related to 2021, $430 million related to 2020, and $164 million related to 2019.

55 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

MassMutual and its eligible U.S. subsidiaries are included in a consolidated U.S. federal income tax return. MassMutual and its eligible U.S. subsidiaries also file income tax returns in various states and foreign jurisdictions. MassMutual and its eligible U.S. subsidiaries and certain affiliates (the Parties) have executed and are subject to a written tax allocation agreement (the Agreement). The Agreement sets forth the manner in which the total combined federal income tax is allocated among the Parties. The Agreement provides MassMutual with the enforceable right to recoup federal income taxes paid in prior years in the event of future net capital losses, which it may incur. Further, the Agreement provides MassMutual with the enforceable right to utilize its net losses carried forward as an offset to future net income subject to federal income taxes.

Companies are generally required to disclose unrecognized tax benefits, which are the tax effect of positions taken on their tax returns that may be challenged by various taxing authorities, in order to provide users of financial statements more information regarding potential liabilities. The Company recognizes tax benefits and related reserves in accordance with existing statutory accounting practices for liabilities, contingencies and impairments of assets.

The following is a reconciliation of the beginning and ending liability for unrecognized tax benefits (in millions):

Balance, January 1, 2021	$	217
Gross change related to positions taken in prior years		-
Gross change related to settlements		-
Gross change related to positions taken in current year		2
Gross change related to lapse of statutes of limitations		-
Balance, December 31, 2021	$	219

Included in the liability for unrecognized tax benefits as of December 31, 2021, are $206 million of tax positions for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. The liability for the unrecognized tax benefits as of December 31, 2021 includes $9 million of unrecognized tax benefits that, if recognized, would impact the Company’s effective tax rate.

The Company recognized an increase of $3 million in accrued interest related to the liability for unrecognized tax benefits as a component of the provision for income taxes. The amount of net interest recognized was $20 million as of December 31, 2021 and $17 million as of December 31, 2020. The Company has no accrued penalties related to the liability for unrecognized tax benefits. In the next year, the Company does not anticipate the total amount of uncertain tax positions to significantly increase or decrease.

The Internal Revenue Service (IRS) has completed its examination of MassMutual and its subsidiaries for the year 2013 and prior. The 2014-2016 tax years are in the process of going to Appeals for 3 carryforward issues.   The IRS commenced its examination of years 2017-2018 in October 2020. The adjustments resulting from these examinations are not expected to materially affect the position or liquidity of the Company.

As of December 31, 2021 and 2020, the Company did not recognize any protective deposits as admitted assets.

7.	Other than invested assets
a.	Corporate-owned life insurance

The Company holds corporate-owned life insurance issued by unaffiliated third-party insurers to cover the lives of certain qualified senior employees. The primary purpose of the program is to offset future employee benefit expenses. The Company pays all premiums and is the owner and beneficiary of these policies. The Company had recorded cash surrender values of these policies of $2,666 million as of December 31, 2021 and $2,420 million as of December 31, 2020.

56 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The cash surrender value is allocated by the following investment categories:

	December 31,
	2021		2020
Bonds	33	%	34	%
Other invested assets	33		27
Stocks	19		20
Cash and short-term investments	13		17
Real estate	2		2
	100	%	100	%

b. Deferred and uncollected life insurance premium

Deferred and uncollected life insurance premium, net of loading and reinsurance, are included in other than invested assets in the Company’s Statutory Statements of Financial Position. The following summarizes the deferred and uncollected life insurance premium on a gross basis, as well as, net of loading and reinsurance:

	December 31,
	2021				2020
	Gross		Net		Gross		Net
	(In Millions)
Ordinary new business	$	186	$	119	$	148	$	77
Ordinary renewal		1,001		1,030		934		974
Group life		11		11		11		11
Total	$	1,198	$	1,160	$	1,093	$	1,062

Deferred premium is the portion of the annual premium not earned at the reporting date. Loading on deferred premium is an amount obtained by subtracting the valuation net deferred premium from the gross deferred premium and generally includes allowances for acquisition costs and other expenses.

Uncollected premium is gross premium net of reinsurance that is due and unpaid as of the reporting date, net of loading. Net premium is the amount used in the calculation of reserves. The change in deferred and uncollected life insurance premium is included in premium income. The change in loading is included as an expense and is not shown as a reduction to premium income.

Ordinary new business and ordinary renewal business consist of the basic amount of premium required on the underlying life insurance policies.

In certain instances, gross premium is less than net premium according to the standard valuation set by the Division and the Department. The gross premium is less than the net premium needed to establish the reserves because the statutory reserves must use standard conservative valuation mortality tables, while the gross premium calculated in pricing uses mortality tables that reflect both the Company’s experience and the transfer of mortality risk to reinsurers. The Company had life insurance in force of $71,636 million as of December 31, 2021 and $55,337 million as of December 31, 2020 for which gross premium was less than net premium.

57 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

8.	Policyholders’ liabilities
a.	Policyholders’ reserves

The Company had life insurance in force of $859,865 million as of December 31, 2021 and $795,983 million as of December 31, 2020.

The following summarizes policyholders’ reserves, net of reinsurance, and the range of interest rates by type of product:

	December 31,
	2021					2020
		Amount	Interest Rates				Amount	Interest Rates
		($ In Millions)
Individual life	$	69,910	2.5%	-	6.0%	$	65,343	2.5%	-	6.0%
Group annuities		16,948	1.0%	-	11.8%		15,352	2.3%	-	11.8%
Individual universal and variable life		23,105	3.5%	-	6.0%		20,155	3.5%	-	6.0%
Individual annuities		18,300	1.0%	-	11.8%		15,259	2.3%	-	11.8%
Group life		5,958	2.5%	-	4.5%		5,471	2.5%	-	4.5%
Disabled life claim reserves		1,840	3.5%	-	6.0%		1,833	3.5%	-	6.0%
Disability active life reserves		1,760	3.5%	-	6.0%		1,342	3.5%	-	6.0%
Other		448	2.5%	-	6.0%		412	2.5%	-	6.0%
Total	$	138,269				$	125,167

Individual life includes whole life and term insurance. Group life includes corporate-owned life insurance, bank-owned life insurance, group universal life and group variable universal life products. Individual annuities include individual annuity contracts, supplementary contracts involving life contingencies and structured settlements. Group annuities include deferred annuities and single premium annuity contracts. Disabled life claim reserves include disability income and LTC contracts and cover the future payments of known claims. Disability active life reserves include disability income and LTC contracts issued. Other is comprised of disability life and accidental death insurance. In 2019, certain corporate-owned life insurance and bank owned-life insurance policies were reclassified to individual as they did not meet the group classification qualifications.

b. Liabilities for deposit-type contracts

The following summarizes liabilities for deposit-type contracts and the range of interest rates by type of product:

	December 31,
	2021					2020
	Amount		Interest Rates			Amount		Interest Rates
	(In Millions)
GICs:
Note programs	$	10,864	0.0%	-	5.6%	$	8,803	0.4%	-	5.6%
Federal Home Loan Bank of Boston		1,505	0.8%	-	3.4%		1,686	0.8%	-	3.4%
Municipal contracts		1,463	0.2%	-	7.3%		975	0.4%	-	5.6%
Supplementary contracts		2,712	1.0%	-	11.3%		2,605	0.3%	-	7.0%
Dividend accumulations		472	3.0%	-	3.2%		482	3.0%	-	3.4%
Other deposits		25	4.0%	-	8.0%		29	4.0%	-	8.0%
Total	$	17,041				$	14,580

58 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Note program

Funding agreements are investment contracts sold to domestic and international institutional investors. Funding agreement liabilities are equal to the account value and are established by contract deposits, increased by interest credited and decreased by contract coupon payments and maturities. Contract holders do not have the right to terminate the contract prior to the contractually stated maturity date. The Company may retire funding agreements prior to the contractually-stated maturity date by repurchasing the agreement in the market or, in some cases, by calling the agreement. If this occurs, the difference in value is an adjustment to interest credited to liabilities for deposit-type contracts in the Statutory Statements of Operations. Credited interest rates vary by contract and can be fixed or floating. Agreements do not have put provisions or ratings-based triggers. The liability of non-U.S. dollar denominated funding agreements may increase or decrease due to changes in foreign exchange rates. Currency swaps are employed to eliminate foreign exchange risk from all funding agreements issued to back non-U.S. dollar denominated notes.

Under the note program, the Company creates special purpose entities (SPEs), which are investment vehicles or trusts, for the purpose of issuing medium-term notes to investors. Proceeds from the sale of the medium-term notes issued by these SPEs are used to purchase funding agreements from the Company. The payment terms of any particular series of notes are matched by the payment terms of the funding agreement securing the series. Notes are currently issued from the Company’s $16.0 billion Global Medium-Term Note Program.

Federal Home Loan Bank of Boston

The Company has funding agreements with Federal Home Loan Bank of Boston (FHLB Boston) in an investment spread strategy, consistent with its other funding agreements. These funding agreements are collateralized by securities with estimated fair values of $1,511 million as of December 31, 2021. The Company’s borrowing capacity with FHLB Boston is subject to the lower of the limitation on the pledge of collateral for a loan set forth by law or by the Company’s internal limit. The Company’s unused capacity was $4,495 million as of December 31, 2021. As a member of FHLB Boston, the Company held common stock of FHLB Boston with a statement value of $75 million as of December 31, 2021 and $81 million as of December 31, 2020.

Municipal contracts

Municipal guaranteed investment contracts (municipal contracts) include contracts that contain terms with above market crediting rates. Liabilities for these contracts includes the municipal contracts’ account values, which are established by contract deposits, increased by interest credited (fixed or floating) and decreased by contract coupon payments, additional withdrawals, maturities and amortization of premium. Certain municipal contracts allow additional deposits, subject to restrictions, which are credited based on the rates in the contracts. Contracts have scheduled payment dates and amounts and interest is paid periodically. In addition, certain contracts allow additional withdrawals above and beyond the scheduled payments. These additional withdrawals have certain restrictions on the number per year, minimum dollar amount and are limited to the maximum contract balance. The majority of the municipal contracts allow early contract termination under certain conditions.

Certain municipal contracts contain make-whole provisions, which document the formula for full contract payout. Certain municipal contracts have ratings-based triggers that allow the trustee to declare the entire balance due and payable. Municipal contracts may also have terms that require the Company to post collateral to a third party based on the contract balance in the event of a downgrade in ratings below certain levels under certain circumstances. When the collateral is other than cash, the collateral value is required to be greater than the account balance. The collateral was $146 million as of December 31, 2021 and $137 million as of December 31, 2020. The Company employs a rigorous asset/liability management process to help mitigate the economic impacts of various liability risks. By performing asset liability management and performing other risk management activities, the Company believes that these contract provisions do not create an undue level of operating risk to the Company.

Other deposits

Other deposits primarily consist of investment contracts assumed as part of the indemnity reinsurance agreement discussed in Note 9. "Reinsurance". These contracts are used to fund retirement plans. Contract payments are not contingent upon the life of the retirement plan participant.

59 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

As of December 31, 2021, the Company’s GICs by expected maturity year were as follows (in millions):

2022	$	2,333
2023		1,953
2024		2,545
2025		1,415
2026		2,051
Thereafter		3,535
Total	$	13,832

Most GICs only mature on their contractual maturity date. Actual maturities for municipal contracts may differ from their contractual maturity dates, as these contracts permit early contract termination under certain conditions.

c. Unpaid claims and claim expense reserves

The Company establishes unpaid claims and claim expense reserves to provide for the estimated costs of claims for individual disability and LTC policies. These reserves include estimates for both claims that have been reported and those that have been incurred but not reported, and include estimates of all future expenses associated with the processing and settling of these claims. This estimation process is primarily based on the assumption that experience is an appropriate indicator of future events and involves a variety of actuarial techniques that analyze experience, trends and other relevant factors. The amounts recorded for unpaid claims and claim expense reserves represent the Company’s best estimate based upon facts and actuarial guidelines. Accordingly, actual claim payouts may vary from these estimates.

60 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The following summarizes the changes in disabled life and LTC unpaid claims and claim expense reserves:

		December 31,
		2021			2020
		(In Millions)
Claim reserves, beginning of year	$	2,118		$	2,095
Less:  Reinsurance recoverables		259			242
Net claim reserves, beginning of year		1,859			1,853
Claims paid related to:
Current year		(14	)		(14	)
Prior years		(336	)		(349	)
Total claims paid		(350	)		(363	)
Incurred related to:
Current year’s incurred		258			264
Current year’s interest		6			7
Prior year’s incurred		(5	)		25
Prior year’s interest		72			76
Total incurred		331			372
Adjustments through surplus		27			(3	)
Net claim reserves, end of year		1,867			1,859
Reinsurance recoverables		308			259
Claim reserves, end of year	$	2,175		$	2,118

The changes in reserves for incurred claims related to prior years are generally the result of recent loss development trends. The $5 million decrease in the prior years’ incurred claims for 2021 and the $25 million increase in the prior years’ incurred claims for 2020 were generally the result of differences between actual termination experience and statutorily prescribed termination tables. In 2021, claim experience included normal claim volume with higher terminations, resulting in a reduction to the incurred reserve from favorable experience, while 2020 claims incurred was due to maturing LTC business partially offset by a corresponding increase in reinsurance recoverable.

61 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The following reconciles disabled life claim reserves to the net claim reserves at the end of the years presented in the previous table. Disabled life claim reserves are recorded in policyholders’ reserves. Accrued claim liabilities are recorded in other liabilities.

	December 31,
	2021		2020
	(In Millions)
Disabled life claim reserves	$	1,840	$	1,833
Accrued claim liabilities		26		27
Net claim reserves, end of year	$	1,866	$	1,860

d.   Additional liability for annuity contracts

Certain individual variable annuity and fixed index annuity products have additional death or other insurance benefit features, such as GMDBs, GMIBs, GMABs and GLWBs. In general, living benefit guarantees require the contract holder or policyholder to adhere to a company approved asset-allocation strategy. Election of these benefit guarantees is generally only available at contract issue.

The following shows the changes in the liabilities for GMDB, GMIB, GMAB and GLWB (in millions):

Liability as of January 1, 2020	$	584
Incurred guarantee benefits		(366	)
Paid guarantee benefits		(7	)
Liability as of December 31, 2020		211
Incurred guarantee benefits		(166	)
Paid guarantee benefits		(3	)
Liability as of December 31, 2021	$	42

The following summarizes the account values, net amount at risk and weighted average attained age for variable annuity contracts with GMDB, GMIB, GMAB and GLWB classified as policyholders’ reserves and separate account liabilities. The net amount at risk is defined as the minimum guarantee less the account value calculated on a policy-by-policy basis, but not less than zero.

	December 31, 2021						December 31, 2020
			Net		Weighted				Net		Weighted
	Account		Amount		Average		Account		Amount		Average
	Value		at Risk		Attained Age		Value		at Risk		Attained Age
	($ In Millions)
GMDB	$	11,423	$	41		66	$	11,434	$	36		65
GMIB Basic		674		4		71		705		11		70
GMIB Plus		1,565		158		68		1,494		185		67
GMAB		2,219		1		62		2,415		1		61
GLWB		136		6		73		146		7		72

As of December 31, 2021, the GMDB account value above consists of $4,830 million of Modco assumed within the separate accounts. As of December 31, 2020, the GMDB account value above consists of $4,402 million of Modco assumed within the separate accounts.

62 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Account values of variable annuity contracts with GMDB, GMIB, GMAB and GLWB are summarized below:

	December 31,
	2021						2020
		Separate		General				Separate		General
		Account		Account		Total		Account		Account		Total
	(In Millions)
GMDB	$	10,160	$	1,263	$	11,423	$	10,141	$	1,293	$	11,434
GMIB Basic		652		22		674		685		20		705
GMIB Plus		1,565		-		1,565		1,494		-		1,494
GMAB		2,176		43		2,219		2,371		44		2,415
GLWB		136		-		136		146		-		146

e.   Additional liability for individual life contracts

Certain universal life and variable universal life contracts include features such as GMDBs or other guarantees that ensure continued death benefit coverage when the policy would otherwise lapse. The value of the guarantee is only available to the beneficiary in the form of a death benefit.

The following presents the changes in the liability, net of reinsurance, for guarantees on universal life and variable universal life type contracts:

	December 31,
	2021		2020
	(In Millions)
Beginning balance	$	4,299	$	4,003
Net liability increase		302		296
Ending balance	$	4,601	$	4,299

9. Reinsurance

The Company enters into reinsurance agreements with affiliated and unaffiliated insurers in the normal course of business in order to mitigate the impact of underwriting mortality and morbidity risks or to assume business. Such transfers do not relieve the Company of its primary liability to its customers and, as such, failure of reinsurers to honor their obligations could result in credit losses that could arise if a reinsurer defaults. The Company reduces reinsurance default risk by evaluating the financial condition of reinsurers and monitoring for possible concentrations within the Company’s reinsurers and using trust structures, when appropriate. The Company reinsures a portion of its mortality risk in its life business under either a first dollar quota-share arrangement or an in excess of the retention limit arrangement with reinsurers. The Company also reinsures a portion of its morbidity risk in its disability and LTC business. The amounts reinsured are on a yearly renewable term, coinsurance funds withheld, coinsurance or Modco basis. The Company’s highest retention limit for new issues of life policies ranges from $15 million to $25 million.

Refer to Note 17. "Related party transactions" for information about the Company’s affiliated assumed reinsurance transactions.

63 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The Company did not reinsure any policies with a company chartered in a country other than the U.S., excluding U.S. branches of these companies, which was owned in excess of 10% or controlled directly or indirectly by an insured, a beneficiary, a creditor or any other person not primarily engaged in the insurance business. There are no reinsurance agreements in effect under which the reinsurer may unilaterally cancel any reinsurance for reasons other than for nonpayment of premium or other similar credits. The Company has no reinsurance agreements in effect such that the amount of losses paid or accrued through the statement date may result in a payment to the reinsurer of amounts which, in aggregate and allowing for offset of mutual credits from other reinsurance agreements with the same reinsurer, exceed the total direct premium collected under the reinsured policies.

If all reinsurance agreements were terminated by either party as of December 31, 2021, the resulting reduction in surplus due to loss of reinsurance reserve credits, net of unearned premium, would be approximately $10,503 million assuming no return of the assets, excluding assets in trust, backing these reserves from the reinsurer to the Company.

Reinsurance amounts included in the Statutory Statements of Operations were as follows:

		Years Ended December 31,
	2021			2020			2019
		(In Millions)
Direct premium	$	30,907		$	32,089		$	25,407
Premium assumed		1,112			1,145			1,468
Premium ceded		(12,128	)		(22,911	)		(4,094	)
Total net premium	$	19,891		$	10,323		$	22,781
Ceded reinsurance recoveries	$	1,699		$	1,034		$	757
Assumed losses	$	356		$	219		$	171

Reinsurance amounts included in the Statutory Statements of Financial Position were as follows:

	December 31,
	2021			2020
		(In Millions)
Reinsurance reserves:
Assumed	$	7,351		$	7,615
Ceded		(43,837	)		(40,280	)
Ceded amounts recoverable	$	359		$	285
Benefits payable on assumed business	$	99		$	54
Funds held under coinsurance Ceded	$	19,255		$	17,929

Reinsurance reserves ceded to unaffiliated reinsurers as of December 31, 2021 include $8,799 million associated with life insurance policies, $6,220 million for LTC, $28,797 million for annuity, $15 million for disability and $6 million for group life and health. Reinsurance reserves ceded to unaffiliated reinsurers as of December 31, 2020 include $8,385 million associated with life insurance policies, $3,916 million for LTC, $27,953 million for annuity, $19 million for disability and $7 million for group life and health.

On July 1, 2020, MassMutual recaptured a coinsurance agreement and ceded the recaptured inforce business to a subsidiary of the initial reinsurer through a coinsurance funds withheld agreement. This resulted in an increase of

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

invested assets of $4,986 million with an offsetting funds withheld liability in the Statutory Statements of Financial Position and a decrease in premium and other income collected with an offset in other cash provided from financing and miscellaneous sources in the Statutory Statements of Cash Flows.

On December 31, 2020, the Company completed the sale of its retirement plan business to Great-West Life & Annuity Insurance Company (“Great-West”) in a reinsurance transaction for a ceding commission of $2,351 million. Upon closing, Great-West or its affiliates have reinsured $19,580 million of policyholders’ liabilities and $47,154 million of separate account liabilities of the Company’s liabilities. As part of the reinsurance transaction, the Company also transferred invested assets with a carrying value of $7,956 million, net of the ceding commission, to Great-West or its affiliates. These amounts are subject to change pending final determination of the net assets sold, transaction costs and other adjustments.

This reinsurance transaction includes a retrocession of the business that the Company reinsures under the terms of the reinsurance agreement between Talcott Resolution Life Insurance Company (Talcott, formerly known as Hartford Life Insurance Company) and the Company. Of the reinsured policyholder’s liabilities above, $6,987 million is retroceded. Also, part of the retrocession are $19,525 million of separate account liabilities of Talcott.

In 2020, a $7 million net loss was recorded for the termination of certain yearly renewable term life insurance treaties, representing the write-off of net receivables and a $6 million increase in surplus was realized for termination of unauthorized reinsurance.

For the year ended December 31, 2021, the Company increased its gross LTC policyholders’ reserve by $2,465 million through a combination of various assumption changes to reflect the risk inherent in the cash flows of this business, totaling $2,821 million, offset by a prior year error correction of $356 million. The majority of the risk is ceded to an unaffiliated reinsurer resulting in the ceded policyholders’ reserves increasing by an additional $2,165 million. The total net impact of the change is $300 million, which was recorded as an increase to policyholders’ liabilities on the Statutory Statements of Financial Position and an increase to change in policyholders’ reserves on the Statutory Statements of Operations.

For the year ended December 31, 2020, the Company increased its gross LTC policyholders’ reserve by $206 million through a combination of prior year error correction of $159 million and various assumption changes to reflect the risk inherent in the cash flows of this business. This risk is ceded to an unaffiliated reinsurer, therefore the ceded policyholders’ reserves have also been increased by an additional $206 million.

In 2019, the Company increased its gross LTC policyholders’ reserves by $1,224 million through a combination of prior year error corrections of $729 million and various assumption changes to reflect the risk inherent in the cash flows of this business. This risk is ceded to an unaffiliated reinsurer, therefore the ceded policyholders’ reserves have also been increased by an additional $1,224 million.

		December 31, 2021
		(In Millions)
		Direct			Ceded			Net
LTC premium deficiency reserves, beginning of year	$	2,090		$	(2,090	)	$	-
Prior year error correction		(356	)		356			-
Assumption changes		2,821			(2,521	)		300
LTC premium deficiency reserves, end of year	$	4,555		$	(4,255	)	$	300

As of December 31, 2021, one reinsurer accounted for 23% of the outstanding balance of the reinsurance recoverable and the next largest reinsurer had 21%. The Company continues to monitor its morbidity risk ceded to one unaffiliated reinsurer for its LTC business, in which 18% of the reserves are held in trust.

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The Company holds invested assets associated with funds withheld that are managed externally, as of December 31, 2021 and 2020, these assets, at carry value, included:

	December 31,
	2021		2020
		(In Millions)
Bonds	$	12,820	$	12,113
Preferred stocks		116		79
Mortgage loans		1,285		1,093
Partnerships and LLCs		247		93
Cash, cash equivalents and short-term investments		268		343
Total	$	14,736	$	13,721

10.	Withdrawal characteristics
a.	Annuity actuarial reserves and liabilities for deposit-type contracts

The withdrawal characteristics of the Company’s annuity actuarial reserves and deposit-type contracts as of December 31, 2021 are illustrated below:

Individual annuities

	General Account		Separate Account with Guarantees		Separate Account Non- Guaranteed		Total		% of Total
	(In Millions)
Subject to discretionary withdrawal:
With market value adjustment	$	27	$	-	$	-	$	27		-	%
At book value less current surrender charge of 5% or more		15,178		-		-		15,178		42
At fair value		-		-		10,794		10,794		29
Total with market value adjustment or at fair value		15,205		-		10,794		25,999		71
At book value without adjustment (minimal or no charge or adjustment)		4,487		-		-		4,487		12
Not subject to discretionary withdrawal		6,327		-		-		6,327		17
Total	$	26,019	$	-	$	10,794	$	36,813		100	%
Reinsurance ceded		7,761		-		-		7,761
Total, net of reinsurance	$	18,258	$	-	$	10,794	$	29,052
Amount included in book value moving to at book value without adjustment after statement date		380		-		-		380

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Group annuities

	General Account		Separate Account with Guarantees		Separate Account Non- Guaranteed		Total		% of Total
	(In Millions)
Subject to discretionary withdrawal:
With market value adjustment	$	11,890	$	-	$	-	$	11,890		14	%
At fair value		-		16,318		30,672		46,990		58
Total with market value adjustment or at fair value		11,890		16,318		30,672		58,880		72
At book value without adjustment (minimal or no charge or adjustment)		3,365		-		518		3,883		5
Not subject to discretionary withdrawal		19,397		-		-		19,397		23
Total	$	34,652	$	16,318	$	31,190	$	82,160		100	%
Reinsurance ceded		17,711		-		-		17,711
Total, net of reinsurance	$	16,941	$	16,318	$	31,190	$	64,449

Deposit-type contracts	General Account		Separate Account with Guarantees		Separate Account Non- Guaranteed		Total		% of Total
	(In Millions)
Subject to discretionary withdrawal:
With market value adjustment	$	2,664	$	-	$	-	$	2,664		8	%
At fair value		-		-		13,671		13,671		40
Total with market value adjustment or at fair value		2,664		-		13,671		16,335		48
At book value without adjustment (minimal or no charge or adjustment)		3,234		-		-		3,234		10
Not subject to discretionary withdrawal		14,467		-		-		14,467		42
Total	$	20,365	$	-	$	13,671	$	34,036		100	%
Reinsurance ceded		3,324		-		-		3,324
Total, net of reinsurance	$	17,041	$	-	$	13,671	$	30,712

The following is a summary of total annuity actuarial reserves and liabilities for deposit-type contracts as of December 31, 2021 (in millions):

Statutory Statements of Financial Position:
Policyholders’ reserves – group annuities	$	16,941
Policyholders’ reserves – individual annuities		18,258
Liabilities for deposit-type contracts		17,041
Subtotal		52,240
Separate Account Annual Statement:
Annuities		58,302
Other annuity contract deposit-funds and GICs		13,671
Subtotal		71,973
Total	$	124,213

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

b. Analysis of life actuarial reserves by withdrawal characteristics

The withdrawal characteristics of the Company’s life actuarial reserves as of December 31, 2021 are illustrated below:

General Account

		Account		Cash
		Value		Value		Reserve
	(In Millions)
Subject to discretionary withdrawal, surrender values, or policy loans:
Universal life	$	20,559	$	20,552	$	20,616
Universal life with secondary guarantees		1,924		1,667		6,476
Other permanent cash value life insurance		-		72,632		76,134
Variable life		1		1		-
Variable universal life		395		390		438
Not subject to discretionary withdrawal or no cash values:
Term policies without cash value		-		-		2,823
Accidental death benefits		-		-		3
Disability - active lives		-		-		171
Disability - disabled lives		-		-		288
Miscellaneous reserves		-		-		1,269
Total (gross: direct + assumed)	$	22,879	$	95,242	$	108,218
Reinsurance Ceded		4,371		4,758		8,798
Total (net)	$	18,508	$	90,484	$	99,420

Separate Account with Guarantees

		Account		Cash
		Value		Value		Reserve
	(In Millions)
Subject to discretionary withdrawal, surrender values, or policy loans:
Variable universal life	$	1,569	$	1,568	$	1,569
Not subject to discretionary withdrawal or no cash values:
Total (gross: direct + assumed)		1,569		1,568		1,569
Total (net)	$	1,569	$	1,568	$	1,569

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Separate Account Nonguaranteed

		Account		Cash
		Value		Value		Reserve
	(In Millions)
Subject to discretionary withdrawal, surrender values, or policy loans:
Variable life	$	2	$	2	$	2
Variable universal life		1,738		1,724		1,732
Not subject to discretionary withdrawal or no cash values:
Total (gross: direct + assumed)		1,740		1,726		1,735
Total (net)	$	1,740	$	1,726	$	1,735

c. Separate accounts

The Company has guaranteed separate accounts classified as the following: nonindexed, which have multiple concurrent guarantees, including a guarantee that applies for as long as the contract is in effect and does not exceed a 4% rate of return. The Company has nonguaranteed separate accounts which are variable accounts where the benefit is determined by the performance and/or market value of the investments held in the separate account with incidental risk, notional expense and minimum death benefit guarantees.

Information regarding the separate accounts of the Company as of and for the year ended December 31, 2021 is as follows:

		Guaranteed
				Nonindexed
				Less Than/		Non
		Indexed		Equal to 4%		Guaranteed		Total
		(In Millions)
Net premium, considerations or deposits for the year ended December 31, 2021	$	-	$	-	$	8,560	$	8,560
Reserves at December 31, 2021:
For accounts with assets at:
Fair value	$	-	$	17,964	$	55,743	$	73,707
Amortized cost/book value		-		1,569		-		1,569
Subtotal SIA Reserves		-		19,533		55,743		75,276
Nonpolicy liabilities		-		-		736		736
Total Separate Account Liabilities	$	-	$	19,533	$	56,479	$	76,012
Reserves by withdrawal characteristics:
Subject to discretionary withdrawal:
At fair value	$	-	$	17,964	$	55,743	$	73,707
At book value without market value adjustment and current surrender charge of less than 5%		-		1,569		-		1,569
Subtotal		-		19,533		55,743		75,276
Nonpolicy liabilities		-		-		736		736
Total Separate Account Liabilities	$	-	$	19,533	$	56,479	$	76,012

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The Company does not have any reserves in separate accounts for asset default risk in lieu of AVR.

The following is a reconciliation of amounts reported as transfers (from) to separate accounts in the Summary of Operations of the Company’s NAIC Separate Account Annual Statement to the amounts reported as net transfers (from) to separate accounts in change in policyholders’ reserves in the accompanying Statutory Statements of Operations:

	Years Ended December 31,
	2021			2020			2019
	(In Millions)
From the Separate Account Annual Statement:
Transfers to separate accounts	$	3,971		$	9,867		$	7,260
Transfers from separate accounts		(11,152	)		(12,701	)		(12,313	)
Subtotal		(7,181	)		(2,834	)		(5,053	)
Reconciling adjustments:
Miscellaneous		4,537			-			-
Net deposits on deposit-type liabilities		1,202			(812	)		(967	)
Net transfers from separate accounts	$	(1,442	)	$	(3,646	)	$	(6,020	)

Net deposits on deposit-type liabilities are not considered premium and therefore are excluded from the Statutory Statements of Operations.

11.    Debt

MassMutual issues commercial paper in the form of Notes in minimum denominations of $250 thousand up to a total aggregation of $1,000 million with maturity dates up to a maximum of 270 days from the date of issuance. Noninterest bearing Notes are sold at par less a discount representing an interest factor. Interest bearing Notes are sold at par. The Notes are not redeemable or subject to voluntary prepayments by MassMutual. The Notes had a carrying value and face amount of $250 million as of December 31, 2021 and 2020. Notes issued in 2021 had interest rates ranging from 0.1% to 0.15% with maturity dates ranging from 1 to 35 days. Interest expense for commercial paper was $1 million for the year ended December 31, 2021 and $2 million for the year ended December 31, 2020.

MassMutual has a $1,000 million, five-year credit facility, with a syndicate of lenders that can be used for general corporate purposes and to support commercial paper borrowings. During December 2018, the facility was renewed and the scheduled maturity is December 2023. The facility includes two one-year extension options that may be exercised with proper notification as set forth in the agreement. The facility has an upsize option for an additional $500 million. The terms of the credit facility additionally provide for, among other provisions, covenants pertaining to liens, fundamental changes, transactions with affiliates and adjusted statutory surplus. As of and for the years ended December 31, 2021 and 2020, MassMutual was in compliance with all covenants under the credit facility. For the years ended December 31, 2021 and 2020, there were no draws on the credit facilities. Credit facility fees were less than $1 million for the years ended December 31, 2021 and December 31, 2020.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

12. Employee benefit plans

The Company sponsors multiple employee benefit plans, providing retirement, life, health and other benefits to employees, certain employees of unconsolidated subsidiaries, agents, general agents and retirees who meet plan eligibility requirements.

a. Pension plans

The Company sponsors funded and unfunded noncontributory defined benefit pension plans for its eligible employees and agents. The qualified defined benefit plan includes a defined benefit formula and a cash balance formula. Participants earn benefits under the plan based on the defined benefit formula, the cash balance formula, or a combination of both formulas as determined by their date of hire or rehire. Under the defined benefit formula, benefits are calculated based on final average earnings and length of service. Benefits under the cash balance formula are determined based on age, service and salary during the participants’ careers.

The Company’s policy is to fund qualified pension costs in accordance with the Employee Retirement Income Security Act of 1974. The company contributed $80 million to its qualified benefit plan in 2020 and there were no contributions in 2021.

b. Defined contribution plans

The Company sponsors funded (qualified 401(k) thrift savings) and unfunded (nonqualified deferred compensation thrift savings) defined contribution plans for its employees, agents and retirees. The qualified 401(k) thrift savings plans’ net assets available for benefits were $4,104 million as of December 31, 2021 and $3,862 million as of December 31, 2020. The Company match for the qualified 401(k) thrift savings plans is limited to 5% of eligible W-2 compensation. The Company’s total matching thrift savings contributions, included in general insurance expenses were $48 million for the year ended December 31, 2021 and $53 million for the year ended December 31, 2020 and $54 million for 2019.

The Company also maintains a defined contribution plan for agents, which was frozen in 2001. The net assets available for these benefits were $179 million as of December 31, 2021 and $183 million as of December 31, 2020.

c. Other postretirement benefits

The Company provides certain life insurance and health care benefits (other postretirement benefits) for its retired employees and agents, their beneficiaries and covered dependents. MMHLLC has the obligation to pay the Company’s other postretirement benefits. The transfer of this obligation to MMHLLC does not relieve the Company of its primary liability. MMHLLC is allocated other postretirement expenses related to interest cost, amortization of actuarial gains (losses) and expected return on plan assets, whereas service cost and prior service cost are recorded by the Company.

Substantially all of the Company’s U.S. employees and agents may become eligible to receive other postretirement benefits. These benefits are funded as the benefits are provided to the participants. For employees who retire after 2009, except certain employees who were close to retirement in 2010, the Company’s cost is limited to a retiree health reimbursement account (RHRA), which accumulates during an employee’s career and can be drawn down by the retiree to purchase coverage outside of the Company or for other health care costs. Retired employees with a RHRA also may choose to purchase coverage through the private retiree exchange.

For other current and future retired employees, and current and future retired agents, the Company provides access to postretirement health care plans through a private retiree exchange. The Company’s cost is limited to the fixed annual subsidy provided to retirees through a Health Reimbursement Account each year that the retiree can use to purchase coverage on the exchange or for other health care costs.

Company-paid basic life insurance is provided to retirees who retired before 2010 and certain employees who retire after 2009 but were close to retirement in 2010. Supplemental life insurance is available to certain retirees on a retiree-pay-all basis.

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The Company provides retiree life insurance coverage for home office employees who, as of January 1, 2010, were age 50 with at least 10 years of service or had attained 75 points, generally age plus service, with a minimum 10 years of service.

d. Benefit obligations

Accumulated benefit obligations are the present value of pension benefits earned as of a December 31 measurement date (the Measurement Date) based on service and compensation and do not take into consideration future salary levels.

Projected benefit obligations for pension benefits are the present value of pension benefits earned as of the Measurement Date projected for estimated salary increases to an assumed date with respect to retirement, termination, disability or death.

Refer to Note 12f. “Amounts recognized in the Statutory Statements of Financial Position,” for details on the funded status of the plans.

Accumulated and projected postretirement benefit obligations for other postretirement benefits are the present value of postretirement medical and life insurance benefits earned as of the Measurement Date projected for estimated salary and medical claim rate increases to an assumed date with respect to retirement, disability or death.

Actuarial (gains) losses represent the difference between the expected results and the actual results used to determine the projected benefit obligation, accumulated benefit obligation and current year expense. Select assumptions used in this calculation include expected future compensation levels, healthcare cost trends, mortality and expected retirement age.

The following presents the total pension and other postretirement accumulated benefit obligation:

		December 31,
	2021		2020		2021		2020
	Pension					Other Postretirement
	Benefits					Benefits
	(In Millions)
Accumulated benefit obligation	$	3,099	$	3,254	$	374	$	389

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The following sets forth the change in projected benefit obligation of the defined benefit pension and other postretirement plans:

	December 31,
		2021			2020			2021			2020
		Pension Benefits						Other Postretirement Benefits
		(In Millions)
Projected benefit obligation, beginning of year	$	3,254		$	3,270		$	389		$	383
Service cost		109			114			10			14
Interest cost		77			98			9			11
Actuarial (gains) losses		(22	)		12			(9	)		(9	)
Benefits paid		(206	)		(92	)		(14	)		(14	)
Change in discount rate		(120	)		204			(11	)		19
Special termination benefits		-			-			-			6
Settlements and curtailments		-			(198	)		-			(3	)
Change in actuarial assumptions		7			(154	)		-			(18	)
Projected benefit obligation, end of year	$	3,099		$	3,254		$	374		$	389

The determination of the discount rate is based upon rates commensurate with current yields on high quality corporate bonds as of the Measurement Date. A spot yield curve is developed from this data that is used to determine the present value for the obligation. The projected plan cash flows are discounted to the Measurement Date based on the spot yield curve. A single discount rate is utilized to ensure the present value of the benefits cash flow equals the present value computed using the spot yield curve. A 25 basis point change in the discount rate results in approximately a $87 million change in the projected pension benefit obligation. The methodology includes producing a cash flow of annual accrued benefits. Refer to Note 12h. “Assumptions” for details on the discount rate. The 2021 change in actuarial assumptions is due to an updated demographics experience study, which consisted of updated retirement rates, turnover rates and the percentage of participants electing lump-sum.

e. Plan assets

The assets of the qualified pension plan are invested through a MassMutual group annuity contract and investments held in a trust. The group annuity contract invests in the General Investment Account (GIA) of the Company and separate investment accounts. The separate investment accounts are managed by the Company, the Company’s indirectly wholly owned asset manager, subsidiaries, as well as unaffiliated asset managers.

The Company’s qualified pension plan assets managed by the Company and its indirectly wholly owned subsidiaries are as follows:

	December 31,
	2021		2020
	(In Millions)
General Investment Account	$	196	$	237
Separate Investment Accounts:
Barings Long Duration Bond Fund		310		318
	$	506	$	555

The approximate amount of annual benefits to be paid to plan participants covered by a group annuity contract issued by the employer or related parties is $150 million for 2022.

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The Company employs a total return investment approach whereby a mix of equities and fixed-income investments are used to maximize the long-term return of plan assets with a prudent level of risk. Risk tolerance is established through consideration of plan liabilities, plan funded status and the Company’s financial condition. The investment portfolio contains a diversified blend of equity and fixed-income investments. Alternative assets such as private equity funds, hedge funds, private real estate funds, equity index exchange traded funds and bond index exchange traded funds are used to improve portfolio diversification. Investment risk is measured and monitored on an ongoing basis through quarterly investment portfolio reviews, annual liability measurements and periodic asset and liability studies.

The target range allocations for the qualified pension plan assets are 19% to 30% domestic equity securities, 0% to 0% long duration bond securities, 0% to 0% GIA and aggregate bond assets, 0% to 0% international equity securities and 25% to 36% alternative investments. Domestic equities primarily include investments in large capitalization (large cap) companies and small capitalization (small cap) companies. Long duration bond securities invest in several long-duration bond exchange traded funds. International equities include investments in American Depository Receipts and limited partnerships that trade primarily in foreign markets in Europe, Latin America and Asia. The pension plan assets invested in the GIA through the unallocated group annuity contract earn a fixed interest. These assets comprised approximately 6% of the plan assets as of December 31, 2021 and 8% as of December 31, 2020.

The following presents the change in fair value of plan assets:

	December 31,
		2021			2020			2021			2020
		Pension Benefits						Other Postretirement Benefits
		(In Millions)
Fair value of plan assets, beginning of year	$	2,964		$	2,738		$	2		$	3
Actual return on plan assets		266			401			-			-
Employer contributions		29			101			14			12
Benefits paid		(206	)		(91	)		(14	)		(13	)
Other		-			(185	)		-			-
Fair value of plan assets, end of year	$	3,053		$	2,964		$	2		$	2

The General Investment Account is designed to provide stable, long-term investment growth. The account value is maintained at a stable value (generally referred to as “book value”) regardless of financial market fluctuations; however, if the plan sponsor initiates a full or partial termination, the amount liquidated is subject to an adjustment that could result in an increase or decrease in the book value of the plan’s investment.

The following presents the GIA allocation by type of investment:

	December 31,
	2021		2020
Bonds	58	%	57	%
Mortgage loans	13		14
Common stocks - subsidiaries and affiliates	11		10
Other investments	9		12
Partnerships and limited liability companies	6		5
Cash and cash equivalents	3		2
	100	%	100	%

The majority of the assets of the qualified pension plan are invested in the following separate investment account options as well as certain private equity funds, hedge funds, private real estate funds and an all cap U.S. equity index exchange traded fund held in the MassMutual Pension Plan Trust (Pension Trust Assets):

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Pacific Investment Management Company Long Duration Bond Fund is a separate investment account advised by Pacific Investment Management Company that invests in a diversified portfolio of fixed-income securities, including short-term, intermediate and long-term credit and government securities and cash. The specific performance objective is to outperform the total return of the Bloomberg U.S. Long Government/Credit Bond index.

Goldman Sachs Asset Management Long Duration Bond Fund is a separate investment account advised by Goldman Sachs Asset Management that invests in a diversified portfolio of fixed-income securities, including short-term, intermediate and long-term credit, government securities and cash. The specific performance objective is to outperform the total return of the Bloomberg U.S. Long Government/Credit Bond index.

Barings Long Duration Bond Fund is a separate investment account advised by Barings with a long duration bond strategy that invests in a diversified portfolio of fixed-income securities, including, short-term, intermediate and long-term credit, government securities and cash. The specific performance objective is to outperform the total return of the Bloomberg U.S. Long Government/Credit Bond index.

Vanguard Russell 1000 Index Fund is a separate investment account investing in a mutual fund advised by Vanguard Group Inc. that seeks to passively track the performance of the Russell 1000 Index, representing U.S. large capitalization stocks.

MFS Institutional International Equity Fund is a separate investment account investing in a mutual fund advised by Massachusetts Financial Services Company that seeks to outperform the MSCI EAFE Index over full market cycles. The fund’s strategy is to construct a well-diversified portfolio of high-conviction ideas following a growth-at-a-reasonable price style with a quality bias.

MassMutual Pension Plan Trust is a trust account with a strategy of investing in alternative investments as directed by the Investment Fiduciary Committee. These investments include private equity, infrastructure, private debt, hedge funds, and private real estate, with allocations temporarily awaiting investment held in an all cap U.S. equity index exchange traded fund.

Fair Value Measurements

The Company’s fair value hierarchy is defined in Note 4. "Fair Value of financial instruments".

The following is a description of the valuation methodologies used to measure fair value for the investments in the qualified pension plan.

Separate Investment Accounts: There are two methods of determining unit value for the separate investment accounts. The portfolio method is used when the separate investment account invests in a portfolio of securities or two or more underlying mutual funds, bank collective trust funds or other investment vehicles (each an underlying fund). Under this method, the unit value of a separate investment account is determined by dividing the market value of such separate investment account on any valuation date by the total number of units in the separate investment account. The net investment factor method (NIF) is used when the separate investment account invests in shares or units of a single underlying fund. Under this method, the unit value of a separate investment account is determined by taking the unit value for the prior valuation day and multiplying it by the net investment factor for the current valuation day. Under both of these methods the separate investment accounts are therefore classified as Level 2. As of December 31, 2021, the Plan had no specific plans or intentions to sell investments at amounts other than NAV. These investments can be redeemed on a daily basis and have no lockups or funding commitments.

Corporate debt instruments: If Level 1 valuations are not available, the fair value is determined using models such as matrix pricing and therefore, is classified as Level 2, which uses quoted market prices of debt securities with similar characteristics. Valued using the closing price reported on the active market on which the individual securities are traded.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

PIMCO bond funds: Valued using the closing price reported on the active market on which the individual securities are traded and therefore classified as Level 1.

Government securities: Marked to market daily based on values provided by third-party vendors or market makers to the extent available or based on model prices. Valuations furnished by a pricing service take into account factors such as institutional-size trading in similar securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data and are therefore classified as Level 2.

Common stocks: Valued using the closing price reported on the active market on which the individual securities are traded and therefore classified as Level 1.

Collective investment trust: The net asset value per unit of the Funds is calculated on each business day by dividing the total value of assets, less liabilities, by the number of units outstanding. Unit issuances and redemptions are based on the net asset value determined at the end of the current day.

Limited partnerships: The Plan utilizes the practical expedient to calculate fair value of its investments based on the Plan’s pro rata interest in net assets of each underlying partnership. All valuations utilize financial information supplied by the partnership, including income, expenses, gains and losses. The underlying investments of the partnership are accounted for at fair value as described in the partnership’s audited financial statements. The multi-strategy hedge fund can be redeemed semi-annually with 95 day notice. The remaining funds can be redeemed periodically with notice that generally ranges from 45 to 90 days. There are no lockups or funding commitments.

Other: Valued using the closing price reported on the active market on which the individual securities are traded. If Level 1 valuations are not available, the fair value is determined using models such as matrix pricing and therefore, is classified as Level 2, which uses quoted market prices with similar characteristics. Investments included in this category include short term investments, real estate investment trusts, asset backed securities, mortgage backed securities, swaps, derivatives, futures and options. Investments in multi-strategy hedge fund and real estate are based on the Plan’s pro rata interest in the net assets of the partnership and have a redemption period, therefore are based on NAV as a practical expedient and are reported in the NAV Practical Expedient column. The multi-strategy hedge fund is comprised of two funds, one of which has a quarterly redemption period and the other with a monthly redemption period. They both require 45 days notice. The real estate fund does not have a specific redemption period, but is dependent upon the liquidation of underlying assets. None of the funds have a lock up period or funding commitment.

Cash and cash equivalents: Stated at cost, which is equal to fair value, and held by an unaffiliated bank.

General Investment Account option: Liquidation value based on an actuarial formula as defined under the terms of the contract.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The following presents the fair value hierarchy of the Company’s pension plan assets by asset class:

	December 31, 2021
	Level 1		Level 2		Level 3			NAV  Practical  Expedient	Total
	(In Millions)
Investments in the qualified pension plan:
Pooled separate accounts:
Common stocks:
U.S. large capitalization	$	-	$	107	$	-	$	-	$	107
International large capitalization		-		101		-		-		101
Total pooled separate accounts		-		208		-		-		208
Nonpooled separate accounts:
Common stocks:
U.S. large capitalization		-		357		1		-		358
U.S. small capitalization		47		-		-		-		47
U.S. mid capitalization		27		-		-		-		27
International small/mid capitalization		1		-		-		-		1
International large capitalization		-		232		-		-		232
International emerging markets		-		81		-		-		81
Total common stocks		75		670		1		-		746
Debt instruments:
Corporate and other bonds		-		469		-		-		469
Long-term bond mutual funds		155		-		-		-		155
Short-term bond mutual funds		33		-		-		-		33
Total debt instruments		188		469		-		-		657
Other:
Government securities		-		397		-		-		397
Collective investment trust		-		-		-		88		88
Other		-		15		-		-		15
Total other		-		412		-		88		500
Total nonpooled separate accounts		263		1,551		1		88		1,903
Total separate investment accounts		263		1,759		1		88		2,111
Pension trust assets:
Common stocks:
Cash Equivalent		20		-		-		-		20
Collective investment trust		-		57		-		-		57
Hedge fund		-		-		-		24		24
Limited partnerships:
Private equity/venture capital		-		-		-		361		361
Real estate		-		-		-		133		133
Hedge		-		-		-		173		173
Total pension trust assets		20		57		-		691		768
Total General Investment Account		-		-		196		-		196
Total	$	283	$	1,816	$	197	$	779	$	3,075

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The following presents the fair value hierarchy of the Company’s pension plan assets by asset class:

	December 31, 2020
	Level 1		Level 2		Level 3			NAV  Practical  Expedient	Total
	(In Millions)
Investments in the qualified pension plan:
Pooled separate accounts:
Common stocks:
U.S. large capitalization	$	-	$	134	$	-	$	-	$	134
International large capitalization		-		120		-		-		120
Total pooled separate accounts		-		254		-		-		254
Nonpooled separate accounts:
Common stocks:
U.S. large capitalization		-		322		-		-		322
U.S. small capitalization		45		-		-		-		45
U.S. mid capitalization		23		-		-		-		23
International small/mid capitalization		2		-		-		-		2
International large capitalization		-		278		-		-		278
International emerging markets		-		84		-		-		84
Total common stocks		70		684		-		-		754
Debt instruments:
Corporate and other bonds		-		502		-		-		502
Long-term bond mutual funds		130		-		-		-		130
Short-term bond mutual funds		32		-		-		-		32
Total debt instruments		162		502		-		-		664
Other:
Government securities		-		360		-		-		360
Collective investment trust		-		-		-		81		81
Other		-		32		-		-		32
Total other		-		392		-		81		473
Total nonpooled separate accounts		232		1,578		-		81		1,891
Total separate investment accounts		232		1,832		-		81		2,145
Pension trust assets:
Common stocks:
Cash Equivalent		15		-		-		-		15
Collective investment trust		-		48		-		-		48
Hedge fund		-		-		-		30		30
Limited partnerships:
Private equity/venture capital		-		-		-		222		222
Real estate		-		-		-		125		125
Hedge		-		-		-		165		165
Total pension trust assets		15		48		-		542		605
Total General Investment Account		-		-		237		-		237
Total	$	247	$	1,880	$	237	$	623	$	2,987

The Company evaluated the significance of transfers between levels based upon the nature of the financial instrument and size of the transfer relative to total net assets available for benefits. Based on these criteria, there were no significant transfers into or out of Level 1, 2, or 3 for the years ended December 31, 2021 and December 31, 2020.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

f. Amounts recognized in the Statutory Statements of Financial Position

Unrecognized prior service cost is the adjustment to the projected benefit obligation as a result of plan amendments. It represents the increase or decrease in benefits for service performed in prior periods. For pension benefits, this cost is amortized into net periodic benefit cost over the average remaining service years of active employees at the time of the amendment. For other postretirement benefits, this cost is amortized into net periodic benefit cost over the average remaining lifetime of eligible employees and retirees at the time of the amendment.

Unrecognized net actuarial (gains) losses are variances between assumptions used and actual experience. These assumptions include return on assets, discount rate, demographics and mortality. The unrecognized net actuarial (gains) losses are amortized if they exceed 10% of the projected benefit obligation and are amortized starting in the period after recognition. These are amortized for pension and other postretirement benefits into net periodic benefit cost over the remaining service-years of active employees.

The prepaid pension asset is a cumulative balance of employer contributions made to the plan netted against the plan’s accumulated net periodic benefit costs. The prepaid pension asset is a non-admitted asset.

The accrued benefit cost recognized is the funded status of the plan adjusted for the remaining balance of unrecognized prior service cost, unrecognized net actuarial loss and the non-admitted prepaid pension asset.

The following sets forth the projected benefit obligation funded status of the plans:

	December 31,
	2021			2020			2021			2020
	Pension						Other Postretirement
	Benefits						Benefits
	(In Millions)
Projected benefit obligation	$	3,099		$	3,254		$	374		$	389
Less: fair value of plan assets		3,053			2,964			2			2
Projected benefit obligation funded status	$	(46	)	$	(290	)	$	(372	)	$	(387	)

The qualified pension plan was overfunded by $383 million as of December 31, 2021 and $147 million as of December 31, 2020. The nonqualified pension plans are not funded and have total projected benefit obligations of $430 million as of December 31, 2021 and $437 million as of December 31, 2020.

The qualified pension plan nonadmitted pension plan asset was $636 million as of December 31, 2021 and $637 million as of December 31, 2020.

The Company intends to fund $52 million in 2022 to meet its expected current obligations under its qualified and nonqualified pension plans and other postretirement benefit plans.

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

g. Net periodic cost

The net periodic cost represents the annual accounting income or expense recognized by the Company and is included in general insurance expenses in the Statutory Statements of Operations. The net periodic cost recognized is as follows:

	Years Ended December 31,
	2021			2020			2019			2021			2020			2019
	Pension									Other Postretirement
	Benefits									Benefits
	(In Millions)
Service cost	$	110		$	114		$	111		$	10		$	14		$	13
Interest cost		77			98			118			9			11			13
Expected return on plan assets		(183	)		(177	)		(160	)		-			-			-
Amortization of unrecognized net actuarial and other losses		39			52			56			-			2			(1	)
Amortization of unrecognized prior service cost		-			-			-			(6	)		(6	)		(6	)
Total net periodic cost	$	43		$	87		$	125		$	13		$	21		$	19
Settlement and curtailment		-			36			-			-			-			-
Special termination benefits		-			-			-			-			6			-
Total net expense	$	43		$	123		$	125		$	13		$	27		$	19

The expected future pension and other postretirement benefit payments, which reflect expected future service, are as follows:

			Other
	Pension		Postretirement
	Benefits		Benefits
		(In Millions)
2022	$	184	$	19
2023		188		19
2024		191		20
2025		194		20
2026		194		20
2027-2031		965		103

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The net expense recognized in the Statutory Statements of Operations for all employee and agent benefit plans is as follows:

	Years Ended December 31,
	2021			2020			2019
	(In Millions)
Health	$	120		$	124		$	139
Pension		43			123			125
Thrift		48			53			54
Postretirement		13			27			19
Disability		3			3			3
Life		10			4			4
Postemployment		(2	)		(2	)		8
Other benefits		16			11			13
Total	$	251		$	343		$	365

h. Assumptions

The assumptions the Company used to calculate the benefit obligations and to determine the benefit costs are as follows:

	Years Ended December 31,
	2021		2020		2019		2021		2020		2019
	Pension						Other Postretirement
	Benefits						Benefits
Weighted-average assumptions used to determine:
Benefit obligations:
Discount rate	2.85	%	2.50	%	3.05	%	2.80	%	2.45	%	3.05	%
Expected rate of compensation increase	3.50	%	3.50	%	3.50	%	3.50	%	3.50	%	3.50	%
Interest Crediting rate	6.50	%	5.00	%	5.00	%	2.80	%	2.45	%	3.05	%
Net periodic benefit cost:
Discount rate	2.50	%	3.05	%	4.20	%	2.45	%	3.05	%	4.05	%
Expected long-term rate of return on plan assets	6.50	%	6.50	%	6.75	%	3.00	%	3.00	%	3.00	%
Expected rate of compensation increase	3.50	%	3.50	%	3.50	%	3.50	%	3.50	%	3.50	%
Interest Crediting rate	6.50	%	5.00	%	6.00	%	2.45	%	3.05	%	4.05	%

The discount rate used to determine the benefit obligations as of year end is used to determine the expense in the next fiscal year.

The Company determines its assumptions for the expected rate of return on plan assets for its plans using a “building block” approach, which focuses on ranges of anticipated rates of return for each asset class. A weighted range of nominal rates is determined based on target allocations for each class of asset.

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

13. Employee compensation plans

The Company has a long-term incentive compensation plan under which certain employees of the Company and its subsidiaries may be issued phantom stock-based compensation awards. These awards include PSARs and PRS. These awards do not grant an equity or ownership interest in the Company.

A summary of the weighted average grant price of PSARs and PRS shares granted, the intrinsic value of PSARs shares exercised, the PRS liabilities paid and the fair value of shares vested during the year is as follows:

		December 31,
	2021		2020		2019
Weighted average grant date fair value:
PSARs granted during the year	$	141.86	$	130.35	$	123.43
PRS granted during the year		153.38		130.10		123.29
Intrinsic value (in thousands):
PSARs options exercised		124,551		53,676		35,065
PRS liabilities paid		48,298		43,616		34,391
Fair value of shares vested during the year		246,047		106,461		69,456

A summary of PSARs and PRS shares is as follows:

		PSARs						PRS
					Weighted Average						Weighted Average
	Number					Remaining	Number					Remaining
	of					Contract	of					Contract
	Share Units				Price	Terms	Share Units				Price	Terms
	(In Thousands)					(In Years)	(In Thousands)					(In Years)
Outstanding as of December 31, 2019		4,806		$	102.04	3.9		1,270		$	96.33	2.6
Granted		1,599			130.35			271			130.10
Exercised		(1,148	)		83.13			(337	)		89.08
Forfeited		(89	)		122.64			(47	)		119.25
Outstanding as of December 31, 2020		5,168			114.55	4.0		1,157			105.37	2.5
Granted		1,539			141.86			275			153.38
Exercised		(2,102	)		100.11			(337	)		89.01
Forfeited		(95	)		132.07			(25	)		124.02
Outstanding as of December 31, 2021		4,510			130.23	4.1		1,070			122.41	2.5
Exercisable as of December 31, 2021		59		$	118.01	0.8		21		$	203.78	-

The PSARs compensation was an expense of $253 million for the year ended December 31, 2021 and an expense of $73 million for the year ended December 31, 2020 and an expense of $56 million for the year ended December 31, 2019. The PSARs accrued compensation liability was $259 million as of December 31, 2021 and $132 million as of December 31, 2020.The unrecognized compensation expense related to nonvested PSARs awards was $108 million for the year ended December 31, 2021, $11 million for the year ended December 31, 2020 and $35 million for the year ended December 31, 2019. The weighted average period over which the expense is expected to be recognized is

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

4.1 years. The PSARs unrecognized compensation expense represents the total intrinsic value of all shares issued if 100% vested at current stock price, minus current compensation liability.

The PRS compensation expense was $77 million for the year ended December 31, 2021 and $51 million for the year ended December 31, 2020 and $46 million for the year ended December 31, 2019. The PRS accrued compensation liability was $137 million for the year ended December 31, 2021 and $107 million for the year ended December 31, 2020. The unrecognized compensation expense related to nonvested PRS awards was $77 million as of December 31, 2021, $53 million as of December 31, 2020 and $67 million as of December 31, 2019 respectively. The weighted average period over which the expense is expected to be recognized is 2.5 years. The PRS unrecognized compensation expense represents the total value of all shares issued if 100% vested at the current stock price, minus current compensation liability

14. Surplus notes

The following table summarizes the surplus notes issued and outstanding as of December 31, 2021:

Issue		Face		Carrying	Interest	Maturity	Scheduled Interest
Date		Amount		Value	Rate	Date	Payment Dates
	($ In Millions)
11/15/1993	$	188	$	188	7.625%	11/15/2023	May 15 & Nov 15
03/01/1994		100		100	7.500%	03/01/2024	Mar 1 & Sept 1
05/12/2003		193		193	5.625%	05/15/2033	May 15 & Nov 15
06/01/2009		130		129	8.875%	06/01/2039	Jun 1 & Dec 1
01/17/2012		263		263	5.375%	12/01/2041	Jun 1 & Dec 1
04/15/2015		258		254	4.500%	04/15/2065	Apr 15 & Oct 15
03/23/2017		475		471	4.900%	04/01/2077	Apr 1 & Oct 1
10/11/2019		838		587	3.729%	10/15/2070	Apr 15 & Oct 15
04/16/2020		700		697	3.375%	04/15/2050	Apr 15 & Oct 15
06/26/2020		600		830	5.077%	02/15/2069	Feb 15 & Aug 15
03/01/2021		200		232	5.077%	02/15/2069	Feb 15 & Aug 15
11/18/2021		675		669	3.200%	12/01/2061	Jun 1 & Dec 1
Total	$	4,620	$	4,613

All payments of interest and principal are subject to the prior approval of the Division. Interest expense is not recorded until approval for payment is received from the Division. As of December 31, 2021, the unapproved interest was $43 million. Through December 31, 2021, the Company paid cumulative interest of $2,168 million on surplus notes. Interest of $173 million was approved and paid during the year ended December 31, 2021.

Anticipated sinking fund payments are due for the notes issued in 1993 and 1994 as follows: $88 million in 2022, $150 million in 2023 and $50 million in 2024. There are no sinking fund requirements for the notes issued in 2003, 2009, 2012, 2015, 2017, 2019, 2020 or 2021.

These notes are unsecured and subordinate to all present and future indebtedness of the Company, all policy claims and all prior claims against the Company as provided by the Massachusetts General Laws. The surplus notes are all held by bank custodians for unaffiliated investors. All issuances were approved by the Division. Surplus notes are included in surplus on the Statutory Statements of Financial Position.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

15. Presentation of the Statutory Statements of Cash Flows

The following table presents those transactions that have affected the Company’s recognized assets or liabilities but have not resulted in cash receipts or payments during the years ended December 31, 2021 and 2020. Accordingly, the Company has excluded these non-cash activities from the Statutory Statements of Cash Flows for the years ended December 31, 2021 and 2020.

	Years Ended December 31,
	2021		2020		2019
	(In Millions)
Premium income recognized for group annuity contracts	$	1,237	$	1,250	$	916
Bonds received as consideration for group annuity contracts		(1,231)		(1,250)		(916)
Bond conversions and refinancing		729		4,922		1,025
Premium ceded in exchange for invested assets		(514)		(11,197)		-
Bonds transferred in exchange for premium		511		9,379		-
Change in market value of COLI		272		140		175
Surplus notes issued in exchange for bonds		233		837		-
Bonds received as consideration for surplus notes		(233)		(837)		-
Transfer of bonds to cash equivalent		150		-		-
Stock conversion		107		79		64
Exchange of mortgage loans for other assets		18		-		-
Net investment income payment in-kind bonds		16		12		5
Transfer of mortgage loans to partnerships and LLCs		11		353		96
Transfer of stocks to partnerships		4		-		-
Preferred stock transferred in exchange for premium ceded		3		93		-
Common stock received as consideration for group annuity contracts		(6)		-		-
Premium income recognized for individual annuity contracts		-		3,721		-
Bonds received as consideration for individual annuity contracts		-		(3,720)		-
Mortgage loans transferred in exchange for premium ceded		-		1,725		-
Assets received in-kind for bond maturity		-		57		-
Preferred stock received as consideration for individual annuity contracts		-		(1)		-
Dividend reinvestment		-		-		3
Other		-		-		1

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

16. Business risks, commitments and contingencies

a. Risks and uncertainties

The Company operates in a business environment subject to various risks and uncertainties. The principal risks include insurance and underwriting risks, investment and interest rate risks, currency exchange risk and credit risk. The combined impact of these risks could have a material, adverse effect on the Company’s financial statements or result in operating losses in future periods. The Company employs the use of reinsurance, portfolio diversification, asset/liability management processes and other risk management techniques to mitigate the impact of these risks.

Insurance and underwriting risks

The Company prices its products based on estimated benefit payments reflecting assumptions with respect to mortality, morbidity, longevity, persistency, interest rates and other factors. If actual policy experience emerges that is significantly and adversely different from assumptions used in product pricing, the effect could be material to the profitability of the Company. For participating whole life products, the Company’s dividends to policyholders primarily reflect the difference between actual investment, mortality, expense and persistency experience and the experience embedded in the whole life premiums and guaranteed elements. The Company also reinsures certain life insurance and other long-term care insurance policies to mitigate the impact of its underwriting risk.

Investment and interest rate risks

The fair value, cash flows and earnings of investments can be influenced by a variety of factors including changes in interest rates, credit spreads, equity markets, portfolio asset allocation and general economic conditions. The Company employs a rigorous asset/liability management process to help mitigate the economic impacts of various investment risks, in particular interest rate risk. By effectively matching the market sensitivity of assets with the liabilities they support, the impact of interest rate changes is addressed, on an economic basis, as the change in the value of the asset is offset by a corresponding change in the value of the supported liability. The Company uses derivatives, such as interest rate swaps and swaptions, as well as synthetic assets to reduce interest rate and duration imbalances determined in asset/liability analyses.

The levels of U.S. interest rates are influenced by U.S. monetary policies and by the relative attractiveness of U.S. markets to investors versus other global markets. As interest rates increase, certain debt securities may experience amortization or prepayment speeds that are slower than those assumed at purchase, impacting the expected maturity of these securities and the ability to reinvest the proceeds at the higher yields. Rising interest rates may also result in a decrease in the fair value of the investment portfolio. As interest rates decline, certain debt securities may experience accelerated amortization and prepayment speeds than what was assumed at purchase. During such periods, the Company is at risk of lower net investment income as it may not be able to reinvest the proceeds at comparable yields. Declining interest rates may also increase the fair value of the investment portfolio.

Interest rates also have an impact on the Company’s products with guaranteed minimum payouts and on interest credited to account holders. As interest rates decrease, investment spreads may contract as crediting rates approach minimum guarantees, resulting in an increased liability.

In periods of increasing interest rates, policy loans, surrenders and withdrawals may increase as policyholders seek investments with higher perceived returns. This could result in cash outflows requiring the Company to sell invested assets at a time when the prices of those assets are adversely affected by the increase in market interest rates, which could cause the Company to realize investment losses.

Currency exchange risk

The Company has currency risk due to its non-U.S. dollar denominated investments and medium-term notes along with its indirect international operations. The Company mitigates a portion of its currency risk through the use of cross-currency swaps and forward contracts. Cross-currency swaps are used to minimize currency risk for certain non-U.S. dollar assets and liabilities through a pre-specified exchange of interest and principal. Forward contracts are used to hedge movements in exchange rates.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Credit and other market risks

The Company manages its investments to limit credit and other market risks by diversifying its portfolio among various security types and industry sectors as well as purchasing credit default swaps to transfer some of the risk.

Stressed conditions, volatility and disruptions in global capital markets or in particular markets or financial asset classes can have an adverse effect on the Company, in part because the Company has a large investment portfolio and assets supporting the Company’s insurance liabilities are sensitive to changing market factors. Global market factors, including interest rates, credit spread, equity prices, real estate markets, foreign currency exchange rates, consumer spending, business investment, government spending, the volatility and strength of the capital markets, deflation and inflation, all affect the business and economic environment and, ultimately, the profitability of the Company’s business. Disruptions in one market or asset class can also spread to other markets or asset classes. Upheavals in the financial markets can also affect the Company’s business through their effects on general levels of economic activity, employment and customer behavior.

Real estate markets are monitored continuously with attention on regional differences in price performance, absorption trends and supply and demand fundamentals that can impact the rate of foreclosures and delinquencies. Public sector strengths and weaknesses, job growth and macro-economic issues are factors that are closely monitored to identify any impact on the Company’s real estate related investments.

The CMBS, RMBS and leveraged loan sectors are sensitive to evolving conditions that can impair the cash flows realized by investors and is subject to uncertainty. Management’s judgment regarding OTTI and estimated fair value depends upon the evolving investment sector and economic conditions. It can also be affected by the market liquidity, a lack of which can make it difficult to obtain accurate market prices for RMBS and other investments, including CMBS and leveraged loans. Any deterioration in economic fundamentals, especially related to the housing sector could affect management’s judgment regarding OTTI.

The Company has investments in structured products exposed primarily to the credit risk of corporate bank loans, corporate bonds or credit default swap contracts referencing corporate credit risk. Most of these structured investments are backed by corporate loans and are commonly known as collateralized loan obligations that are classified as CDO. The portfolios backing these investments are actively managed and diversified by industry and individual issuer concentrations. Due to the complex nature of CDO and the reduced level of transparency to the underlying collateral pools for many market participants, the recovery in CDO valuations generally lags the overall recovery in the underlying assets. Management believes its scenario analysis approach, based primarily on actual collateral data and forward looking assumptions, does capture the credit and most other risks in each pool. However, in a rapidly changing economic environment, the credit and other risks in each collateral pool will be more volatile and actual credit performance of CDO may differ from the Company’s assumptions.

The Company continuously monitors its investments and assesses their liquidity and financial viability; however, the existence of the factors described above, as well as other market factors, could negatively impact the market value of the Company’s investments. If the Company sells its investments prior to maturity or market recovery, these investments may yield a return that is less than the Company otherwise would have been able to realize.

Asset-based fees calculated as a percentage of the separate account assets are a source of revenue to the Company. Gains and losses in the investment markets may result in corresponding increases and decreases in the Company’s separate account assets and related revenue.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Market risk arises within the Company’s employee benefit plans to the extent that the obligations of the plans are not fully matched by assets with determinable cash flows. Pension and postretirement obligations are subject to change due to fluctuations in the discount rates used to measure the liabilities as well as factors such as changes in inflation, salary increases and participants living longer. The risks are that such fluctuations could result in assets that are insufficient over time to cover the level of projected benefit obligations. In addition, increases in inflation and members living longer could increase the pension and postretirement obligations. Management determines the level of this risk using reports prepared by independent actuaries and takes action, where appropriate, in terms of setting investment strategy and determining contribution levels. In the event that the pension obligations arising under the Company’s employee benefit plans exceed the assets set aside to meet the obligations, the Company may be required to make additional contributions or increase its level of contributions to these plans.

The spread of the coronavirus, causing increased cases of COVID-19, has caused significant volatility in U.S. and international markets. There is significant uncertainty around the breadth and duration of business disruptions related to COVID-19, as well as its impact on the U.S. and international economies. At this time, the Company is not able to reliably estimate the length and severity of the COVID-19 public health crises and, as such, cannot quantify its impact on the financial results, liquidity and capital resources and its operations in future periods.

Political Uncertainties

Political events, domestically or internationally, may directly or indirectly trigger or exacerbate risks related to product offerings, profitability, or any of the risk factors described above. Whether those underlying risk factors are driven by politics or not, the Company’s dynamic approach to managing risks enables management to identify risks, internally and externally, develop mitigation plans, and respond to risks in an attempt to proactively reduce the potential impact of each underlying risk factor on the Company.

b. Leases

The Company leases office space and equipment in the normal course of business under various noncancelable operating lease agreements. Additionally, the Company, as lessee, has entered various sublease agreements with affiliates for office space, such as Barings. Total rental expense on net operating leases, recorded in general insurance expenses, was $91 million for the year ended December 31, 2021 and $114 million for the year ended December 31, 2020. Net operating leases are net of sublease receipts of $5 million for the year ended December 31, 2021 and $7 million for the year ended December 31, 2020.

The Company has entered into a sale-leaseback transaction with an unrelated party to sell and leaseback certain fixed assets with book values of $90 million, which resulted in no gain or loss. The lease has a five-year term, which expires in 0.1 with annual lease payment of approximately $0.15 million.

Future minimum commitments for all lease obligations as of December 31, 2021 were as follows:

			Affiliated			Nonaffiliated
	Gross		Subleases			Subleases			Net
	(In Millions)
2022	$	86		$	-		$	1		$	85
2023		86			-			1			85
2024		75			-			-			75
2025		63			-			-			63
2026		46			-			-			46
Thereafter		364			-			-			364
Total	$	720		$	-		$	2		$	718

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

c. Guaranty funds

The Company is subject to state insurance guaranty fund laws. These laws assess insurance companies’ amounts to be used to pay benefits to policyholders and policy claimants of insolvent insurance companies. Many states allow these assessments to be credited against future premium taxes. The Company believes such assessments in excess of amounts accrued will not materially impact its financial position, results of operations or liquidity.

d. Litigation and regulatory matters

In the normal course of business, the Company is involved in disputes, litigation and governmental or regulatory inquiries, administrative proceedings, examinations and investigations, both pending and threatened. These matters, if resolved adversely against the Company or settled, may result in monetary damages, fines and penalties or require changes in the Company’s business practices. The resolution or settlement of these matters is inherently difficult to predict. Based upon the Company’s assessment of these pending matters, the Company does not believe that the amount of any judgment, settlement or other action arising from any pending matter is likely to have a material adverse effect on the statement of financial position. However, an adverse outcome in certain matters could have a material adverse effect on the results of operations for the period in which such matter is resolved, or an accrual is determined to be required, on the financial statement financial position, or on our reputation.

The Company evaluates the need for accruals of loss contingencies for each matter. When a liability for a matter is probable and can be estimated, the Company accrues an estimate of the loss offset by related insurance recoveries or other contributions, if any. An accrual may be subject to subsequent adjustment as a result of additional information and other developments. The resolution of matters is inherently difficult to predict, especially in the early stages of matter. Even if a loss is probable, due to many complex factors, such as speed of discovery and the timing of court decisions or rulings, a loss or range of loss may not be reasonably estimated until the later stages of the matter. For matters where a loss is material and it is either probable or reasonably possible then it is disclosed. For matters where a loss may be reasonably possible, but not probable, or is probable but not reasonably estimated, no accrual is established, but the matter, if material, is disclosed.

In connection with the May 24, 2019 sale of Oppenheimer Acquisition Corp. (OAC) to Invesco Ltd (Invesco), Invesco identified an accounting matter related to four Master Limited Partnership funds managed by a subsidiary of OAC prior to the sale that Invesco has stated may result in an indemnification claim against MassMutual under the terms of the acquisition agreement. Under the terms of the agreement, MassMutual may be liable to Invesco under the acquisition agreement for a portion of any actual losses incurred by Invesco in excess of $173 million and up to a cap of $575 million. There are currently considerable uncertainties as to the nature, scope and amount of the potential losses for which Invesco may seek indemnity. In addition to the $173 million deductible, it is uncertain whether the indemnification obligations set forth in the acquisition agreement would apply to this situation and MassMutual believes it has a number of defenses available that may mitigate or eliminate its exposure to any losses claimed by Invesco should such obligations apply. However, the outcome of any indemnification dispute (including any resulting litigation), should Invesco assert such a claim, and its potential impact on MassMutual’s financial position cannot be foreseen with certainty at this time.

e. Commitments

In the normal course of business, the Company provides specified guarantees and funding to MMHLLC and certain of its subsidiaries. As of December 31, 2021, the Company had approximately $510 million of these unsecured funding commitments to its subsidiaries and $490 million as of December 31, 2020. The unsecured commitments are included in private placements in the table below. As of December 31, 2021 and 2020, the Company had not funded, nor had an outstanding balance due on, these commitments.

In the normal course of business, the Company enters into letter of credit arrangements. The Company had outstanding letter of credit arrangements of approximately $84 million as of December 31, 2021 and approximately $84 million as of December 31, 2020. As of December 31, 2021 and 2020, the Company did not have any funding requests attributable to these letter of credit arrangements.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

In the normal course of business, the Company enters into commitments to purchase certain investments. The majority of these commitments have funding periods that extend between one and five years. The Company is not required to fund commitments once the commitment period expires.

As of December 31, 2021, the Company had the following outstanding commitments:

	2022		2023		2024		2025		2026		Thereafter		Total
	(In Millions)
Private placements	$	3,882	$	2,467	$	986	$	1,025	$	698	$	1,153	$	10,211
Mortgage loans		455		295		358		259		19		103		1,489
Partnerships and LLC		817		791		324		794		649		2,300		5,675
LIHTCs (including equity  contributions)		-		-		-		-		1		53		54
Total	$	5,154	$	3,553	$	1,668	$	2,078	$	1,367	$	3,609	$	17,429

In the normal course of business the Company enters into commitments related to property lease arrangements, certain indemnities, investments and other business obligations. As of December 31, 2021 and 2020, the Company had no outstanding obligations attributable to these commitments.

f. Guarantees

In the normal course of business the Company enters into guarantees related to employee and retirement benefits, the maintenance of subsidiary regulatory capital, surplus levels and liquidity sufficient to meet certain obligations, and other property lease arrangements. If the Company were to recognize a liability, the financial statement impact would be to recognize either an expense or an investment in a subsidiary, controlled, or affiliated entity. The Company has no expectations for recoveries from third parties should these guarantees be triggered. As of December 31, 2021 and 2020, the Company had no outstanding obligations to any obligor attributable to these guarantees.

The following details contingent guarantees that are made on behalf of the Company’s subsidiaries and affiliates as of December 31, 2021.

Type of guarantee	Nature of guarantee (including term) and events and circumstances that would require the guarantor to perform under guarantee	Carrying amount of liability	Maximum potential amount of future payments (undiscounted) required under the guarantee
Employee and Retirement Benefits	The Company guarantees the payment of certain employee and retirement benefits for its wholly-owned subsidiary Barings, if the subsidiary is unable to pay.	-	The liabilities for these plans of $487 million have been recorded on the subsidiaries’ books and represent the Company’s maximum obligation.
Capital and Surplus Support of Subsidiaries	Certain guarantees of the Company provide for the maintenance of a subsidiary’s regulatory capital, surplus levels and liquidity sufficient to meet certain obligations.  These unlimited guarantees are made on behalf of certain wholly-owned subsidiaries. (C.M. Life and MML Bay State Life).	-	These guarantees are not limited and cannot be estimated.

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Other Property Lease Arrangements	The Company guarantees the payment of various lease obligations on behalf of its subsidiaries and affiliates.	-	The future maximum potential obligations are immaterial to the Company.
Real Estate Development Guarantee	The Company executed a counter guarantee for the benefit of a French insurance company that provided certain assurances to the seller of developable land in Southern France. The Company will be capitalizing the special purpose entity that owns the property with a maximum €13 million in equity contributions for its 50% share of such costs.	-	€13 million
	The construction lender for an office building in London, UK required a cost overrun guarantee equivalent to 8% of the total budgeted cost (£6 million). The Company will only be responsible for its pro rata share of any cost overruns with a maximum additional commitment of approximately £3 million.	-	£9 million
	The Company has reimbursement agreements with two companies for any incurred losses with respect to the financing of life sciences redevelopment project guaranteed obligations. The Company will reimburse its pro rata share of such losses.	-	These guarantees cannot be estimated.
Secure Capital for Variable Annuity Separate Accounts	The Company guarantees the capital contributions required to be made by a variable annuity separate account contract holder in the event the contract holder fails to payoff a subscription line utilized to deploy capital for the separate account.	-	$203 million with the right to increase the line to $250 million.

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

17. Related party transactions

MassMutual has management and service contracts and cost-sharing arrangements with various subsidiaries and affiliates where MassMutual, for a fee, will furnish a subsidiary or affiliate, as required, operating facilities, human resources, computer software development and managerial services.

MassMutual has agreements with its subsidiaries and affiliates, including Insurance Road LLC, Copper Hill LLC, MML Investment Advisers LLC, The MassMutual Trust Company, FSB, MassMutual International LLC and Baring International Investment Limited, where MassMutual receives revenue for certain recordkeeping and other services that MassMutual provides to customers who select, as investment options, mutual funds managed by these affiliates.

MassMutual has agreements with its subsidiaries, Barings, MML Investment Advisers LLC and MassMutual Intellectual Property LLC, which provide investment advisory services and licensing agreements to MassMutual.

The following table summarizes the transactions between the Company and the related parties:

	Years Ended December 31,
	2021		2020		2019
	(In Millions)
Fee income:
Management and service contracts and cost-sharing  arrangements	$	364	$	335	$	427
Investment advisory income		23		22		23
Recordkeeping and other services		20		20		21
Fee expense:
Investment advisory services		240		268		277
Royalty and licensing fees		58		58		58

The Company reported amounts due from subsidiaries and affiliates of $128 million as of December 31, 2021 and $54 million as of December 31, 2020. The Company reported amounts due to subsidiaries and affiliates of $65 million as of December 31, 2021 and $8 million as of December 31, 2020. Terms generally require settlement of these amounts within 30 to 90 days.

The Company’s wholly owned indirect subsidiary, Barings, invests a portion of their nonqualified compensation plan in GICs with the Company. The Company credited interest on deposits of less than $1 million to the Barings contract for the year ended December 31, 2021 and $2 million for the year ended December 31, 2020.

The Company held debt issued by MMHLLC that amounted to $2,059 million as of December 31, 2021 and $2,079 million as of December 31, 2020. The Company recorded interest income on MMHLLC debt of $77 million in 2021 and $103 million in 2020. Notes maturing as of March 2021 were refinanced at 1.75% for $500 million. Notes maturing as of March and December 2020 were refinanced at 4.3% annual interest for $632 million.

As of December 31, 2021, MMIH and C.M. Life, together, provided financing of $5,500 million, $5,253 million and $247 million respectively, for MMAF that can be used to finance ongoing asset purchases. MMIH provided financing of $5,253 million as of December 31, 2021 and $5,253 million as of December 31, 2020. During 2021, MMAF borrowed $1,570 million and repaid $1,488 million under the credit facility. During 2020, MMAF borrowed $2,005 million and repaid $1,859 million under the credit facility. Outstanding borrowings under the facility were $3,634 million as of December 31, 2021 and $3,552 million as of December 31, 2020. Interest for these borrowings was $60 million for the year ended December 31, 2021 and $80 million for the year ended December 31, 2020. The floating rate borrowings bear interest at a spread over the 30 day LIBOR. The fixed rate borrowings bear an interest at a spread over average life Treasuries.

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Together, MassMutual and C.M. Life, provide a credit facility to Jefferies Finance, LLC whereby Jefferies Finance, LLC (Jefferies) borrows cash through short-term approved financings to fund the purchase of loans for securitization. During 2021, Jefferies borrowed $900 million and repaid $900 million under the credit facility. During 2020, Jefferies borrowed $849 million and repaid $895 million under the credit facility. As of December 31, 2021, there were no outstanding borrowings under this facility. All outstanding interest due under the facility, as of December 31, 2021, had been paid. The interest of this facility is calculated based on a full pass through of interest accrued on the underlying loans purchased.

In 2021, Insurance Road LLC paid $389 million in dividends and a $111 million return of capital to MassMutual.

In 2021, MassMutual contributed capital of $15 million and $62 million of fixed assets to ITPS Holding LLC.

In 2021, MassMutual entered into an intercompany loan agreement with its indirectly owned subsidiary Fern Street LLC, whereby MassMutual borrowed $470 million with a rate of 0.2% and a 6-month maturity, for the partial funding of the GALIC acquisition.

In 2020, MassMutual contributed capital of $37 million to MassMutual Mortgage Lending LLC.

In 2020, MassMutual contributed capital of $15 million to MassMutual MCAM Insurance Company, Inc.

In 2020, MassMutual contributed capital of $14 million to MM Global Capabilities I LLC.

In 2020, MassMutual transferred $335 million of mortgage loans to Barings Multifamily TEBS 2020 LLC. Subsequently, MassMutual received a $288 million return of capital distribution.

In 2020, IRLLC issued and paid a return of capital of $90 million to MassMutual. In 2019, IRLLC declared a distribution to the Company of $150 million, which was paid in 2020.

In 2020, MassMutual Retirement Services LLC declared and paid $57 million in dividends to MassMutual.

The Company has reinsurance agreements with its subsidiary, C.M. Life, and its indirect subsidiary, MML Bay State, including stop-loss, Modco and yearly renewable term agreements on life insurance and annuity products. The Company also has coinsurance agreements with C.M. Life where the Company assumes substantially all of the premium on certain universal life policies.

Effective December 31, 2020, MassMutual will provide C.M. Life a stop-loss coverage to transfer a specific interest rate risk. All Odyssey fixed-deferred annuity contracts issued by C.M. Life are covered under this agreement. C.M. Life will pay an annual premium to MassMutual. If the coverage is triggered, there will be a settlement at year end from MassMutual to C.M. Life. The maximum total liability of MassMutual under the agreement is $100 million over 5 years.

As of December 31, 2021, the net reinsurance amounts due to C.M. Life and MML Bay State were $108 million and as of December 31, 2020, the net reinsurance amounts due to C.M. Life and MML Bay State were $66 million. These outstanding balances are due and payable with terms ranging from monthly to annually, depending on the agreement in effect.

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The following table summarizes the reinsurance transactions for these reinsurance agreements:

	Years Ended December 31,
	2021		2020		2019
	(In Millions)
Premium assumed	$	49	$	46	$	45
Modco adjustments, included in fees and other income		11		11		9
Expense allowance on reinsurance assumed, included  in commissions		(13)		(14)		(14)
Policyholders’ benefits		(144)		(89)		(101)
Experience refunds (paid) received		-		-		(1)

The Company currently has three longevity swap reinsurance agreements with Rothesay Life Plc on certain inforce annuity products. Under these agreements, the Company is the reinsurer and Rothesay Life Plc is the cedent.

The following table summarizes the related party transactions between the Company and Rothesay Life Plc:

	Years Ended December 31,
	2021		2020		2019
	(In Millions)
Premium assumed	$	(165)	$	(91)	$	-
Policyholders’ benefits		157		87		-

For further information on common stocks - subsidiaries and affiliates, refer to Note 5c. "Common stocks - subsidiaries and affiliates."

In the normal course of business, the Company provides specified guarantees and funding to MMHLLC and certain of its subsidiaries. Refer to Note 16e. "Commitments" for information on the Company’s accounting policies regarding these related party commitments and Note 16f. "Guarantees" for information on the guarantees.

18. Subsidiaries and affiliated companies

A summary of ownership and relationship of the Company and its subsidiaries and affiliated companies as of December 31, 2021 is illustrated below. Subsidiaries are wholly owned, except as noted.

Subsidiaries of MassMutual

C.M. Life

Berkshire Way LLC

MML Special Situations Investor LLC

Timberland Forest Holding LLC – 37% (remaining 63% owned by MassMutual Trad Private Equity LLC)

MSP – SC, LLC

Insurance Road LLC

MM Copper Hill Road LLC

Jefferies Finance LLC– 50% (remaining 50% owned by Jefferies Group, Inc.)

MML Distributors LLC – 99% (remaining 1% owned by MassMutual Holding LLC)

MML Investment Advisers, LLC

Pioneers Gate LLC

MML Strategic Distributors, LLC

The MassMutual Trust Company, FSB

MassMutual Mortgage Lending LLC

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

MML Private Placement Investment Company I, LLC

MML Private Equity Fund Investor LLC

MM Private Equity Intercontinental LLC

MassMutual Holding LLC

MassMutual Investment Holding, LLC

MassMutual International, LLC

MML Mezzanine Investor II, LLC

MML Mezzanine Investor III, LLC

MassMutual External Benefits Group LLC

EM Opportunities LLC

MassMutual MCAM Insurance Company, Inc.

MassMutual Global Business Services India LLP

CML Global Capabilities

MassMutual Private Equity Funds LLC

MM Global Capabilities I LLC

MM Global Capabilities II LLC

MM Global Capabilities III LLC

MML CM LLC

Glidepath Holdings Inc

ITPS Holding LLC

MM/Barings Mutifamily TEBS 2020 LLC

MM Direct Private Investments Holding LLC

Subsidiaries of C.M. Life Insurance Company

MML Bay State Life Insurance Company

CML Mezzanine Investor III, LLC

CML Special Situations Investor LLC

Subsidiaries of MML Bay State Life Insurance Company

(No subsidiaries)

Subsidiaries of Timberland Forest Holding LLC

Lyme Adirondack Forest Company, LLC

Subsidiaries of Insurance Road LLC

MassMutual Trad Private Equity LLC

MassMutual Intellectual Property LLC

Trad Investments LLC

MML Investment Advisers, LLC

(No Subsidiaries)

Pioneers Gate LLC

(No subsidiaries)

Subsidiaries of MassMutual Holding LLC

Fern Street LLC

Haven Life Insurance Agency, LLC

MassMutual Assignment Company

MassMutual Capital Partners LLC

MassMutual Ventures Holding LLC

MM Rothesay Holdco US LLC

MML Investors Services, LLC

LifeScore Labs, LLC

Sleeper Street LLC

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

MM Asset Management Holding LLC

MM Catalyst Fund LLC

Subsidiaries of MassMutual International LLC

MassMutual Solutions LLC

Yunfeng Financial Group Limited

MassMutual Asia Limited (SPV)

Subsidiaries of CML CM LLC

Blueprint Income LLC

Flourish Digital Assets LLC

Flourish Financial LLC

Flourish Technologies LLC

Subsidiaries of Glidepath Holdings Inc

Great American Life Insurance Company

AAG Insurance Agency, LLC

Annuity Investor Life Insurance Company

Great American Advisors, LLC

Manhattan National Holding Corporation

Subsidiaries of MassMutual Ventures Holding LLC

MassMutual Ventures US I LLC

MassMutual Ventures US II LLC

MassMutual Ventures US III LLC

MassMutual Ventures US IV LLC

MassMutual Ventures UK LLC

MassMutual Ventures Southeast Asia I LLC

MassMutual Ventures Southeast Asia II LLC

MassMutual Ventures Management LLC

MassMutual Ventures SEA Management Private Limited (an indirect subsidiary of Subsidiary of MassMutual Ventures Holding LLC)

Athens Fund Management LLC

Open Alternatives LLC

MML Investors Services, LLC

MMLISI Financial Alliances, LLC

MML Insurance agency, LLC

Subsidiaries of Barings LLC (a subsidiary of MM Asset Management Holding LLC)

Barings Finance LLC

Barings Securities LLC

Barings Guernsey Limited

Barings Real Estate Advisers, Inc.

Barings Asset Management (Asia) Holdings Limited

Barings Multifamily Capital Holdings LLC

Subsidiaries of Baring Asset Management Limited (an indirect subsidiary of MassMutual Baring Holding LLC)

Baring International Investment Limited

Baring International Investment Management Holdings Limited

Baring Fund Managers Limited

Baring Investment Services Limited

Barings Global Advisers Limited

Barings European Core Property Fund GP Sàrl

Barings BME GP Sàrl

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Subsidiaries of Baring International Investment Limited

(No subsidiaries)

Subsidiaries of MassMutual Investment Holding

MML Management Corporation

MassMutual Asset Finance LLC

Subsidiaries of MML Management Corporation

MassMutual Holding MSC, Inc.

MassMutual International Holding MSC, Inc.

Subsidiaries of MassMutual Asset Finance LLC

MMAF Equipment Finance LLC 2013-A

MMAF Equipment Finance LLC 2014-A

MMAF Equipment Finance LLC 2015-A

MMAF Equipment Finance LLC 2016-A

MMAF Equipment Finance LLC 2017-A

MMAF Equipment Finance LLC 2017-B

MMAF Equipment Finance LLC 2018-A

MMAF Equipment Finance LLC 2019-A

MMAF Equipment Finance LLC 2019-B

Rozier LLC

MMAF Equipment Finance LLC

Information regarding filings of Subsidiaries and Controlled Affiliates

The following presents certain information regarding the Company’s valuation filings for controlled affiliates of the Company:

		As of December 31, 2021
	CUSIP	Gross Value		Non-admitted		Admitted		Latest Filing	2020 Approved Valuation		Filing Code	Valuation Method Disallowed?
	($ in Millions)
MassMutual Holding LLC	57543#-11-8	$	17,229	$	-	$	17,229	09/23/2021	$	16,183	Sub-2	No
The MassMutual Trust Co, FSB	57631@-10-5		29		-		29	03/29/2021		26	Sub-2	No
MM Investment Holding			1,789		-		1,789	NA		NA	Sub-1	No
Glidepath Holdings Inc	37930@-10-5		3,588		-		3,588	NA		NA	Sub-1	No
Aggregate Total		$	22,635	$	-	$	22,635		$	16,209

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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

19. Subsequent events

Management of the Company has evaluated subsequent events through February 25, 2022, the date the financial statements were available to be issued to state regulators and subsequently on the Company’s website. No events have occurred subsequent to the date of the financial statements, except for:

On February 1, 2022, MassMutual issued a $300 million funding agreement with a 2.11% fixed-rate and a 6.5-year maturity.

On February 1, 2022, MassMutual issued a $300 million funding agreement with a 2.26% fixed-rate and a 9-year maturity.

Effective February 1, 2022, approximately $14.2 billion of in force statutory reserves of certain GALIC’s fixed and fixed indexed annuities had been reinsured, on a coinsurance with funds withheld basis to Martello Re, a Bermuda reinsurer focusing on annuities and other investment returns driven products. MassMutual has a noncontrolling interest in Martello Re.

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NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

20. Impairment listing for loan-backed and structured securities

The following are the total cumulative adjustments and impairments for loan-backed and structured securities since July 1, 2009:

Period Ended	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
December 31, 2021	$	6,658,614	$	-	$	6,658,615	$	6,490,508	$	(168,107)	$	6,490,508	$	6,369,198
September 30, 2021		4,061,382		-		4,061,382		3,955,723		(105,659)		3,955,723		3,595,213
June 30, 2021		11,352,643		-		11,352,642		10,386,581		(966,063)		10,386,581		11,323,900
March 31, 2021		11,247,256		-		11,247,257		5,074,493		(6,172,764)		5,074,493		5,237,174
December 31, 2020		16,071,907		-		16,071,907		14,674,300		(1,397,607)		14,674,300		15,473,517
September 30, 2020		21,375,383		-		21,375,383		19,160,250		(2,215,134)		19,160,250		18,862,027
June 30, 2020		10,180,123		-		10,180,123		8,992,610		(1,187,513)		8,992,610		9,249,851
March 31, 2020		24,799,788		-		24,799,788		20,197,344		(4,602,443)		20,197,344		24,683,947
December 31, 2019		3,992,400		-		3,992,400		3,539,281		(453,119)		3,539,281		3,439,138
September 30, 2019		16,909,029		-		16,909,029		15,191,932		(1,717,097)		15,191,932		14,639,756
June 30, 2019		6,980,030		-		6,980,030		6,187,029		(793,001)		6,187,029		7,133,620
March 31, 2019		7,791,000		-		7,791,000		7,634,637		(156,363)		7,634,637		7,683,021
December 31, 2018		4,550,173		-		4,550,173		3,815,559		(734,614)		3,815,559		4,014,514
September 30, 2018		4,320,826		-		4,320,826		3,663,181		(657,645)		3,663,181		3,687,297
June 30, 2018		634,235		-		634,235		279,221		(355,014)		279,221		386,752
March 31, 2018		645,690		-		645,690		488,181		(157,509)		488,181		448,494
December 31, 2017		3,949,513		-		3,949,513		1,958,759		(1,990,754)		1,958,759		2,023,952
September 30, 2017		4,436,542		-		4,436,542		876,942		(3,559,600)		876,942		4,647,683
June 30, 2017		40,538,551		-		40,538,551		39,808,956		(729,595)		39,808,956		60,990,732
March 31, 2017		41,788,380		-		41,788,380		41,391,889		(396,491)		41,391,889		56,156,936
December 31, 2016		42,175,938		-		42,175,938		42,045,721		(130,217)		42,045,721		54,619,477
September 30, 2016		44,266,478		-		44,266,478		41,890,535		(2,375,942)		41,890,535		61,300,066
June 30, 2016		49,097,217		-		49,097,217		48,202,703		(894,514)		48,202,703		63,207,410
March 31, 2016		57,985,071		-		57,985,071		55,783,979		(2,201,092)		55,783,979		70,578,397
December 31, 2015		4,881,394		-		4,881,394		4,783,194		(98,200)		4,783,194		4,728,736
September 30, 2015		50,531,382		-		50,531,382		45,665,859		(4,865,524)		45,665,859		58,523,652
June 30, 2015		66,924,927		-		66,924,927		65,240,585		(1,684,341)		65,240,585		72,953,475
March 31, 2015		17,856,447		-		17,856,447		17,681,510		(174,937)		17,681,510		17,553,999
December 31, 2014		69,225,743		-		69,225,743		68,301,291		(924,452)		68,301,291		79,410,553
September 30, 2014		645,721		-		645,721		604,437		(41,284)		604,437		627,381
June 30, 2014		57,012,606		-		57,012,606		55,422,168		(1,590,438)		55,422,168		75,253,388
March 31, 2014		91,702,041		-		91,702,041		80,744,074		(10,957,967)		80,744,074		97,672,071
December 31, 2013		113,707,951		-		113,707,951		108,815,640		(4,892,311)		108,815,640		111,783,052
September 30, 2013		81,945,730		-		81,945,730		80,589,482		(1,356,248)		80,589,482		77,049,314
June 30, 2013		147,215,936		-		147,215,936		142,140,572		(5,075,365)		142,140,572		130,973,023
March 31, 2013		194,772,025		-		194,772,025		188,372,089		(6,399,936)		188,372,089		176,678,910
December 31, 2012		378,096,660		-		378,096,660		366,323,110		(11,773,550)		366,323,110		333,086,073
September 30, 2012		816,573,456		-		816,573,456		788,350,823		(28,222,633)		788,350,823		697,683,289
June 30, 2012		912,025,937		-		912,025,937		890,494,221		(21,531,716)		890,494,221		708,872,106
March 31, 2012		1,095,018,529		-		1,095,018,529		1,058,132,041		(36,886,488)		1,058,132,041		841,095,013
December 31, 2011		1,090,904,993		-		1,090,904,993		1,056,761,288		(34,143,705)		1,056,761,288		754,310,838
September 30, 2011		762,320,632		-		762,320,632		738,510,048		(23,810,584)		738,510,048		546,494,232
June 30, 2011		1,130,732,656		-		1,130,732,656		1,078,535,670		(52,196,986)		1,078,535,670		839,143,290
March 31, 2011		1,097,705,351		-		1,097,705,351		1,068,852,204		(28,853,147)		1,068,852,204		816,688,348
December 31, 2010		968,742,508		-		968,742,508		950,111,417		(18,631,091)		950,111,417		708,895,637
September 30, 2010		915,728,030		-		915,728,030		889,896,058		(25,831,972)		889,896,058		673,462,493
June 30, 2010		1,362,887,892		-		1,362,887,892		1,335,628,212		(27,259,681)		1,335,628,212		975,241,506
March 31, 2010		1,471,905,696		-		1,471,905,696		1,391,337,543		(80,568,153)		1,391,337,543		1,015,645,802
December 31, 2009		1,349,124,214		-		1,349,124,214		1,290,817,168		(58,307,047)		1,290,817,168		852,088,739
September 30, 2009		2,953,442,689		(106,853,708)		2,846,588,981		2,700,948,264		(145,640,717)		2,700,948,264		1,692,409,640
Totals			$	(106,853,708)					$	(665,836,328)

98 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The following is the impairment listing for loan-backed and structured securities for the three months ended December 31, 2021: 

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
040104TF8	$	59,686	$	-	$	59,686	$	59,300	$	-386	$	59,300	$	49,870
04012XAC9		130,314		-		130,314		122,160		-8,154		122,160		107,581
1248MGAJ3		35,096		-		35,096		34,855		-241		34,855		31,996
35729RAE6		4,028,108		-		4,028,108		3,999,290		-28,818		3,999,290		3,995,059
617463AA2		6,685		-		6,685		5,767		-918		5,767		5,247
61749BAB9		61,698		-		61,698		51,363		-10,335		51,363		60,638
61750FAE0		342,930		-		342,930		319,304		-23,626		319,304		307,808
61750MAB1		3,456		-		3,456		3,113		-343		3,113		3,182
86359DXD4		335,476		-		335,476		308,315		-27,161		308,315		309,361
92926SAB2		558		-		558		494		-64		494		521
45660LYW3		677,413		-		677,413		675,162		-2,251		675,162		630,760
79548KXQ6		51,835		-		51,835		37,121		-14,714		37,121		65,254
92978EAA2		75,569		-		75,569		72,635		-2,934		72,635		72,325
41161PWB5		822,378		-		822,378		776,768		-45,610		776,768		706,114
55274SAM3		27,413		-		27,413		24,861		-2,552		24,861		23,482
Totals	$	6,658,614	$	-	$	6,658,615	$	6,490,508	$	(168,107)	$	6,490,508	$	6,369,198

The following is the impairment listing for loan-backed and structured securities for the three months ended September 30, 2021:

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
00442FAB8	$	95,903	$	-	$	95,903	$	70,276	$	(25,627)	$	70,276	$	60,821
86359DXD4		359,657		-		359,657		339,761		(19,896)		339,761		337,895
05535DAN4		1,260,315		-		1,260,315		1,255,426		(4,889)		1,255,426		1,020,099
073879QF8		247,750		-		247,750		226,078		(21,672)		226,078		256,430
45660LYW3		907,047		-		907,047		906,647		(400)		906,647		879,977
92978EAA2		110,354		-		110,354		108,384		(1,970)		108,384		106,564
41161PWB5		1,049,397		-		1,049,397		1,023,087		(26,310)		1,023,087		908,082
55274SAM3		30,959		-		30,959		26,064		(4,895)		26,064		25,345
Totals	$	4,061,382	$	-	$	4,061,382	$	3,955,723	$	(105,659)	$	3,955,723	$	3,595,213

The following is the impairment listing for loan-backed and structured securities for the three months ended June 30, 2021: 

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
040104TG6	$	751,483	$	-	$	751,483	$	596,747	$	(154,736)	$	596,747	$	700,223
05535DCF9		2,412,525		-		2,412,525		2,168,139		(244,386)		2,168,139		2,608,461
40431KAE0		2,389,667		-		2,389,667		2,348,253		(41,414)		2,348,253		2,745,165
61750FAE0		555,370		-		555,370		534,914		(20,456)		534,914		493,887
86359DXD4		394,726		-		394,726		364,962		(29,764)		364,962		369,964
05535DAN4		1,386,766		-		1,386,766		1,038,889		(347,877)		1,038,889		1,141,961
45660LYW3		959,375		-		959,375		942,757		(16,618)		942,757		927,049
79548KXQ6		121,590		-		121,590		96,976		(24,616)		96,976		97,070
92978EAA2		115,502		-		115,502		112,103		(3,399)		112,103		110,484
41161PWB5		1,112,829		-		1,112,829		1,079,359		(33,470)		1,079,359		969,681
576433H33		1,119,491		-		1,119,491		1,071,784		(47,707)		1,071,784		1,074,403
55274SAM3		33,318		-		33,318		31,698		(1,620)		31,698		85,553
Totals	$	11,352,643	$	-	$	11,352,642	$	10,386,581	$	(966,063)	$	10,386,581	$	11,323,900

99 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The following is the impairment listing for loan-backed and structured securities for the three months ended March 31, 2021:

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
36828QQJ8	$	5,796,000	$	-	$	5,796,000	$	-	$	(5,796,000)	$	-	$	-
05535DCF9		2,560,946		-		2,560,946		2,505,561		(55,385)		2,505,561		2,647,762
61750FAE0		582,728		-		582,728		558,079		(24,649)		558,079		500,569
18974BAA7		203,962		-		203,962		193,231		(10,731)		193,231		197,038
22540V3F7		124,724		-		124,724		11,082		(113,642)		11,082		3,496
92978EAA2		123,118		-		123,118		119,363		(3,755)		119,363		115,107
41161PWB5		1,183,481		-		1,183,481		1,153,338		(30,143)		1,153,338		1,017,022
12669GXW6		153,925		-		153,925		20,286		(133,639)		20,286		173,435
55274SAM3		38,192		-		38,192		33,418		(4,774)		33,418		84,650
86359DME4		480,180		-		480,180		480,135		(45)		480,135		498,095
Totals	$	11,247,256	$	-	$	11,247,257	$	5,074,493	$	(6,172,764)	$	5,074,493	$	5,237,174

 The following is the impairment listing for loan-backed and structured securities for the three months ended December 31, 2020:

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
01853GAB6	$	166,318	$	-	$	166,318	$	58,609	$	(107,709)	$	58,609	$	136,619
05535DCF9		2,639,139		-		2,639,139		2,595,116		(44,023)		2,595,116		2,812,127
61750FAE0		594,740		-		594,740		584,887		(9,853)		584,887		530,736
61750MAB1		4,675		-		4,675		4,502		(173)		4,502		4,545
92926SAB2		585		-		585		567		(18)		567		562
124860CB1		21,523		-		21,523		14,872		(6,651)		14,872		17,887
18974BAA7		205,451		-		205,451		204,843		(608)		204,843		186,946
18974BAN9		101,669		-		101,669		101,513		(156)		101,513		98,300
2254W0NK7		89,902		-		89,902		23,726		(66,176)		23,726		94,611
45660LYW3		1,074,456		-		1,074,456		1,035,449		(39,007)		1,035,449		1,020,046
65535VRK6		681,735		-		681,735		601,631		(80,104)		601,631		653,481
79548KXQ6		99,323		-		99,323		98,725		(598)		98,725		92,899
92978EAA2		130,042		-		130,042		125,448		(4,594)		125,448		119,223
23332UBW3		26,310		-		26,310		21,116		(5,193)		21,116		30,347
576433H33		1,207,614		-		1,207,614		1,145,808		(61,806)		1,145,808		1,116,853
125435AA5		1,635,577		-		1,635,577		1,543,519		(92,058)		1,543,519		1,596,490
36298XAA0		6,639,520		-		6,639,520		5,802,921		(836,599)		5,802,921		6,153,831
55274SAM3		61,225		-		61,225		42,760		(18,465)		42,760		93,792
86359DME4		673,784		-		673,784		662,791		(10,993)		662,791		698,159
929227ZF6		18,319		-		18,319		5,496		(12,823)		5,496		16,063
Totals	$	16,071,907	$	-	$	16,071,907	$	14,674,300	$	(1,397,607)	$	14,674,300	$	15,473,517

100 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The following is the impairment listing for loan-backed and structured securities for the three months ended September 30, 2020:

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
US05618HAE53	$	555,162	$	-	$	555,162	$	387,040	$	(168,122)	$	387,040	$	162,575
00442FAB8		144,957		-		144,957		79,275		(65,682)		79,275		112,060
05535DCF9		2,755,413		-		2,755,413		2,649,186		(106,228)		2,649,186		2,553,142
46630KAA4		191,718		-		191,718		184,342		(7,376)		184,342		179,699
61749BAB9		105,432		-		105,432		91,620		(13,812)		91,620		88,204
61750MAB1		4,837		-		4,837		4,672		(165)		4,672		3,421
92926SAB2		604		-		604		588		(16)		588		438
07384YPP5		12,990		-		12,990		9,466		(3,524)		9,466		35,174
073879QF8		45,111		-		45,111		43,889		(1,222)		43,889		39,772
17307GRU4		104,250		-		104,250		55,590		(48,659)		55,590		91,680
18974BAA7		215,833		-		215,833		212,231		(3,602)		212,231		183,053
18974BAN9		106,359		-		106,359		104,851		(1,507)		104,851		97,631
9393365V1		399,194		-		399,194		394,263		(4,932)		394,263		364,935
23332UBW3		31,650		-		31,650		29,218		(2,432)		29,218		22,244
12669GWN7		849,557		-		849,557		799,224		(50,333)		799,224		782,638
12669GXW6		244,251		-		244,251		233,647		(10,604)		233,647		223,233
32051DCK6		79,208		-		79,208		61,819		(17,389)		61,819		82,998
36298XAA0		7,738,893		-		7,738,893		7,511,130		(227,763)		7,511,130		7,120,125
36298XAB8		7,666,120		-		7,666,120		6,250,751		(1,415,369)		6,250,751		6,539,292
45660LY94		13,115		-		13,115		6,394		(6,721)		6,394		26,528
74951PBT4		110,729		-		110,729		51,052		(59,676)		51,052		153,185
Totals	$	21,375,383	$	-	$	21,375,383	$	19,160,250	$	(2,215,134)	$	19,160,250	$	18,862,027

The following is the impairment listing for loan-backed and structured securities for the three months ended June 30, 2020: 

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
17307GRU4	$	107,326	$	-	$	107,326	$	77,392	$	(29,934)	$	77,392	$	160,449
18974BAA7		245,427		-		245,427		235,230		(10,197)		235,230		201,416
18974BAN9		119,509		-		119,509		114,571		(4,938)		114,571		107,924
362290AC2		220,776		-		220,776		219,541		(1,235)		219,541		307,360
79548KXQ6		172,175		-		172,175		170,007		(2,168)		170,007		130,248
855541AC2		508,940		-		508,940		384,558		(124,383)		384,558		460,800
9393365V1		433,313		-		433,313		415,261		(18,053)		415,261		356,247
45660LY94		28,987		-		28,987		13,258		(15,729)		13,258		21,174
57643QAE5		2,203,118		-		2,203,118		1,819,560		(383,558)		1,819,560		2,367,000
74951PBT4		260,811		-		260,811		143,231		(117,579)		143,231		157,616
86359DMC8		5,799,490		-		5,799,490		5,333,524		(465,966)		5,333,524		4,907,737
92990GAE3		80,251		-		80,251		66,477		(13,773)		66,477		71,880
Totals	$	10,180,123	$	-	$	10,180,123	$	8,992,610	$	(1,187,513)	$	8,992,610	$	9,249,851

101 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 The following is the impairment listing for loan-backed and structured securities for the three months ended March 31, 2020:

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
05535DCF9	$	3,012,907	$	-	$	3,012,907	$	2,862,429	$	(150,478)	$	2,862,429	$	2,528,432
24763LFY1		147,758		-		147,758		146,827		(931)		146,827		180,454
45071KDD3		575,329		-		575,329		510,787		(64,542)		510,787		491,576
07384YPP5		33,493		-		33,493		28,061		(5,431)		28,061		46,723
12667GKG7		93,290		-		93,290		83,622		(9,668)		83,622		98,905
17307GRU4		114,325		-		114,325		112,699		(1,625)		112,699		157,144
362290AC2		316,883		-		316,883		225,907		(90,976)		225,907		322,987
59020UW43		214,183		-		214,183		182,719		(31,463)		182,719		200,181
65535VRK6		716,497		-		716,497		699,498		(16,998)		699,498		646,333
75115DAH8		6,842		-		6,842		6,564		(279)		6,564		6,397
76112BUE8		181,578		-		181,578		148,845		(32,733)		148,845		129,998
79548KXQ6		187,063		-		187,063		182,973		(4,090)		182,973		137,728
92926UAC5		136,220		-		136,220		130,734		(5,486)		130,734		130,957
23332UBW3		46,195		-		46,195		32,143		(14,052)		32,143		24,852
12669GWN7		889,281		-		889,281		871,126		(18,155)		871,126		863,235
32051DCK6		88,205		-		88,205		86,848		(1,358)		86,848		89,678
362334CN2		14,634		-		14,634		11,177		(3,457)		11,177		13,996
466247K93		7,584		-		7,584		6,335		(1,249)		6,335		7,318
57645LAA2		18,017,521		-		18,017,521		13,868,050		(4,149,471)		13,868,050		18,607,055
Totals	$	24,799,788	$	-	$	24,799,788	$	20,197,344	$	(4,602,443)	$	20,197,344	$	24,683,947

The following is the impairment listing for loan-backed and structured securities for the three months ended December 31, 2019: 

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
24763LFY1	$	182,113	$	-	$	182,113	$	160,832	$	(21,281)	$	160,832	$	200,613
05535DAN4		1,930,918		-		1,930,918		1,855,207		(75,711)		1,855,207		1,598,238
07384YPP5		187,700		-		187,700		39,691		(148,009)		39,691		71,760
17307GRU4		164,558		-		164,558		133,524		(31,034)		133,524		229,670
18974BAN9		134,619		-		134,619		125,398		(9,221)		125,398		126,170
65535VRK6		797,949		-		797,949		712,007		(85,942)		712,007		774,700
79548KXQ6		207,254		-		207,254		192,282		(14,972)		192,282		113,588
85554NAG5		194,730		-		194,730		158,214		(36,515)		158,214		187,575
12669FXR9		117,999		-		117,999		114,307		(3,692)		114,307		101,165
23332UBW3		74,561		-		74,561		47,819		(26,742)		47,819		35,659
Totals	$	3,992,400	$	-	$	3,992,400	$	3,539,281	$	(453,119)	$	3,539,281	$	3,439,138

The following is the impairment listing for loan-backed and structured securities for the three months ended September 30, 2019: 

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
12667F2A2	$	642,800	$	-	$	642,800	$	484,346	$	(158,455)	$	484,346	$	68,241
32053LAA0		47,447		-		47,447		40,280		(7,167)		40,280		47,846
761118FM5		2,843,393		-		2,843,393		2,789,133		(54,260)		2,789,133		2,918,992
79548KXQ6		297,379		-		297,379		277,239		(20,140)		277,239		60,979
23332UBW3		78,084		-		78,084		76,934		(1,151)		76,934		43,636
576433H33		1,579,401		-		1,579,401		1,448,247		(131,155)		1,448,247		1,448,863
12669GWN7		1,037,688		-		1,037,688		957,205		(80,484)		957,205		936,853
17309FAE8		161,243		-		161,243		129,536		(31,707)		129,536		159,357
36298XAA0		10,097,887		-		10,097,887		8,887,246		(1,210,641)		8,887,246		8,841,272
92990GAE3		86,314		-		86,314		85,680		(634)		85,680		87,117
US74951PBV94		37,392		-		37,392		16,087		(21,305)		16,087		26,602
Totals	$	16,909,029	$	-	$	16,909,029	$	15,191,932	$	(1,717,097)	$	15,191,932	$	14,639,756

102 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The following is the impairment listing for loan-backed and structured securities for the three months ended June 30, 2019:

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
61750MAB1	$	4,942	$	-	$	4,942	$	4,899	$	(42)	$	4,899	$	4,344
18974BAN9		143,913		-		143,913		143,911		(2)		143,911		141,999
761118FM5		3,338,972		-		3,338,972		3,276,460		(62,512)		3,276,460		3,468,889
79548KXQ6		335,309		-		335,309		321,864		(13,445)		321,864		218,663
55274SAM3		114,173		-		114,173		79,608		(34,565)		79,608		119,029
57643QAE5		3,042,722		-		3,042,722		2,360,287		(682,436)		2,360,287		3,180,695
Totals	$	6,980,030	$	-	$	6,980,030	$	6,187,029	$	(793,001)	$	6,187,029	$	7,133,620

The following is the impairment listing for loan-backed and structured securities for the three months ended March 31, 2019: 

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
61750MAB1	$	5,275	$	-	$	5,275	$	4,933	$	(341)	$	4,933	$	4,989
65106FAG7		232,843		-		232,843		215,726		(17,118)		215,726		6,316
18974BAA7		285,889		-		285,889		270,801		(15,088)		270,801		278,616
18974BAN9		149,774		-		149,774		139,333		(10,441)		139,333		148,234
22541QQR6		1,569		-		1,569		-		(1,569)		-		1
32051GCF0		22,786		-		22,786		(6,720)		(29,507)		(6,720)		17,553
761118FM5		3,259,303		-		3,259,303		3,218,368		(40,935)		3,218,368		3,244,154
17309FAE8		200,512		-		200,512		200,501		(11)		200,501		208,828
466247UG6		467,713		-		467,713		452,359		(15,354)		452,359		459,812
57643QAE5		3,114,325		-		3,114,325		3,109,376		(4,949)		3,109,376		3,256,107
US74951PBV94		51,011		-		51,011		29,960		(21,051)		29,960		58,411
Totals	$	7,791,000	$	-	$	7,791,000	$	7,634,637	$	(156,362)	$	7,634,637	$	7,683,021

The following is the impairment listing for loan-backed and structured securities for the three months ended December 31, 2018: 

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
65106FAG7	$	205,885	$	-	$	205,885	$	17,668	$	(188,218)	$	17,668	$	21,031
18974BAA7		306,428		-		306,428		295,291		(11,137)		295,291		294,986
22541QQR6		28,742		-		28,742		(9,704)		(38,446)		(9,704)		1
32051GCF0		32,493		-		32,493		20,481		(12,012)		20,481		20,063
17309FAE8		203,743		-		203,743		202,326		(1,417)		202,326		201,875
57643QAE5		3,657,695		-		3,657,695		3,177,611		(480,084)		3,177,611		3,365,017
92990GAE3		115,186		-		115,186		111,886		(3,300)		111,886		111,541
Totals	$	4,550,173	$	-	$	4,550,173	$	3,815,559	$	(734,614)	$	3,815,559	$	4,014,514

The following is the impairment listing for loan-backed and structured securities for the three months ended September 30, 2018: 

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
05535DCF9	$	3,454,425	$	-	$	3,454,425	$	3,141,048	$	(313,377)	$	3,141,048	$	3,134,409
07384YPP5		321,829		-		321,829		148,884		(172,945)		148,884		132,968
07386HCP4		2,164		-		2,164		(6,255)		(8,418)		(6,255)		320
76110H4M8		1,715		-		1,715		(3,719)		(5,434)		(3,719)		641
79548KXQ6		423,086		-		423,086		383,222		(39,864)		383,222		292,015
939336Z48		117,607		-		117,607		-		(117,607)		-		126,945
Totals	$	4,320,826	$	-	$	4,320,826	$	3,663,181	$	(657,645)	$	3,663,181	$	3,687,297

103 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The following is the impairment listing for loan-backed and structured securities for the three months ended June 30, 2018: 

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
59020UW43	$	337,732	$	-	$	337,732	$	271,686	$	(66,046)	$	271,686	$	354,508
76110H4M8		6,848		-		6,848		1,969		(4,879)		1,969		1,713
863579DV7		289,655		-		289,655		5,567		(284,089)		5,567		30,531
Totals	$	634,235	$	-	$	634,235	$	279,221	$	(355,014)	$	279,221	$	386,752

The following is the impairment listing for loan-backed and structured securities for the three months ended March 31, 2018:

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
07386HEN7	$	43,711	$	-	$	43,711	$	2,334	$	(41,377)	$	2,334	$	1,609
79548KXQ6		520,764		-		520,764		476,293		(44,471)		476,293		365,994
45660NZY4		81,215		-		81,215		9,554		(71,661)		9,554		80,891
Totals	$	645,690	$	-	$	645,690	$	488,181	$	(157,509)	$	488,181	$	448,494

The following is the impairment listing for loan-backed and structured securities for the three months ended December 31, 2017: 

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
03927RAA2	$	2,886,563	$	-	$	2,886,563	$	1,464,907	$	(1,421,656)	$	1,464,907	$	1,481,241
03927RAB0		910,639		-		910,639		363,543		(547,096)		363,543		362,176
07386HCP4		7,995		-		7,995		1,386		(6,609)		1,386		2,673
12669GMS7		25,101		-		25,101		21,923		(3,177)		21,923		21,921
22541QQR6		21,202		-		21,202		12,504		(8,698)		12,504		16,106
2254W0NK7		97,695		-		97,695		94,495		(3,200)		94,495		139,833
86359ACG6		318		-		318		-		(318)		-		2
Totals	$	3,949,513	$	-	$	3,949,513	$	1,958,759	$	(1,990,754)	$	1,958,759	$	2,023,952

The following is the impairment listing for loan-backed and structured securities for the three months ended September 30, 2017: 

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
22541NMA4	$	42,273	$	-	$	42,273	$	41,434	$	(839)	$	41,434	$	41,095
22541NMB2		11,869		-		11,869		11,634		(234)		11,634		11,535
22541SSD1		12,232		-		12,232		20		(12,213)		20		5,978
52108MDP5		3,497,947		-		3,497,947		-		(3,497,947)		-		1,925,413
55274SAM3		167,196		-		167,196		153,991		(13,206)		153,991		179,429
76110W4J2		1,131		-		1,131		229		(902)		229		556
88157QAL2		686,945		-		686,945		660,921		(26,024)		660,921		2,125,943
89789KAC9		16,949		-		16,949		8,714		(8,235)		8,714		357,735
Totals	$	4,436,542	$	-	$	4,436,542	$	876,942	$	(3,559,600)	$	876,942	$	4,647,683

The following is the impairment listing for loan-backed and structured securities for the three months ended June 30, 2017: 

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
76110H4M8	$	4,413	$	-	$	4,413	$	2,326	$	(2,087)	$	2,326	$	4,073
86358RLG0		3,485		-		3,485		2,670		(815)		2,670		30,171
86359ACG6		16,324		-		16,324		2		(16,322)		2		2
88157QAL2		774,182		-		774,182		675,599		(98,583)		675,599		1,947,675
89789KAC9		17,294		-		17,294		8,920		(8,374)		8,920		356,047
77277LAF4		22,514,590		-		22,514,590		22,167,493		(347,097)		22,167,493		34,318,674
77277LAH0		1,135,088		-		1,135,088		1,118,159		(16,929)		1,118,159		2,738,435
77277LAJ6		16,073,175		-		16,073,175		15,833,787		(239,388)		15,833,787		21,595,653
Totals	$	40,538,551	$	-	$	40,538,551	$	39,808,956	$	(729,595)	$	39,808,956	$	60,990,732

104 

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The following is the impairment listing for loan-backed and structured securities for the three months ended March 31, 2017: 

CUSIP	Amortized Cost before Cumulative Adjustment		Cumulative Adjustment		Amortized Cost before OTTI		Projected Cash Flow		Recognized OTTI		Amortized Cost after OTTI		Fair Value
17307GH76	$	274,894	$	-	$	274,894	$	44,730	$	(230,163)	$	44,730	$	152,777
22541QJR4		11,175		-		11,175		54		(11,122)		54		6,866
32051DCK6		182,177		-		182,177		160,728		(21,449)		160,728		179,180
55274SAM3		225,790		-		225,790		209,839		(15,951)		209,839		218,832
86358RA23		1,326,199		-		1,326,199		1,253,636		(72,563)		1,253,636		1,289,099
86359ACG6		6,287		-		6,287		49		(6,239)		49		2
US77277LAF40		22,537,014		-		22,537,014		22,514,590		(22,424)		22,514,590		31,699,907
US77277LAH06		1,136,182		-		1,136,182		1,135,088		(1,094)		1,135,088		2,662,526
US77277LAJ61		16,088,661		-		16,088,661		16,073,175		(15,486)		16,073,175		19,947,746
Totals	$	41,788,380	$	-	$	41,788,380	$	41,391,889	$	(396,491)	$	41,391,889	$	56,156,936

105 

PART C

OTHER INFORMATION

Item 30.Exhibits

Exhibit (a)Board of Directors of Massachusetts Mutual Life Insurance Company authorizing the establishment of the Separate Account I – Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement File No. 333-206438 filed November 15, 2021

Exhibit (b)Not Applicable

Exhibit (c)i.Underwriting and Servicing Agreement dated December 16, 2014 by and between MML Investors Services, LLC and Massachusetts Mutual Life Insurance Company – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

ii.Underwriting and Servicing Agreement (Distribution Servicing Agreement) dated April 1, 2014 between MML Strategic Distributors, LLC and Massachusetts Mutual Life Insurance Company – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

iii.Template for Insurance Product Distribution Agreement (version 9/2014) MML Strategic Distributors, LLC and Massachusetts Mutual Life Insurance Company – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

Exhibit (d) i.Form of Flexible Premium Adjustable Variable Life Insurance Policy – Incorporated by reference to Post-Effective Amendment No. 27 to Registration Statement File No. 333-49475 filed April 21, 2022

ii.Form of Accelerated Death Benefit Rider – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

iii.Form of Disability Benefit Rider (DBVL-98) – Incorporated by reference to Post-Effective Amendment No. 27 to Registration Statement File No. 333-49475 filed April 21, 2022

iv.Form of Guaranteed Insurability Rider (GIVL-98) – Incorporated by reference to Post-Effective Amendment No. 27 to Registration Statement File No. 333-49475 filed April 21, 2022

v.Form of Other Insured Rider (OIVL-98) – Incorporated by reference to Post-Effective Amendment No. 27 to Registration Statement File No. 333-49475 filed April 21, 2022

vi.Form of Substitute of Insured Rider (SIVL-98) – Incorporated by reference to Post-Effective Amendment No. 27 to Registration Statement File No. 333-49475 filed April 21, 2022

vii.Form of Waiver of Monthly Charges Rider (WMVL-98M) – Incorporated by reference to Post-Effective Amendment No. 27 to Registration Statement File No. 333-49475 filed April 21, 2022

Exhibit (e) Form of Individual and Survivorship Life Insurance Application (rev 8/07) – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement file No. 333-50410 filed April 21, 2022

Exhibit (f)i.Copy of Charter documentation as amended through August 10, 2008 of Massachusetts Mutual Life Insurance Company – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

ii.By-Laws of Massachusetts Mutual Life Insurance Company as adopted April 8, 2015 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

Exhibit (g)Reinsurance Contracts

i.American United Life Insurance Company

a.Automatic and Facultative YRT Agreement effective September 1, 1998 (C.M. Life Insurance Company and Massachusetts Mutual Life Insurance Company – Incorporated by reference to Post-Effective Amendment No. 16 to Registration Statement File No. 333-49457 filed April 25, 2012

i.Amendments dated September 1, 1998, September 1, 1998, September 1, 1998, September 1, 1998, January 1, 1999, January 1, 1999, September 1, 1999, June 15, 2001, June 15, 2001, February 29, 2004, February 29, 2004, April 10, 2006 and September 1, 2006 – Incorporated by reference to Post-Effective Amendment No. 16 to Registration Statement File No. 333-49457 filed April 25, 2012

ii.Amendment effective May 1, 2012 – Incorporated by reference to Post-Effective Amendment No. 17 to Registration Statement File No. 333-49457 filed April 23, 2013

ii.General & Cologne Life RE

a.Automatic and Facultative YRT Agreement effective September 1, 1998 (C.M. Life Insurance Company and Massachusetts Mutual Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 16 to Registration Statement File No. 333-49457 filed April 25, 2012

i.Amendments dated September 1, 1998, September 1, 1998, September 1, 1998, September 1, 1998, January 1, 1999, January 1, 1999, September 1, 1999, June 15, 2001, June 15, 2001, February 19, 2002, February 29, 2004, March 1, 2004, September 1, 2006, January 1, 2009, August 1, 2009 and August 1, 2011 – Incorporated by reference to Post-Effective Amendment No. 16 to Registration Statement File No. 333-49457 filed April 25, 2012

ii.Amendment dated August 1, 2011 – Incorporated by reference to Post-Effective Amendment No. 25 to Registration Statement File No. 333-49457 filed April 25, 2012

iii.Amendments effective January 1, 2012 and July 30, 2012 – Incorporated by reference to Post-Effective Amendment No. 17 to Registration Statement File No. 333-49457 filed April 23, 2013

iv.Amendment effective September 1, 1998, May 1, 2012 – Incorporated by reference to Post-Effective Amendment No. 18 to Registration Statement File No. 333-49457 filed April 28, 2014

v.Amendments effective August 1, 2018, October 1, 2018, and August 1, 2019 – Incorporated by reference to Post-Effective Amendment No. 26 to Registration Statement File No. 333-49457 filed April 28, 2021 

iii.Lincoln National Life Insurance Company

a.Automatic and Facultative YRT Agreement effective September 1, 1998 (C.M. Life Insurance Company and Massachusetts Mutual Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 16 to Registration Statement on Form N-6 (File No. 333-49457) filed April 25, 2012

i.Amendments dated September 1, 1998, September 1, 1998, September 1, 1998, September 1, 1998, September 1, 1998, January 1, 1999, January 1, 1999, September 1, 1999, June 15, 2001, June 15, 2001, March 1, 2004, November 30, 2005, July 1, 2006, September 1, 2006, October 1, 2007, January 1, 2009, August 1, 2009, July 31, 2011 and August 1, 2011 – Incorporated by reference to Post-Effective Amendment No. 16 to Registration Statement File No. 333-49457 filed April 25, 2012

ii.Amendment dated August 1, 2011 – Incorporated by reference to Post-Effective Amendment No. 25 to Registration Statement File No. 333-49457 filed April 25, 2012

iii. Amendments effective September 1, 1998 and July 30, 2012 – Incorporated by reference to Post-Effective Amendment No. 17 to Registration Statement File No. 333-49457 filed April 23, 2013

iv.Amendment effective January 1, 2012 – Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement File No. 333-150916 filed April 28, 2014

v.Amendment effective May 1, 2012 – Incorporated by reference to Post-Effective Amendment No. 18 to Registration Statement File No. 333-49457 filed April 28, 2014

vi. Amendments effective August 1, 2018, October 1, 2018 and August 1, 2019 – Incorporated by reference to Post-Effective Amendment No. 26 to Registration Statement File No. 333-49457 filed April 28, 2021

iv.Munich American Reassurance Company

a.Automatic and Facultative YRT Agreement effective September 1, 1998 (C.M. Life Insurance Company and Massachusetts Mutual Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 16 to Registration Statement File No. 333-49457 filed April 25, 2012

i.Amendments dated September 1, 1998, September 1, 1998, September 1, 1998, September 1, 1998, January 1, 1999, January 1, 1999, September 1, 1999, June 15, 2001, June 15, 2001, February 29, 2004 and March 1, 2004 – Incorporated by reference to Post-Effective Amendment No. 16 to Registration Statement File No. 333-49457 filed April 25, 2012

ii.Amendments dated September 1, 2006 and January 1, 2009 – Incorporated by reference to Post-Effective Amendment No. 21 to Registration Statement File No. 333-50410 filed April 26, 2011

iii.Amendment dated August 1, 2009 – Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement File No. 333-150916 filed April 26, 2011

iv.Amendment dated August 1, 2011 – Incorporated by reference to Post-Effective Amendment No. 4 to Registration Statement File No. 333-150916 filed April 25, 2012

v.Amendments effective September 1, 1998 and July 30, 2012 – Incorporated by reference to Post-Effective Amendment No. 5 to Registration Statement File No. 333-150916 filed April 23, 2013

vi.Amendment effective September 1, 1998 – Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement File No. 333-150916 filed April 28, 2014

vii.Amendment effective May 1, 2012 – Incorporated by reference to Post-Effective Amendment No. 18 to Registration Statement File No. 333-49457 filed April 28, 2014

viii. Amendments effective October 1, 2018 and August 1, 2019 – Incorporated by reference to Post-Effective Amendment No. 17 to Registration Statement File No. 333-150916 filed April 28, 2020

ix. Amendment effective August 1, 2018 – Incorporated by reference to Post-Effective Amendment No. 26 to Registration Statement File No. 333-49457 filed April 28, 2021

v.RGA Reinsurance Company

a.Automatic YRT Agreement effective September 1, 1998 (Massachusetts Mutual Life Insurance Company, C.M. Life Insurance Company and MML Bay State Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 16 to Registration Statement File No. 333-49457 filed April 25, 2012

i. Amendments dated September 1, 1998, September 1, 1998, January 1, 1999, January 1, 1999, September 1, 1999, August 3, 2000, June 15, 2001, June 15, 2001, July 1, 2001, February 29, 2004 and March 1, 2004 – Incorporated by reference to Post-Effective Amendment No. 16 to Registration Statement File No. 333-49457 filed April 25, 2012

ii. Amendments dated September 1, 2006 and January 1, 2009 – Incorporated by reference to Post-Effective Amendment No. 21 to Registration Statement File No. 333-50410 filed April 26, 2011

iii. Amendments effective August 1, 2009 – Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement File No. 333-150916 filed April 26, 2011

iv. Amendments effective August 1, 2011 – Incorporated by reference to Post-Effective Amendment No. 4 to Registration Statement File No. 333-150916 filed April 25, 2012

v. Amendments effective January 1, 2012 and July 30, 2012 – Incorporated by reference to Post-Effective Amendment No. 5 to Registration Statement File No. 333-150916 filed April 23, 2013

vi.Amendment effective September 1, 1998 – Incorporated by reference to Post-Effective Amendment No. 6 to Registration Statement File No. 333-150916 filed April 28, 2014

vii.Amendment effective May 1, 2012 – Incorporated by reference to Post-Effective Amendment No. 18 to Registration Statement File No. 333-49457 filed April 28, 2014

viii.Amendment effective August 1, 2013 – Incorporated by reference to Post-Effective Amendment No. 24 to Registration Statement File No. 333-50410 filed April 28, 2014

ix.Amendments effective September 1, 1998, October 1, 2018 and August 1, 2019 – Incorporated by reference to Post-Effective Amendment No. 17 to Registration Statement File No. 333-150916 filed April 28, 2020

x. Amendment effective August 1, 2018 – Incorporated by reference to Post-Effective Amendment No. 26 to Registration Statement File No. 333-49457 filed April 28, 2021 

vi.Security Life of Denver (SLD)

a.Automatic YRT Agreement dated September 1, 1998 (Massachusetts Mutual Life Insurance Company and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 16 to Registration Statement File No. 333-49457 filed April 25, 2012

i.Amendments dated September 1, 1998, September 1, 1998, September 1, 1998, January 1, 1999, January 1, 1999, September 1, 1999, June 15, 2001, June 15, 2001, July 1, 2001, November 20, 2003, March 1, 2004 and November 1, 2004 – Incorporated by reference to Post-Effective Amendment No. 16 to Registration Statement File No. 333-49457 filed April 25, 2012

ii.Amendment dated August 1, 2011 – Incorporated by reference to Post-Effective Amendment No. 22 to Registration Statement on Form N-6 File No. 333-50410 filed April 25, 2012

iii.Amendments dated June 20, 2005, September 1, 2006, January 1, 2009 and August 1, 2009 – Incorporated by reference to Post-Effective Amendment No. 21 to Registration Statement on Form N-6 File No. 333-50410 filed April 26, 2011

iv.Amendments effective January 1, 2012 and July 30, 2012 – Incorporated by reference to Post-Effective Amendment No. 23 to Registration Statement on Form N-6 File No. 333-50410 filed April 24, 2013

v.Amendment effective September 1, 1998 – Incorporated by reference to Post-Effective Amendment No. 24 to Registration Statement File No. 333-50410 filed April 28, 2014

vi.Amendment effective May 1, 2012 – Incorporated by reference to Post-Effective Amendment No. 18 to Registration Statement File No. 333-49457 filed April 28, 2014

vii. Amendment effective August 1, 2018 – Incorporated by reference to Post-Effective Amendment No. 26 to Registration Statement File No. 333-49457 filed April 28, 2021

Exhibit (h)i.Participation, Selling, Servicing Agreements:

a.AIM Funds (Invesco Funds)

1.Participation Agreement dated April 30, 2004 with revised Schedule A as of July 6, 2005 (AIM Variable Insurance Funds, A I M Distributors, Inc., and Massachusetts Mutual Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

i.Amendment No. 1 effective as of July 1, 2008 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

ii.Amendment No. 2 effective April 30, 2010 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

iii.Amendment No. 3 effective May 1, 2011 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

iv.Amendment No. 4 dated May 3, 2021 regarding Rules 30e-3 and 498A – Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement File No. 333-206438 filed November 15, 2021

2.Financial Support Agreement dated October 1, 2016 (Invesco Distributors, Inc. and Massachusetts Mutual Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 9 to Registration Statement File No. 333-150916 filed April 26, 2017

i.Amendment No. 1 dated May 24, 2019 – Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement File No. 333-206438 filed November 15, 2021

3.Administrative Services Agreement dated October 1, 2016 (Invesco Advisers, Inc. and Massachusetts Mutual Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

b.American Century Funds

1.Shareholder Services Agreement dated as of May 14, 1998 (American Century Investment Management, Inc., Massachusetts Mutual Life Insurance Company, and C.M. Life Insurance Company) – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021

i.Amendment No. 1 dated and effective as of May 1, 1999 (MML Bay State Life Insurance Company becomes a party to the Agreement) – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021

ii.Amendment No. 2 dated and effective as of September 1, 1999 – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021

iii.Amendment No. 3 dated and effective as of January 1, 2000 – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021

iv.Amendment No. 4 dated and effective as of August 1, 2003 – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021

v.Amendment No. 5 effective as of November 1, 2008 – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021

vi.Amendment No. 6 effective as of March 1, 2011 – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021

vii.Amendment No. 7 effective July 1, 2013 – Incorporated by reference to Post-Effective Amendment No. 24 to Registration Statement File No. 333-50410 filed April 28, 2014

viii. Amendment No. 8 dated October 16, 2020 – Incorporated by reference to Post-Effective Amendment No. 26 to Registration Statement File No. 333-49457 filed April 28, 2021

c.American Funds^® Funds

1.Participation Agreement dated as of March 7, 2003 (American Funds Insurance Series, Capital Research and Management Company, and Massachusetts Mutual Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

i.Amendment No. 1 dated August 1, 2004 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

ii.Amendment No. 2 dated as of May 1, 2006 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

iii.Amendment No. 3 dated as of April 30, 2010 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

iv.Amendment No. 4 dated as of November 18, 2020 – Incorporated by reference to Post-Effective Amendment No. 33 to Registration Statement File No. 333-50410 filed April 28, 2021

v.Amendment No. 5 dated as of November 18, 2020 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

2.Business Agreement dated March 7, 2003 (Massachusetts Mutual Life Insurance Company, MML Distributors, LLC, American Funds Distributors, Inc. and Capital Research and Management Company) – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

i.First amendment effective May 1, 2013 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

ii.Second amendment dated as of September 1, 2014 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

d.DWS Funds

1.Participation Agreement made as of September 1, 1999 (BT Insurance Funds Trust, Bankers Trust Company, Massachusetts Mutual Life Insurance Company and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

i.Amendment No. 1 dated February 1, 2000 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

ii.Amendments No. 2 dated January 16, 2001 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

iii.Amendments No. 3, dated April 24, 2001 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

iv.Amendments No. 4, January 16, 2001 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

v.Amendment No. 5, dated August 1, 2004 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

vi.Amendment No. 6 dated October 1, 2006 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

vii.Amendment No. 7 dated July 12, 2010 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022

viii. Amendment regarding Rules 30e-3 and 498A as of April 1, 2021 – Incorporated by reference to Post-Effective Amendment No. 35 to Registration Statement File No. 333-50410 filed on or about April 27, 2022

e.Fidelity^® Funds

1.Amended and Restated Participation Agreement dated May 22, 2017 (Fidelity^® Variable Insurance Products Fund, Fidelity^® Variable Insurance Products Fund II, Fidelity^® Variable Insurance Products Fund III, Fidelity^® Variable Insurance Products Fund IV, Fidelity^® Variable Insurance Products Fund V, Fidelity Distributors Corporation and Massachusetts Mutual Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 4 to Registration Statement File No. 333-202684 filed April 24, 2018

i.First Amendment dated May 22, 2017 – Incorporated by reference to Post-Effective Amendment No. 4 to Registration Statement File No. 333-202684 filed April 24, 2018

ii.Amendment dated January 21, 2019 – Incorporated by reference to Post-Effective Amendment No. 5 to Registration Statement File No. 333-202684 filed April 25, 2019

iii.Amendment dated October 1, 2020 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

iv.Amendment dated March 1, 2021 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

2.Summary Prospectus Agreement effective May 1, 2011 (Fidelity Distributors Corporation and Massachusetts Mutual Life Insurance Company, C.M. Life Insurance Company, and MML Bay State Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

3.Service Contract dated January 1, 2004 (MML Investors Services, LLC, MML Strategic Distributors, LLC, and MML Distributors, LLC) – Incorporated by reference to Pre-Effective Amendment No. 2 to Registration Statement File No. 333-215823 filed June 14, 2017

i.First Amendment dated October 1, 2008 – Incorporated by reference to Pre-Effective Amendment No. 2 to Registration Statement File No. 333-215823 filed June 14, 2017

ii.Second Amendment dated May 22, 2017 – Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement File No. 333-206438 filed November 15, 2021

iii.Third Amendment dated November 1, 2018 – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021

iv.Fourth Amendment dated September 28, 2021 (C.M. Life Insurance Company becomes a party to the Agreement) – Incorporated by reference to Registration Statement File No. 333-206438 filed November 15, 2021

4.Service Agreement dated October 1, 1999 – Incorporated by reference to Pre-Effective Amendment No. 2 to Registration Statement File No. 333-215823 filed June 14, 2017

i.Amendment dated May 22, 2017 – Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement File No. 333-206438 filed November 15, 2021

ii.Second Amendment dated December 13, 2017 – Incorporated by reference to Post-Effective Amendment No. 10 to Registration Statement File No. 333-150916 filed April 24, 2018

iii.Third Amendment dated January 1, 2021 – Incorporated by reference to Post-Effective Amendment No. 12 to Registration Statement File No. 333-202684 filed April 28, 2021

 f.Franklin Templeton Funds

1.Participation Agreement dated as of May 1, 2000 (Franklin Templeton Variable Insurance Products Trust, Franklin Templeton Distributors, Inc. Massachusetts Mutual Life Insurance Company, C.M. Life Insurance Company and MML Bay State Life Insurance Company) – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021

i.Amendment effective April 15, 2001 – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021

ii.Amendment No. 2 effective May 1, 2003 – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021

iii.Amendment No. 3 effective June 5, 2007 – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021

iv.Amendment No. 4 dated October 25, 2010 – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021

v.Addendum effective as of March 20, 2012 (with MML Distributors, LLC) – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021

vi.Amendment effective as of January 15, 2013 – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021

vii.Amendment No. 6 executed as of August 6, 2014 – Incorporated by reference to Pre-Effective Amendment No. 1 to Registration Statement No. 333-259818 filed December 17, 2021

viii.Amendment No. 7 dated October 14, 2016 – Incorporated by reference to Post-Effective Amendment No. 21 to Registration Statement File No. 333-49457 filed April 26, 2017

ix.Amendment No. 8 dated September 8, 2020 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-49457 filed April 28, 2021

	2.	Administrative Services Agreement dated May 2, 2002 (Franklin Templeton Services, LLC, Massachusetts Mutual Life Insurance Company, C.M. Life Insurance Company and MML Bay State Life Insurance Company – Incorporated by reference to Post-Effective Amendment No. 21 to Registration Statement File No. 333-49457 filed April 26, 2017
		i.	Amendment No. 1 dated August 10, 2005 – Incorporated by reference to Post-Effective Amendment No. 21 to Registration Statement File No. 333-49457 filed April 26, 2017
		ii.	Amendment No. 2 dated December 28, 2007 – Incorporated by reference to Post-Effective Amendment No. 21 to Registration Statement File No. 333-49457 filed April 26, 2017
		iii.	Amendment No. 3 dated October 14, 2016 – Incorporated by reference to Post-Effective Amendment No. 21 to Registration Statement File No. 333-49457 filed April 26, 2017
		iv.	Amendment No. 4 dated September 8, 2020 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-49457 filed April 28, 2021
		v.	Amendment No. 5 executed October 4, 2021– Incorporated by reference to Pre-Effective Amendment No. 1 to Registration Statement No. 333-259818 filed December 17, 2021
g.	Goldman Sachs Funds
	1.	Participation Agreement dated October 23, 1998 (Goldman Sachs Variable Insurance Trust, Goldman Sachs & Co. and Massachusetts Mutual Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022
		i.	Amendment effective November 1, 1999 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022
		ii.	Amendment 2, effective May 1, 2000 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022
		iii.	Amendment 3 effective April 15, 2001 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022
		iv.	Amendment 4 effective May 1, 2003 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022
		v.	Amendment No. 5 effective April 6, 2011 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022
		vi.	Amendment No. 6 dated October 1, 2016 – Incorporated by reference to Post-Effective Amendment No. 20 to Registration Statement File No. 333-65887 filed April 26, 2017
		vii.	Amendment No. 7 dated October 14, 2020 – Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement on File No. 333-215823 filed April 28, 2021
		viii.	Amendment regarding Rules 30e-3 and 498A as of April 1, 2021 - Incorporated by reference to Post-Effective Amendment No. 35 to Registration Statement File No. 333-50410 filed on or about April 27, 2022
	2.	Service Agreement dated October 1, 2016 for Service Class Shares (Goldman Sachs Variable Insurance Trust, Goldman Sachs & Co., Massachusetts Mutual Life Insurance Company, MML Investors Services, LLC, MML Distributors, LLC and MML Strategic Distributors, LLC) – Incorporated by reference to Pre-Effective Amendment No. 2 to Registration Statement File No. 333-215823 filed June 14, 2017
h.	Janus Aspen Funds (Institutional)
	1.	Participation Agreement dated August 30, 1999 (Janus Aspen Series and Massachusetts Mutual Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022
		i.	Amendment effective April 15, 2001  – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022
		ii.	Amendment dated and effective May 1, 2011 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022
		iii.	Amendment regarding Rules 30e-3 and 498A as of April 7, 2021 – Incorporated by reference to Post-Effective Amendment No. 35 to Registration Statement No. 333-50410 filed on or about April 28, 2022
i.	Janus Aspen Funds (Service)
	1.	Participation Agreement dated March 14, 2002 (Massachusetts Mutual Life Insurance Company and Janus Aspen Series) – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022
		i.	Amendment No. 1 effective April 1, 2003– Incorporated by reference to Post- Effective Amendment No. 21 to Registration Statement File No. 333-50410 filed April 26, 2011 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022
		ii.	Amendment No. 2 effective August 1, 2004 – Incorporated by reference to Post- Effective Amendment No. 21 to Registration Statement File No. 333-50410 filed April 26, 2011 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022
		iii.	Amendment No. 3 effective May 1, 2011 – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022
		iv.	Amendment regarding Rules 30e-3 and 498A as of April 7, 2021 – Incorporated by reference to Post-Effective Amendment No. 1 to Registration Statement No. 333-255824 filed on or about April 28, 2022
	2.	Distribution and Shareholder Services Agreement dated as of March 14, 2002 (Janus Distributors, Inc. and Massachusetts Mutual Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022
j.	MFS® Funds
	1.	Amended and Restated Participation Agreement dated October 1, 2016 (MFS® Variable Insurance Trust, MFS® Variable Insurance Trust II, MFS® Variable Insurance Trust III, MFS® Fund Distributors, Inc. and Massachusetts Mutual Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 23 to Registration Statement File No. 333-22557 filed April 26, 2017
		i.	First Amendment dated October 1, 2020 to the Amended and Restated Participation Agreement dated October 1, 2016 – Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement File No. 333- 215823 filed April 28, 2021
	2.	Shareholder Services Letter Agreement (re Administrative Services) dated October 1, 2016 (MFS Variable Insurance Trust, MFS Variable Insurance Trust II, MFS Variable Insurance Trust III, MFS Fund Distributors, Inc. and Massachusetts Mutual Life Insurance Company) – Incorporated by reference to Pre-Effective Amendment No. 1 to Registration Statement No. 333-259818 filed December 17, 2021

k.	MML Funds
	1.	Participation Agreement dated November 17, 2005 (MML Series Investment Fund, Massachusetts Mutual Life Insurance Company and MML Bay State Life Insurance Company and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		i.	First Amendment effective November 17, 2005 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		ii.	Second Amendment dated as of August 26, 2008 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		iii.	Third Amendment dated April 9, 2010 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		iv.	Fourth Amendment dated and effective July 23, 2010 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		v.	Fifth Amendment dated August 28, 2012 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		vi.	Sixth Amendment dated April 1, 2014 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		vii.	Seventh Amendment dated August 11, 2015 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		viii.	Eighth Amendment dated February 20, 2020 – Incorporated by reference to Post-Effective Amendment No. 7 to Registration Statement File No. 333-202684 filed April 28, 2020
		ix.	Ninth Amendment dated June 2, 2021 – Incorporated by reference to Pre-Effective Amendment No. 1 to Registration Statement File No. 333-255824 filed August 24, 2021
l.	MML II Funds
	1.	Participation Agreement dated November 17, 2005 (MML Series Investment Fund II, Massachusetts Mutual Life Insurance Company and MML Bay State Life Insurance Company and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		i.	First Amendment effective November 17, 2005 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		ii.	Second Amendment dated as of August 26, 2008 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		iii.	Third Amendment dated as of April 9, 2010 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		iv.	Fourth Amendment dated and effective July 23, 2010 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		v.	Fifth Amendment dated August 1, 2011 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		vi.	Six Amendment dated and effective August 28, 2012 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		vii.	Seventh Amendment dated and effective November 12, 2012 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		viii.	Eighth Amendment dated April 1, 2014 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		ix.	Ninth Amendment dated August 11, 2015 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		x.	Tenth Amendment dated February 20, 2020 – Incorporated by reference to Post-Effective Amendment No. 7 to Registration Statement File No. 333-202684 filed April 28, 2020
		xi.	Eleventh Amendment dated June 2, 2021 – Incorporated by reference to Pre-Effective Amendment No. 1 to Registration Statement File No. 333-255824 filed August 24, 2021
m.	T. Rowe Price Funds
	1.	Participation Agreement dated as of June 1, 1998 (T. Rowe Price Equity Series, Inc., T. Rowe Price Investment Services, Inc. and Massachusetts Mutual Life Insurance Company) – Incorporated by reference to Initial Registration Statement File No. 333-333-259818 filed September 27, 2021
		i.	Amendment effective December 15, 1999 (T. Rowe Price Fixed Income Series, Inc., becomes a party) – Incorporated by reference to Initial Registration Statement File No. 333-333-259818 filed September 27, 2021
		ii.	Amendment effective May 1, 2006 – Incorporated by reference to Initial Registration Statement File No. 333-333-259818 filed September 27, 2021
		iii.	Amendment effective January 7, 2008 – Incorporated by reference to Initial Registration Statement File No. 333-333-259818 filed September 27, 2021
		iv.	Amendment effective March 21, 2013 – Incorporated by reference to Initial Registration Statement File No. 333-333-259818 filed September 27, 2021
		v.	Amendment effective September 1, 2016 – Incorporated by reference to Post-Effective Amendment No. 23 to Registration Statement File No. 333-22557 filed April 26, 2017
		vi.	Amendment dated November 11, 2020 – Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement File No. 333-215823 filed April 28, 2021
		vii.	Variable Insurance Funds NSCC Services Supplement dated December 4, 2020 – Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement File No. 333-215823 filed April 28, 2021

ii.	Shareholder Information Agreements (Rule 22c-2 Agreements)
	a.	AIM Investment Services, Inc. effective October 16, 2007 (Massachusetts Mutual Life Insurance Company, and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
		1.	Amendment No. 1 dated June 30, 2020 – Incorporated by reference to Pre-Effective Amendment 3 to Registration Statement File No. 333-229670 filed October 2, 2020
	b.	American Century Investment Services, Inc. effective October 16, 2007 (Massachusetts Mutual Life Insurance Company, MML Bay State Life Insurance Company and C.M. Life Insurance Company) – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021
	c.	American Funds Service Company effective October 16, 2007 (Massachusetts Mutual Life Insurance Company and C.M. Life Insurance Company) – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021
		1.	Amendment No. 1 dated August 22, 2008 – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021
	d	DWS Scudder Distributors, Inc. effective October 16, 2007 (Massachusetts Mutual Life Insurance Company and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 34 to Registration Statement File No. 333-50410 filed April 21, 2022
	e.	Fidelity Distributors Corporation effective October 16, 2007 (Massachusetts Mutual Life Insurance Company, MML Bay State Life Insurance Company, and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
	f.	Franklin/Templeton Distributors, Inc. effective April 16, 2007 (Massachusetts Mutual Life Insurance Company and C.M. Life Insurance Company) – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021
	g.	Goldman Sachs & Co. effective October 16, 2007 (Massachusetts Mutual Life Insurance Company and C.M. Life Insurance Company) – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021
	h.	Janus Aspen Series effective October 16, 2007 (Massachusetts Mutual Life Insurance Company and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 1 to Registration Statement File No. 333-255824 filed August 24, 2021
	i.	MFS® Fund Distributors, Inc. effective October 16, 2007 (Massachusetts Mutual Life Insurance Company and C.M. Life Insurance Company) – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021
	j.	MML Series Investment Fund effective October 16, 2007 (Massachusetts Mutual Life Insurance Company, MML Bay State Life Insurance Company, and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
	k.	MML Series Investment Fund II effective October 16, 2007 (Massachusetts Mutual Life Insurance Company, MML Bay State Life Insurance Company, and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021
	l.	T. Rowe Price Services, Inc., T. Rowe Price Investment Services, Inc. effective October 16, 2007 (Massachusetts Mutual Life Insurance Company, MML Bay State Life Insurance Company and C.M. Life Insurance Company) – Incorporated by reference to Initial Registration Statement File No. 333-259818 filed September 27, 2021
		1.	Amendment dated as of March 1, 2017 (T. Rowe Price Fixed Income Series, Inc. and T. Rowe Price Equity Series, Inc. are each made a party to the agreement) – Incorporated by reference to Post- Effective Amendment No. 23 to Registration Statement File No. 333-22557 filed April 26, 2017
		2.	Amendment dated November 11, 2020 – Incorporated by reference to Post-Effective Amendment No. 26 to Registration Statement File No. 333-49457 filed April 28. 2021

Exhibit (i)Not Applicable

Exhibit (j)Not Applicable

Exhibit (k) Opinion and Consent of Counsel as to the legality of the securities being registered – Incorporated by reference to Post-Effective Amendment No. 27 to Registration Statement File No. 333-49475 filed April 21, 2022

Exhibit (l)Not Applicable

Exhibit (m)Not Applicable

Exhibit (n)i.Auditor Consents:

·Company Financial Statements *

·Separate Account Financial Statements *

  ii. a   Powers of Attorney for:

·Roger W. Crandall

·Mark T. Bertolini

·Kathleen A. Corbet

·James H. DeGraffenreidt, Jr.

·Isabel D. Goren

·Jeffrey H. Leiden

·Sean Newth

·Laura J. Sen

·William T. Spitz

·H. Todd Stitzer

·Elizabeth A. Ward

– Incorporated by reference to Post-Effective Amendment No. 7 to Registration Statement File No. 333-202684 filed April 28, 2020

     b.  Powers of Attorney for:

·Bernard A. Harris, Jr.

·Michelle K. Lee

– Incorporated by reference to Post-Effective Amendment No. 32 to Registration Statement File No. 333-22557 filed April 21, 2022

iii.Resolution Regarding the Rules and Regulations of the Board of Directors dated February 13, 2019 – Incorporated by reference to Pre-Effective Amendment No. 3 to Registration Statement File No. 333-229670 filed October 2, 2020

Exhibit (o)Not Applicable

Exhibit (p)Not Applicable

Exhibit (q)SEC Procedures Memorandum dated April 1, 2022, describing Massachusetts Mutual Life Insurance Company issuance, transfer, and redemption procedures for the Policy – Incorporated by reference to Post-Effective Amendment No. 5 to Registration Statement File No. 333-229670 filed on or about April 27, 2022

*filed herewith

Item 31.Directors and Officers of the Depositor

Directors of Massachusetts Mutual Life Insurance Company

Roger W. Crandall, Director, Chairman	Kathleen A. Corbet, Director	Isabella D. Goren, Director
1295 State Street B101	49 Cross Ridge Road	8030 Acoma Lane
Springfield, MA 01111	New Canaan, CT 06840	Dallas, TX 75252
Mark T. Bertolini, Director	James H. DeGraffenreidt, Jr., Director	William T. Spitz, Director
PO Box 20917	1340 Smith Avenue, Suite 200	16 Wynstone
700 Columbus Avenue	Baltimore, MD 21209	Nashville, TN 37215
New York, NY 10025
Jeffrey M. Leiden, Director	Laura J. Sen, Director	Michelle K. Lee
15 North Beach Road	95 Pembroke Street, Unit 1	19952 Moran Lane
Hobe Sound, FL 33455	Boston, MA 02118	Saratoga, CA 95070
H. Todd Stitzer, Lead Director	Bernard A. Harris, Jr.
1312 Casey Key Road	3333 Allen Parkway, #1709
Nokomis, FL 34275	Houston, Texas 77019

Principal Officers of Massachusetts Mutual Life Insurance Company

Roger W. Crandall, President and Chief Executive Officer	Timothy Corbett, Chief Investment Officer
1295 State Street B101	1295 State Street
Springfield, MA 01111	Springfield, MA 01111
Julieta Sinisgalli, Treasurer	Pia Flanagan, Chief of Staff to the CEO
1295 State Street	1295 State Street
Springfield, MA 01111	Springfield, MA 01111
Michael J. O’Connor, General Counsel 1295 State Street Springfield, MA 01111	Susan Cicco, Head of Human Resources & Employee Experience 1295 State Street Springfield, MA 01111
Elizabeth A. Ward, Chief Financial Officer	Gareth F. Ross, Head of Enterprise Technology & Experience
1295 State Street	1295 State Street
Springfield, MA 01111	Springfield, MA 01111
Michael Fanning, Head of MassMutual U.S.	Geoffrey Craddock, Chief Risk Officer
1295 State Street	1295 State Street
Springfield, MA 01111	Springfield, MA 01111
Sean Newth, Senior Vice President and Corporate Controller	Akintokunbo Akinbajo, Corporate Secretary
1295 State Street	1295 State Street
Springfield, MA 01111	Springfield, MA 01111

Item 32.           Persons Controlled by or Under Common Control with the Depositor or the Registrant

Incorporated by reference to Item 32 on Form N-6 in Post-Effective Amendment No. 1 to Registration Statement File No. 333-259818 filed on or about April 27, 2022

Item 33.           Indemnification

MassMutual directors and officers are indemnified under Article V. of the by-laws of Massachusetts Mutual Life Insurance Company, as set forth below.

ARTICLE V. of the By-laws of MassMutual provides for indemnification of directors and officers as follows:

ARTICLE V.

INDEMNIFICATION

Subject to limitations of law, the Company shall indemnify:

(a) each director, officer or employee;

(b) any individual who serves at the request of the Company as a director, board member, committee member, partner, trustee, officer or employee of any foreign or domestic organization or any separate investment account; or

(c) any individual who serves in any capacity with respect to any employee benefit plan,

from and against all loss, liability and expense imposed upon or incurred by such person in connection with any threatened, pending or completed action, claim, suit, investigation or proceeding of any nature whatsoever, in which such person may be involved or with which he or she may be threatened to be involved, by reason of any alleged act, omission or otherwise while serving in any such capacity, whether such action, claim, suit, investigation or proceeding is civil, criminal, administrative, arbitrative, or investigative and/or formal or informal in nature. Indemnification shall be provided although the person no longer serves in such capacity and shall include protection for the person’s heirs and legal representatives.

Indemnities hereunder shall include, but not be limited to, all costs and reasonable counsel fees, fines, penalties, judgments or awards of any kind, and the amount of reasonable settlements, whether or not payable to the Company or to any of the other entities described in the preceding paragraph, or to the policyholders or security holders thereof.

Notwithstanding the foregoing, no indemnification shall be provided with respect to:

(1) any matter as to which the person shall have been adjudicated in any proceeding not to have acted in good faith in the reasonable belief that his or her action was in the best interests of the Company or, to the extent that such matter relates to service with respect to any employee benefit plan, in the best interests of the participants or beneficiaries of such employee benefit plan;

(2) any liability to any entity which is registered as an investment company under the Federal Investment Company Act of 1940 or to the security holders thereof, where the basis for such liability is willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of office; and

(3) any action, claim or proceeding voluntarily initiated by any person seeking indemnification, unless such action, claim or proceeding had been authorized by the Board of Directors or unless such person’s indemnification is awarded by vote of the Board of Directors.

In any matter disposed of by settlement or in the event of an adjudication which in the opinion of the General Counsel or his or her delegate does not make a sufficient determination of conduct which could preclude or permit indemnification in accordance with the preceding paragraphs (1), (2) and (3), the person shall be entitled to indemnification unless, as determined by the majority of the disinterested directors or in the opinion of counsel (who may be an officer of the Company or outside counsel employed by the Company), such person’s conduct was such as precludes indemnification under any such paragraph. The termination of any action, claim, suit, investigation or proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendere or its equivalent shall not, of itself, create a presumption that the person did not act in good faith and in a manner which he or she reasonably believed to be in the best interests of the Company.

The Company may at its option indemnify for expenses incurred in connection with any action or proceeding in advance of its final disposition, upon receipt of a satisfactory undertaking for repayment if it be subsequently determined that the person thus indemnified is not entitled to indemnification under this Article V.”

To provide certainty and more clarification regarding the indemnification provisions of the Bylaws set forth above, MassMutual has entered into indemnification agreements with each of its directors, and with each of its officers who serve as a director of a subsidiary of MassMutual, (a “Director”). Pursuant to the Agreements, MassMutual agrees to indemnify a Director, to the extent legally permissible, against (a) all expenses, judgments, fines and settlements (“Costs”), liabilities, and penalties paid in connection with a proceeding involving the Director because he or she is a director if the Director (i) acted in good faith, (ii) reasonably believed the conduct was in the Company’s best interests; (iii) had no reasonable cause to believe the conduct was unlawful (in a criminal proceeding); and, (iv) engaged in conduct for which the Director shall not be liable under MassMutual’s Charter or By-Laws. MassMutual further agrees to indemnify a Director, to the extent permitted by law, against all Costs paid in connection with any proceeding (i) unless the Director breached a duty of loyalty, (ii) except for liability for acts or omissions not in good faith, involving intentional misconduct or a knowing violation of law, (iii) except for liability under Section 6.40 of Chapter 156D of Massachusetts Business Corporation Act (“MBCA”), or (iv) except for liability related to any transaction from which the Director derived an improper benefit. MassMutual will also indemnify a Director, to the fullest extent authorized by the MBCA, against all expenses to the extent the Director has been successful on the merits or in defense of any proceeding. If any court determines that despite an adjudication of liability to MassMutual or its subsidiary that the Director is entitled to indemnification, MassMutual will indemnify the Director to the extent permitted by law. Subject to the Director’s obligation to pay MassMutual in the event that the Director is not entitled to indemnification, MassMutual will pay the expenses of the Director prior to a final determination as to whether the Director is entitled to indemnification.

Item 34.           Principal Underwriters

(a)MML Investors Services, LLC (“MMLIS”) acts as principal underwriter of the contracts/policies/certificates sold by its registered representatives and MML Strategic Distributors, LLC (“MSD”) serves as principal underwriter of the contracts/policies/certificates sold by registered representatives of other broker-dealers who have entered into distribution agreements with MSD.

MMLIS and MSD either jointly or individually act as principal underwriters for:

Massachusetts Mutual Variable Life Separate Account I, Massachusetts Mutual Variable Annuity Separate Account 1, Massachusetts Mutual Variable Annuity Separate Account 2, Massachusetts Mutual Variable Annuity Separate Account 3, Massachusetts Mutual Variable Annuity Separate Account 4, Panorama Separate Account, Connecticut Mutual Variable Life Separate Account I, MML Bay State Variable Life Separate Account I, MML Bay State Variable Annuity Separate Account 1, Panorama Plus Separate Account, C.M. Multi-Account A, C.M. Life Variable Life Separate Account I, Massachusetts Mutual Variable Life Separate Account II.

(b)MMLIS and MSD are the principal underwriters for this policy. The following people are officers and directors of MMLIS and officers and directors of MSD:

DIRECTORS AND OFFICERS OF MML INVESTORS SERVICES, LLC

Name	Positions and Offices	Principal Business Address
Wendy Benson	Director and President	*
Geoffrey Craddock	Director	470 Atlantic Avenue Boston, MA 02110
Michael Fanning	Director	*
Sean Newth	Director	*
John Vaccaro	Director, Chief Executive Officer and Chairman of the Board	*
William F. Monroe, Jr.	Vice President and Chief Product & Services Officer	*
David Mink	Vice President and Chief Operations Officer	11215 North Community House Rd. Charlotte, NC 28277
Nathan Hall	Chief Financial Officer and Treasurer	*
Robert Rosenthal	Chief Legal Officer, Vice President and Secretary	*
Courtney Reid	Chief Compliance Officer	*
James P. Puhala	Deputy Chief Compliance Officer	*
Michael Gilliland	Deputy Chief Compliance Officer	*
Thomas Bauer	Chief Technology Officer	*
Anthony Frogameni	Chief Privacy Officer	*
Vaughn Bowman	Vice President	*
Brian Foley	Vice President	*
Daken Vanderburg	Vice President	*
Mary B. Wilkinson	Vice President	11215 North Community House Rd. Charlotte, NC 28277
Joseph Sparacio	Agency Field Force Supervisor	11215 North Community House Rd. Charlotte, NC 28277
David Holtzer	Field Risk Officer	11215 North Community House Rd. Charlotte, NC 28277
Edward K. Duch, III	Assistant Secretary	*
Amy Francella	Assistant Secretary	*
Alyssa O’Connor	Assistant Secretary	*
Pablo Cabrera	Assistant Treasurer	*
Jeffrey Sajdak	Assistant Treasurer	*
Julieta Sinisgalli	Assistant Treasurer	*
Kevin Lacomb	Assistant Treasurer	*
Mary Helmlinger	Continuing Education Officer	*
Mario Morton	Registration Manager	*
Kelly Pirrotta	AML Compliance Officer	*
John Rogan	Regional Vice President	*
Michelle Pedigo	Regional Vice President	*
Lee Zuber	Regional Vice President	*

* 1295 State Street, Springfield, MA 01111-0001

OFFICERS AND DIRECTORS OF MML STRATEGIC DISTRIBUTORS, LLC

Name	Positions and Offices	Principal Business Address
Dominic Blue	Director and Chairman of the Board	*
Geoffrey Craddock	Director	470 Atlantic Avenue Boston, MA 02110
Matthew DiGangi	Director and Chief Executive Officer and President	*
Sean Newth	Director	*
Nathan Hall	Chief Financial Officer and Treasurer	*
Robert S. Rosenthal	Chief Legal Officer, Secretary and Vice President	*
James P. Puhala	Vice President and Chief Compliance Officer	*
Vincent Baggetta	Chief Risk Officer	*
Paul LaPiana	Vice President	*
Lisa Todd	Vice President	*
Edward K. Duch, III	Assistant Secretary	*
Alyssa O’Connor	Assistant Secretary	*
Pablo Cabrera	Assistant Treasurer	*
Jeffrey Sajdak	Assistant Treasurer	*
Julieta Sinisgalli	Assistant Treasurer	*
Mario Morton	Registration Manager	*
Kelly Pirrotta	AML Compliance Officer	*

*     1295 State Street, Springfield, MA 01111-0001

(c)Compensation From the Registrant

For information about all commissions and other compensation received by each principal underwriter, directly or indirectly, from the Registrant during the Registrant’s last fiscal year, refer to the “Underwriters” section of the Statement of Additional Information.

Item 35. Location of Accounts and Records

All accounts, books, or other documents required to be maintained by Section 31(a) of the Investment Company Act of 1940 and the rules promulgated thereunder are maintained by the Registrant through Massachusetts Mutual Life Insurance Company, 1295 State Street, Springfield, Massachusetts 01111.

Item 36. Management Services

Not Applicable

Item 37. Fee Representation

REPRESENTATION UNDER SECTION 26(f)(2)(A) OF

THE INVESTMENT COMPANY ACT OF 1940

Massachusetts Mutual Life Insurance Company hereby represents that the fees and charges deducted under the Variable Universal Life (“VUL”) policy described in this Registration Statement, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by Massachusetts Mutual Life Insurance Company.

SIGNATURES

Pursuant to the requirements of Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for effectiveness of this registration statement under Rule 485(b) under the Securities Act and has duly caused this registration statement to be signed on its behalf by the undersigned, duly authorized, in the City of Springfield, and the Commonwealth of Massachusetts on this 22^nd day of April, 2022.

MASSACHUSETTS MUTUAL VARIABLE LIFE SEPARATE ACCOUNT I

(Registrant)

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY

(Depositor)

By	ROGER W. CRANDALL*
	Roger W. Crandall
	President and Chief Executive Officer (principal executive officer)
	Massachusetts Mutual Life Insurance Company

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.

Signature	Title	Date
ROGER W. CRANDALL *	Director and Chief Executive Officer	April 22, 2022
Roger W. Crandall	(principal executive officer)
ELIZABETH A. WARD *	Chief Financial Officer	April 22, 2022
Elizabeth A. Ward	(principal financial officer)
SEAN NEWTH *	Corporate Controller	April 22, 2022
Sean Newth	(principal accounting officer)
MARK T. BERTOLINI *	Director	April 22, 2022
Mark T. Bertolini
KATHLEEN A. CORBET *	Director	April 22, 2022
Mark T. Bertolini
JAMES H. DEGRAFFENREIDT, JR. *	Director	April 22, 2022
James H. DeGraffenreidt, Jr.
ISABELLA D. GOREN *	Director	April 22, 2022
Isabella D. Goren
BERNARD A. HARRIS, JR. *	Director	April 22, 2022
Bernard A. Harris, Jr.
MICHELLE K. LEE *	Director	April 22, 2022
Michelle K. Lee
JEFFREY M. LEIDEN *	Director	April 22, 2022
Jeffrey M. Leiden
LAURA J. SEN *	Director	April 22, 2022
Laura J. Sen
WILLIAM T. SPITZ *	Director	April 22, 2022
William T. Spitz
H. TODD STITZER *	Director	April 22, 2022
H. Todd Stitzer

/s/ JOHN E. DEITELBAUM

* John E. Deitelbaum

Attorney-in-Fact pursuant to Powers of Attorney

INDEX TO EXHIBITS

Item No.	Exhibit
Item 30.	Exhibit (n)	i.	Auditor Consents
				•	Company Financial Statements
				•	Separate Account Financial Statements

EX-99.(N) I 2 nc10028384x1_ex99ni.htm AUDITOR CONSENTS

Item 30. Exhibit (n) i.

Consent of Independent Registered Public Accounting Firm

We consent to the use of our report dated February 25, 2022, with respect to the statutory financial statements of Massachusetts Mutual Life Insurance Company (the Company), included herein, and to the reference to our firm under the heading “Experts” in the registration statement No. 333-49475, Post-Effective Amendment No. 28, on Form N-6.

/s/ KPMG LLP

Hartford, Connecticut

April 25, 2022

Consent of Independent Registered Public Accounting Firm

We consent to the use of our report dated March 8, 2022, with respect to the financial statements of Massachusetts Mutual Variable Life Separate Account I, included herein, and to the reference to our firm under the heading “Experts” in the registration statement No. 333-49475, Post-Effective Amendment No. 28, on Form N-6.

/s/ KPMG LLP

Boston, Massachusetts

April 25, 2022

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EX-99.(N) I

Item 30. Exhibit (n) i.

Consent of Independent Registered Public Accounting Firm

We consent to the use of our report dated February 25, 2022, with respect to the statutory financial statements of Massachusetts Mutual Life Insurance Company (the Company), included herein, and to the reference to our firm under the heading “Experts” in the registration statement No. 333-49475, Post-Effective Amendment No. 28, on Form N-6.

/s/ KPMG LLP

Hartford, Connecticut

April 25, 2022

Consent of Independent Registered Public Accounting Firm

We consent to the use of our report dated March 8, 2022, with respect to the financial statements of Massachusetts Mutual Variable Life Separate Account I, included herein, and to the reference to our firm under the heading “Experts” in the registration statement No. 333-49475, Post-Effective Amendment No. 28, on Form N-6.

/s/ KPMG LLP

Boston, Massachusetts

April 25, 2022