UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number 811-2183
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MassMutual Corporate Investors
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(Exact name of registrant as specified in charter)
1500 Main Street, Suite 1100, Springfield, MA 01115
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(Address of principal executive offices) (Zip code)
Stephen L. Kuhn, Vice President and Secretary
1500 Main Street, Suite 2800, Springfield, MA 01115
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(Name and address of agent for service)
Registrant's telephone number, including area code: 413-226-1000
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Date of fiscal year end: 12/31
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Date of reporting period: 06/30/03
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Form N-CSR is to be used by management investment companies to file reports with
the Commission not later than 10 days after the transmission to stockholders of
any report that is required to be transmitted to stockholders under Rule 30e-1
under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may
use the information provided on Form N-CSR in its regulatory, disclosure review,
inspection and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-CSR
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW,
Washington, DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORT TO STOCKHOLDERS.
Attached hereto is the semi-annual shareholder report transmitted to
shareholders pursuant to Rule 30e-1 of the Investment Company Act of
1940, as amended.
MassMutual
CORPORATE
INVESTORS
REPORT for the SIX
MONTHS ENDED 6/30/03
MASSMUTUAL CORPORATE INVESTORS ADVISER
c/o David L. Babson & Company Inc. David L. Babson & Company Inc.,
1500 Main Street, Suite 1100 a member of the MassMutual
Springfield, Massachusetts 01115 Financial Group
(413) 226-1516
AUDITOR
Deloitte & Touche, LLP
New York, New York 10281
CUSTODIAN
Citibank, N.A.
New York, New York 10043
TRANSFER AGENT & REGISTRAR
Shareholder Financial Services, Inc.
P.O. Box 173673
Denver, Colorado 80217-3673
1-800-647-7374
Internet website: www.massmutual.com/mci
INVESTMENT OBJECTIVE AND POLICY
MassMutual Corporate Investors (the "Trust"), a closed-end investment company,
was offered to the public in September 1971 and its shares are listed on the New
York Stock Exchange. The share price of Corporate Investors can be found in the
financial section of most newspapers as "MassCp" or "MassMuInv" under the New
York Stock Exchange listings. The Trust's New York Stock Exchange trading symbol
is "MCI".
The Trust's investment objective is to maintain a portfolio of securities
providing a fixed yield and at the same time offering an opportunity for capital
gains. The Trust's principal investments are privately placed, below-investment
grade, long-term corporate debt obligations with equity features such as
warrants, conversion rights, or other equity features and, occasionally,
preferred stocks. The Trust typically purchases these investments, which are not
publicly tradable, directly from their issuers, which tend to be smaller
companies. In addition, the Trust may temporarily invest, subject to certain
limitations, in marketable investment grade debt securities, other marketable
debt securities (including high yield securities) and marketable common stocks.
David L. Babson & Company Inc. manages the Trust on a total return basis. The
Trust distributes substantially all of its net income to shareholders each year.
Accordingly, the Trust pays dividends to shareholders quarterly in January, May,
August, and November. The Trust pays dividends to its shareholders in cash,
unless the shareholder elects to participate in the Dividend Reinvestment and
Share Purchase Plan.
TO OUR SHAREHOLDERS
July 31, 2003
We are pleased to present the June 30, 2003 Quarterly Report of MassMutual
Corporate Investors (the "Trust"). The Trust's Board of Trustees declared a
quarterly dividend of 36 cents per share, payable on August 14, 2003 to
shareholders of record on July 31, 2003. A dividend of 36 cents per share was
paid in the previous quarter.
The capital markets, as measured by selected equity market indices, posted
strong returns for the period. During the quarter, the Dow Jones Industrial
Average increased 13.13%, the Russell 2000 Index increased 23.42% and the
Standard & Poor's Industrials Composite increased 14.43%. Similarly, the fixed
income markets increased during the quarter. The Lehman Brothers
Government/Credit Index increased 3.52%, the Lehman Brothers Intermediate U.S.
Credit Index increased 4.02% and the Lehman Brothers U.S. Corporate High Yield
Index increased 10.11% for the quarter.
For the quarter ended June 30, 2003, the Trust earned 32 cents per share
compared to 34 cents per share in the previous quarter. The Trust's net assets
as of June 30th totaled $185,398,157 or $20.98 per share compared to
$180,197,951 or $20.39 per share on March 31, 2003. This translated into
portfolio returns of 4.72% for the quarter and 10.33% for the 1- year period
ending June 30, 2003, based on change in net assets assuming the reinvestment of
all dividends and distributions. Long term, the Trust's portfolio had average
annualized returns of 7.89%, 14.24%, and 14.48% for the 5-, 10- and 25- year
time periods ended June 30, 2003, respectively, again based on change in net
assets assuming the reinvestment of all dividends and distributions.
The Trust closed three new private placement transactions during the second
quarter of 2003, totaling approximately $4.5 million. The Trust purchased
securities of Coeur, Inc., MedAssist Inc. and TruStile Doors Inc. The weighted
average coupon of these investments was 11.63%. (A brief description of these
investments can be found in the Schedule of Investments.)
Thank you for your continued interest in and support of MassMutual Corporate
Investors.
Sincerely,
/s/ Roger W. Crandall
Roger W. Crandall
President
Jobs and Growth Tax Relief Reconciliation Act of 2003
-----------------------------------------------------
In May, President Bush signed the Jobs and Growth Tax Relief Reconciliation Act
of 2003 (the "Act"). The Act amends the tax code so that qualified dividend
income is taxed at a rate of 15% for individuals in the top four tax brackets
and 5% for individuals in the lowest two tax brackets. Due to the fact that the
Trust primarily invests in interest bearing securities that do not distribute
qualifying dividend income, the Trust estimates that only a small portion of the
dividends paid by the Trust to its shareholders will qualify for these lower tax
rates. This information is not intended to be investment or financial planning
advice and should not be considered as such. We recommend that you consult your
investment or tax advisor for details about how the Act applies to your
financial plan.
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1
CONSOLIDATED STATEMENT OF MASSMUTUAL CORPORATE INVESTORS
ASSETS AND LIABILITIES
June 30, 2003
(Unaudited)
ASSETS:
Investments
(See Consolidated Schedule of Investments)
Corporate restricted securities at fair value
(Cost -- $203,894,956) $174,036,800
Corporate public securities at market value
(Cost -- $20,411,148) 18,929,572
Short-term securities at cost plus earned
discount which approximates market value 10,960,386
------------
203,926,758
Cash 1,118,706
Interest and dividends receivable, net 3,960,935
Receivable for investments sold 3,463,235
------------
TOTAL ASSETS $212,469,634
============
LIABILITIES:
Payable for investments purchased $ 6,095,000
Management fee payable 697,860
Note payable 20,000,000
Interest payable 187,711
Accrued expenses 90,906
------------
TOTAL LIABILITIES 27,071,477
============
NET ASSETS:
Common shares, par value $1.00 per share; an unlimited
number authorized 8,836,464
Additional paid-in capital 101,090,274
Retained net realized gain on investments, prior years 100,547,585
Undistributed net investment income 4,429,113
Undistributed net realized gain on investments 1,834,453
Net unrealized depreciation of investments (31,339,732)
------------
TOTAL NET ASSETS 185,398,157
------------
TOTAL LIABILITIES AND NET ASSETS $212,469,634
============
COMMON SHARES ISSUED AND OUTSTANDING 8,836,464
============
NET ASSET VALUE PER SHARE $ 20.98
============
See Notes to Consolidated Financial Statements.
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2
CONSOLIDATED STATEMENT OF OPERATIONS MASSMUTUAL CORPORATE INVESTORS
For the six months ended June 30, 2003
(Unaudited)
INVESTMENT INCOME:
Interest $ 8,014,265
Dividends 239,448
------------
TOTAL INVESTMENT INCOME 8,253,713
------------
EXPENSES:
Management fees 1,376,146
Trustees' fees and expenses 57,826
Transfer agent/registrar's expenses 24,000
Interest 757,596
Reports to shareholders 68,800
Audit and legal 97,300
Other 87,360
------------
TOTAL EXPENSES 2,469,028
------------
NET INVESTMENT INCOME ($0.65 PER SHARE) 5,784,685
------------
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
Net realized gain on investments 4,489,328
Net change in unrealized depreciation of investments 6,884,266
------------
NET GAIN ON INVESTMENTS 11,373,594
------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 17,158,279
============
See Notes to Consolidated Financial Statements.
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3
CONSOLIDATED STATEMENT OF CASH FLOWS MASSMUTUAL CORPORATE INVESTORS
For the six months ended June 30, 2003
(Unaudited)
NET INCREASE IN CASH:
Cash flows from operating activities:
Interest and dividends received $ 7,024,597
Interest expense paid (757,596)
Operating expenses paid (1,669,717)
------------
NET CASH PROVIDED BY OPERATING ACTIVITIES 4,597,284
------------
Cash flows from investing activities:
Purchases/Proceeds/Maturities from short-term
portfolio securities, net (58,641)
Purchase of portfolio securities (42,660,571)
Proceeds from disposition of portfolio securities 44,151,700
------------
NET CASH PROVIDED BY INVESTING ACTIVITIES 1,432,488
------------
NET CASH PROVIDED BY OPERATING AND INVESTING ACTIVITIES 6,029,772
------------
Cash flows from financing activities:
Increase in receipts for shares issued on reinvestment
of dividends 392,574
Cash dividends paid from net investment income (6,355,018)
------------
NET CASH USED FOR FINANCING ACTIVITIES (5,962,444)
------------
NET INCREASE IN CASH 67,328
Cash -- beginning of year 1,051,378
------------
CASH -- END OF PERIOD $ 1,118,706
============
RECONCILIATION OF NET INCREASE IN NET ASSETS TO NET
CASH FROM OPERATING AND INVESTING ACTIVITIES:
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 17,158,279
------------
Increase in investments (14,415,004)
Increase in interest and dividends receivable, net (642,552)
Increase in receivable for investments sold (2,207,666)
Increase in payable for investments purchased 6,095,000
Increase in management fee payable 54,089
Decrease in accrued expenses (12,374)
------------
TOTAL ADJUSTMENTS TO NET ASSETS FROM OPERATIONS (11,128,507)
------------
NET CASH PROVIDED BY OPERATING AND INVESTING ACTIVITIES $ 6,029,772
============
See Notes to Consolidated Financial Statements.
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4
CONSOLIDATED STATEMENTS MASSMUTUAL CORPORATE INVESTORS
OF CHANGES IN NET ASSETS
For the six months ended June 30, 2003 and the year ended December 31, 2002
For the six
months ended For the
6/30/2003 year ended
(Unaudited) 12/31/2002
------------ ------------
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income $ 5,784,685 $ 13,504,732
Net realized gain (loss) on investments 4,489,328 (2,296,178)
Net change in unrealized depreciation of investments 6,884,266 (2,951,901)
------------ ------------
Net increase in net assets resulting from operations 17,158,279 8,256,653
Net increase in shares of beneficial interest transactions 392,574 1,885,841
Dividends to shareholders from:
Net investment income (2003-$.36 per share; 2002-$1.44 per share) (3,181,127) (12,611,444)
Net realized gains on investments (2002-$.18 per share) -- (1,615,166)
------------ ------------
TOTAL INCREASE (DECREASE) IN NET ASSETS 14,369,726 (4,084,116)
NET ASSETS, BEGINNING OF YEAR 171,028,431 175,112,547
------------ ------------
NET ASSETS, END OF PERIOD/YEAR (INCLUDING UNDISTRIBUTED NET
INVESTMENT INCOME IN 2003 -- $4,429,113; 2002 -- $1,825,555) $185,398,157 $171,028,431
============ ============
See Notes to Consolidated Financial Statements.
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5
CONSOLIDATED SELECTED FINANCIAL HIGHLIGHTS MASSMUTUAL CORPORATE INVESTORS
Selected data for each common share outstanding:
For the
six months
ended For the years ended December 31,
6/30/03 ----------------------------------------------------------------------
(Unaudited) 2002 2001 2000 1999 1998
---------- ---------- ---------- ---------- ---------- ----------
Net asset value:
Beginning of year $ 19.40 $ 20.07 $ 20.74 $ 22.00 $ 23.87 $ 22.65
---------- ---------- ---------- ---------- ---------- ----------
Net investment income 0.65 1.53 1.70 1.96 1.80 1.62
Net realized and unrealized
gain (loss) on investments 1.29 (0.59) (0.53) (0.46) (0.94) 1.51
---------- ---------- ---------- ---------- ---------- ----------
Total from investment operations 1.94 0.94 1.17 1.50 0.86 3.13
---------- ---------- ---------- ---------- ---------- ----------
Dividends from net investment
income to common shareholders (0.36) (1.44) (1.79) (1.96) (1.73) (1.60)
Distributions from net realized
gain on investments to common
shareholders 0.00 (0.18) (0.09) (0.80) (1.00) (0.31)
Change from issuance of shares 0.00 0.01 0.04 0.00 0.00 0.00
---------- ---------- ---------- ---------- ---------- ----------
Total distributions (0.36) (1.61) (1.84) (2.76) (2.73) (1.91)
---------- ---------- ---------- ---------- ---------- ----------
Net asset value:
End of period/year $ 20.98 $ 19.40 $ 20.07 $ 20.74 $ 22.00 $ 23.87
---------- ---------- ---------- ---------- ---------- ----------
Per share market value:
End of period/year $ 21.60 $ 19.49 $ 20.70 $ 22.00 $ 21.38 $ 23.31
========== ========== ========== ========== ========== ==========
Total investment return
Market value 12.79%* 1.35% 1.88% 17.55% 7.35% 0.77%
Net asset value 10.06%* 4.80% 5.91% 7.28% 7.53% 17.12%
Net assets (in millions):
End of period/year $ 185.40 $ 171.03 $ 175.11 $ 178.13 $ 188.96 $ 205.02
Ratio of operating expenses
to average net assets 0.96%* 1.82% 1.72% 1.47% 1.30% 1.62%
Ratio of interest expense to
average net assets 0.42%* 0.86% 0.84% 0.58% 0.52% 0.52%
Ratio of total expenses to
average net assets 1.38%* 2.68% 2.56% 2.05% 1.82% 2.14%
Ratio of net investment income
to average net assets 3.24%* 7.65% 8.20% 8.56% 7.63% 6.76%
Portfolio turnover 25.16%* 34.02% 24.48% 59.75% 68.04% 60.14%
* Percentages represent results for the period and are not annualized.
All per share amounts have been restated after giving effect to the two-for-one
split on the Trust's common shares authorized on December 19, 1997 effective
January 20, 1998.
See Notes to Financial Statements.
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6
CONSOLIDATED SCHEDULE OF INVESTMENTS MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Shares, Units
Warrants, Ownership Acquisition
CORPORATE RESTRICTED SECURITIES - 93.87%:(A) or Principal Amount Date Cost Fair Value
------------------- ----------- ------------ ------------
PRIVATE PLACEMENT INVESTMENTS - 84.88%
ADORN, INC.
A manufacturer of wall panels, cabinets, moldings and
countertops for houses and recreational vehicles.
12.5% Subordinated Note due 2010 $ 2,125,000 2/29/00 $ 1,886,831 $ 2,167,500
Warrant, exercisable until 2010, to purchase
common stock at $.02 per share (B) 364 shs. 2/29/00 307,759 189,581
------------ ------------
2,194,590 2,357,081
------------ ------------
ADVENTURE ENTERTAINMENT CORPORATION
An owner and operator of themed family entertainment
centers.
19% Senior Subordinated Note due 2004 (B) $ 207,048 12/9/99 207,048 2,071
------------ ------------
ALPHA SHIRT COMPANY
A domestic distributor of imprintable apparel and other
related items.
12% Senior Subordinated Note due 2007 $ 3,181,500 4/30/99 2,904,974 3,181,500
Common Stock (B) 1,060 shs. 4/30/99 1,059,950 2,484,557
Warrant, exercisable until 2007, to purchase
common stock at $.01 per share (B) 576 shs. 4/30/99 445,410 1,351,071
------------ ------------
4,410,334 7,017,128
------------ ------------
AMERICA'S BODY COMPANY, INC.
A designer and manufacturer of commercial work vehicles.
12% Senior Subordinated Note Due 2007 (B) $ 3,500,000 11/2/98 3,181,210 2,100,000
Warrant, exercisable until 2007, to purchase
common stock at $.01 per share (B) 58 shs. 11/2/98 513,333 1
------------ ------------
3,694,543 2,100,001
------------ ------------
AMES TRUE TEMPER GROUP
A manufacturer and distributor of non-powered
lawn and garden tools and accessories in North America.
13% Senior Subordinated Note due 2010 $ 1,888,889 1/14/02 1,883,871 1,992,778
10% Preferred Stock 161 shs. * 161,093 167,716
Class A Common Stock (B) 2,105 shs. 2/28/02 2,105 1,684
Warrant, exercisable until 2010, to purchase
common stock at $.01 per share (B) 5,018 shs. 1/14/02 5,018 50
------------ ------------
2,052,087 2,162,228
------------ ------------
BEACON MEDICAL PRODUCTS, INC.
A designer, manufacturer and marketer of medical air and
gas distribution systems.
Senior Secured Floating Rate Revolving Credit
Facility due 2007 $ 62,847 4/9/02 62,847 62,340
Senior Secured Tranche A Floating Rate Note due 2008 $ 1,017,051 4/9/02 1,017,051 1,011,306
12% Senior Secured Note due 2010 $ 721,196 4/9/02 604,538 754,156
Limited Partnership Interest of Riverside Capital
Appreciation Fund IV, L.P. (B) 2.29% int. 4/9/02 152,329 121,863
Warrant, exercisable until 2010, to purchase
common stock at $.01 per share (B) 1,390 shs. 4/9/02 127,497 14
------------ ------------
1,964,262 1,949,679
------------ ------------
* 2/28/02 and 11/15/02.
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7
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Shares, Units
Warrants, Ownership Acquisition
CORPORATE RESTRICTED SECURITIES(A)(Continued) or Principal Amount Date Cost Fair Value
------------------- ----------- ------------ ------------
BETA BRANDS, INC. -- T.S.E.
A manufacturer of hard candy and chocolate-coated
products sold primarily to the Canadian market.
Secured Floating Rate Note due 2010 (B) $ 3,505,090 5/2/03 $ 525,764 $ 525,764
Limited Partnership Interest of
CM Equity Partners (B) 6.27 % int. 12/22/97 832,197 --
Common Stock (B) 930,000 shs. 5/2/03 930 --
------------ ------------
1,358,891 525,764
------------ ------------
BETTER MINERALS & Aggregates
A producer of high grade industrial and specialty silica
sands.
14% Redeemable Preferred Stock 997 shs. 9/30/99 545,858 108,991
Convertible Preferred Stock Series A and B, convertible
into common stock at $9.26 per share (B) 126,003 shs. 12/19/96 1,166,700 --
Common Stock (B) 20,027 shs. 9/30/99 799,068 --
Warrants, exercisable until 2005 and 2010, to
purchase common stock at $.01 per share (B) 11,399 shs. * 128,502 --
------------ ------------
2,640,128 108,991
------------ ------------
C & M Conveyor, Inc.
A manufacturer and supplier of material handling systems
to the corrugated sheet and container industry.
9.5% Senior Secured Term Note due 2007 $ 1,233,434 9/13/02 1,233,434 1,245,498
11% Senior Subordinated Note due 2010 $ 838,102 9/13/02 783,207 852,678
Common Stock (B) 316,265 shs. 9/13/02 316,265 253,012
Warrant, exercisable until 2010, to purchase
common stock at $.01 per share (B) 137,175 shs. 9/13/02 60,250 1,372
------------ ------------
2,393,156 2,352,560
------------ ------------
CAINS FOODS, L.P.
A producer of mayonnaise and sauce products for both the
retail and food service markets.
8% Junior Subordinated Convertible
Note due 2004, convertible into partnership
points at $1,388.89 per point $ 108,108 9/29/95 108,108 113,589
Warrant, exercisable until 2006, to purchase
partnership points at $.01 per point (B) 39 pts. 9/29/95 50,261 --
------------ ------------
158,369 113,589
------------ ------------
CAPESUCCESS LLC
A provider of diversified staffing services.
Preferred Membership Interests (B) 1,882 int. 4/29/00 8,396 420
Common Membership Interests (B) 24,318 int. 4/29/00 108,983 5,442
------------ ------------
117,379 5,862
------------ ------------
CAPITOL SPECIALTY PLASTICS, INC.
A producer of desiccant strips used for packaging
pharmaceuticals products.
Common Stock (B) 109 shs. ** 503 403
------------ ------------
*12/19/96 and 9/30/99.
**12/30/97 and 5/29/99.
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8
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Shares, Units
Warrants, Ownership Acquisition
CORPORATE RESTRICTED SECURITIES(A)(Continued) or Principal Amount Date Cost Fair Value
------------------- ----------- ------------ ------------
COEUR, INC.
A producer of proprietary, disposable power injection
syringes.
8.75% Senior Secured Term Note due 2010 $ 570,652 4/30/03 $ 570,652 $ 581,084
11.5% Senior Subordinated Note due 2011 $ 424,819 4/30/03 384,516 435,411
Common Stock (B) 126,812 shs. 4/30/03 126,812 114,131
Warrant, exercisable until 2010, to purchase
common stock at $.01 per share (B) 87,672 shs. 4/30/03 40,804 877
------------ ------------
1,122,784 1,131,503
------------ ------------
COINING CORPORATION OF AMERICA LLC
A manufacturer of close tolerance parts and metal
stampings.
Senior Secured Floating Rate Revolving Credit
Facility due 2006 $ 75,617 1/7/02 75,617 74,131
Senior Secured Floating Rate Tranche A Note
due 2007 $ 1,209,880 6/26/01 1,209,877 1,179,015
12% Senior Secured Tranche B Note due 2008 $ 648,148 6/26/01 583,995 674,074
Limited Partnership Interest (B) 324 shs. 6/26/01 324,074 259,259
Warrant, exercisable until 2008, to purchase
common stock at $.01 per share (B) 107,036 shs. 6/26/01 79,398 1,070
------------ ------------
2,272,961 2,187,549
------------ ------------
COLIBRI HOLDINGS CORPORATION
A manufacturer and distributor of wild bird feeders
and accessories.
12.5% Senior Subordinated Note due 2008 $ 1,593,750 9/22/00 1,385,415 1,620,127
28% Preferred Stock 71 shs. 11/2/01 70,833 71,814
Common Stock (B) 1,429 shs. 9/22/00 531,250 478,120
Warrant, exercisable until 2008, to purchase
common stock at $.01 per share (B) 843 shs. 9/22/00 265,625 8
------------ ------------
2,253,123 2,170,069
------------ ------------
CONSUMER PRODUCT ENTERPRISES, INC.
A manufacturer of colored acrylic felt for consumer use.
Senior Secured Floating Rate Revolving Credit
Note due 2003 (B) $ 461,400 12/8/95 461,400 276,840
10.75% Senior Secured Term Note due 2003 (B) $ 613,774 12/8/95 613,774 368,264
Senior Secured Floating Rate Term Note due 2003 (B) $ 311,445 12/8/95 311,445 186,867
12% Senior Subordinated Note due 2005 (B) $ 800,575 12/8/95 756,458 --
Common Stock (B) 184,560 shs. 12/8/95 184,560 --
Warrant, exercisable until 2005, to purchase
common stock at $.01 per share (B) 138,420 shs. 12/8/95 50,853 --
------------ ------------
2,378,490 831,971
------------ ------------
CORVEST GROUP, INC.
A manufacturer and distributor of promotional products.
12% Senior Subordinated Note due 2007 $ 3,863,636 * 3,686,301 3,545,460
Common Stock (B) 56 shs. * 96,591 57,949
Limited Partnership Interest (B) 19.32% int. * 285,769 172,061
Warrant, exercisable until 2007, to purchase
common stock at $.01 per share (B) 183 shs. * 297,203 189,347
------------ ------------
4,365,864 3,964,817
------------ ------------
*3/5/99 and 3/24/99.
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9
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Shares, Units
Warrants, Ownership Acquisition
CORPORATE RESTRICTED SECURITIES(A)(Continued) or Principal Amount Date Cost Fair Value
------------------- ----------- ------------ ------------
DELSTAR HOLDINGS CORPORATION
A manufacturer of plastic netting for a wide variety of
industries.
Convertible Preferred Stock, convertible into common
stock at $12.16 per share (B) 3,514 shs. 10/5/01 $ 427,153 $ 9,592
------------ ------------
DEXTER MAGNETICS TECHNOLOGIES, INC.
A designer, fabricator, assembler, and distributor of
industrial magnets and subassemblies in North America
and Europe.
12% Senior Subordinated Note due 2006 $ 1,231,884 7/19/01 1,084,247 1,199,859
Common Stock (B) 585 shs. 7/19/01 585,145 409,605
Warrant, exercisable until 2006, to purchase
common stock at $.01 per share (B) 297 shs. 7/19/01 250,611 3
------------ ------------
1,920,003 1,609,467
------------ ------------
DHD HEALTHCARE, INC.
A designer, manufacturer and distributor of plastic, noninvasive
medical devices used for respiratory care.
Senior Secured Floating Rate Tranche A Note due 2008 $ 1,078,710 2/8/01 1,078,710 1,062,421
12% Senior Secured Tranche B Note due 2009 $ 451,173 2/8/01 386,721 443,503
Limited Partnership Interests of Riverside
Capital Appreciation Fund III, L.P. (B) 2.81% int. 2/8/01 163,896 236,010
Warrant, exercisable until 2008, to purchase
common stock at $.01 per share (B) 927 shs. 2/8/01 82,030 155,783
------------ ------------
1,711,357 1,897,717
------------ ------------
DIRECTED ELECTRONICS, INC.
A designer and distributor of brand name automotive
security systems, audio products and installation
accessories.
12% Senior Subordinated Note due 2007 $ 3,355,267 12/22/99 3,069,236 3,422,373
8% Convertible Class B Subordinated
Promissory Note due 2008 $ 96,598 12/22/99 96,533 102,703
Class B Common Stock (B) 26,097 shs. 12/22/99 260,965 234,869
Limited Partnership Interest 8.70% int. 12/22/99 548,920 485,342
Warrant, exercisable until 2007, to purchase
common stock at $.01 per share (B) 45,255 shs. 12/22/99 413,816 453
------------ ------------
4,389,470 4,245,740
------------ ------------
DIVERSCO, INC./DHI HOLDINGS, INC.
A contract provider of janitorial and equipment
maintenance services and temporary production labor to
industrial customers.
Membership Interests of MM/Lincap
Diversco Investments Ltd. LLC (B) 27.19% int. 8/27/98 734,090 --
Preferred Stock (B) 3,278 shs. 12/14/01 2,784,133 1,113,655
Warrants, exercisable until 2011, to purchase common
stock of DHI Holdings, Inc. at $.01 per share (B) 13,352 shs. * 403,427 --
------------ ------------
3,921,650 1,113,655
------------ ------------
*10/24/96 and 8/28/98.
--------------------------------------------------------------------------------
10
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Shares, Units
Warrants, Ownership Acquisition
CORPORATE RESTRICTED SECURITIES(A)(Continued) or Principal Amount Date Cost Fair Value
------------------- ----------- ------------ ------------
DT INDUSTRIES, INC.
A designer and manufacturer of automated production
systems used to assemble, test or package industrial and
consumer products.
7.16% Convertible Preferred Stock, convertible into
common stock at $14 per share (B) 20,000 shs. 6/12/97 $ 1,000,000 $ 200,000
------------ ------------
EAGLE WINDOW & Door Holding Co.
A manufacturer of wood and aluminum-clad wood
windows and doors.
12% Senior Subordinated Note due 2010 $ 1,900,000 5/6/02 1,637,908 1,976,000
Common Stock (B) 225 shs. 5/6/02 225,000 202,500
Warrant, exercisable until 2010, to purchase
common stock at $.01 per share (B) 441 shs. 5/6/02 285,000 4
------------ ------------
2,147,908 2,178,504
------------ ------------
EAST RIVER VENTURES I, L.P.
An acquirer of controlling or substantial interests in other
entities.
Limited Partnership Interest (B) 32,191 int. 1/1/01 29,976 27,148
------------ ------------
ENZYMATIC THERAPY, INC.
A manufacturer and distributor of branded natural
medicines and nutritional supplements.
13% Senior Subordinated Note due 2004 (B) $ 1,593,750 9/17/02 1,349,781 1,115,625
Limited Partnership Interest (B) 1.32% int. 3/30/00 531,250 5,312
Warrant, exercisable until 2009, to purchase
common stock at $.01 per share (B) 478 shs. 3/30/00 255,000 5
------------ ------------
2,136,031 1,120,942
------------ ------------
EVANS CONSOLES, INC.
A designer and manufacturer of consoles and control
center systems.
Senior Secured Tranche A Floating Rate Note
due 2004 $ 242,000 1/21/03 242,000 242,000
Senior Secured Tranche A Floating Rate Note
due 2006 $ 1,003,261 3/2/98 993,124 652,119
8.85% Senior Secured Tranche A Note due 2006 $ 1,017,892 3/2/98 1,002,634 661,630
11.75% Senior Secured Tranche B Note due 2006 $ 741,582 3/2/98 677,202 482,023
Senior Secured Floating Rate Revolving Credit
Facility due 2006 $ 984,242 3/2/98 984,242 639,758
Convertible Preferred Stock, convertible on a one share
for one share basis into non voting common stock (B) 293,071 shs. 1/21/03 1 29
Common Stock (B) 26,906 shs. 2/11/98 94,880 9,488
Limited Partnership Interest of CM
Equity Partners (B) 126,445 int. 2/11/98 126,648 12,665
Warrant, exercisable until 2006, to purchase
common stock at $.01 per share (B) 34,783 shs. 3/2/98 112,000 348
------------ ------------
4,232,731 2,700,060
------------ ------------
--------------------------------------------------------------------------------
11
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Shares, Units
Warrants, Ownership Acquisition
CORPORATE RESTRICTED SECURITIES(A)(Continued) or Principal Amount Date Cost Fair Value
------------------- ----------- ------------ ------------
EXAMINATION MANAGEMENT SERVICES, INC.
A national full-service evidence provider to the insurance
industry and a provider of occupational health testing.
12% Senior Subordinated Note due 2007 $ 2,109,637 3/16/99 $ 2,004,364 $ 1,678,392
Limited Partnership Interest (B) 5.27% int. 3/2/99 2,140,363 1,284,218
Warrant, exercisable until 2007, to purchase
common stock at $.01 per share (B) 77,233 shs. 3/16/99 175,803 772
------------ ------------
4,320,530 2,963,382
------------ ------------
FASTENERS FOR RETAIL, INC.
A designer and marketer of low-cost fasteners for point of
purchase displays and signage in retail environments.
12.5% Senior Subordinated Note due 2007 $ 3,650,000 12/22/99 3,327,371 3,723,000
Class B common Stock (B) 600 shs. 12/22/99 600,000 1,221,610
Warrant, exercisable until 2007, to purchase
common stock at $.02 per share (B) 589 shs. 12/22/99 462,927 1,198,653
------------ ------------
4,390,298 6,143,263
------------ ------------
G C-SUN HOLDINGS, L.P.
A value-added national distributor of maintenance, repair
and operating supplies such as fasteners, electrical
components and tools.
12% Senior Subordinated Note due 2008 (B) $ 1,725,000 3/2/00 1,451,784 1,293,750
Warrant, exercisable until 2008, to purchase
common stock at $.01 per share (B) 880 shs. 3/2/00 347,288 9
------------ ------------
1,799,072 1,293,759
------------ ------------
GRAND EXPEDITIONS, INC.
A luxury travel tour operation provider.
Preferred Stock (B) 21,250 shs. 10/25/02 1,117,466 22,500
Warrant, exercisable until 2010, to purchase
common stock at $.01 per share (B) 282,443 shs. 6/21/01 1,007,534 --
------------ ------------
2,125,000 22,500
------------ ------------
HAMILTON FUNERAL SERVICES CENTERS, INC.
A privately held owner and operator of funeral homes in
the United States.
16.5% Senior Subordinated Note due 2007 (B) $ 3,802,712 * 3,697,924 380,271
Warrant, exercisable until 2007, to purchase
common stock at $1 per share (B) 338,280 shs. * 48,447 --
------------ ------------
3,746,371 380,271
------------ ------------
HIGHGATE CAPITAL LLC
An acquirer of controlling or substantial interests in
manufacturing and marketing entities.
Series A Preferred Units (B) 1.22% int. 7/21/94 398,280 150,000
------------ ------------
*1/25/99 and 7/16/99.
--------------------------------------------------------------------------------
12
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Shares, Units
Warrants, Ownership Acquisition
CORPORATE RESTRICTED SECURITIES(A)(Continued) or Principal Amount Date Cost Fair Value
------------------- ----------- ------------ ------------
HUSSEY SEATING CORPORATION
A manufacturer of spectator seating products.
Senior Secured Floating Rate Revolving
Note due 2006 $ 1,134,339 6/12/96 $ 1,134,339 $ 1,118,912
Senior Secured Floating Rate Note due 2006 $ 793,125 * 793,125 782,306
12% Senior Subordinated Note due 2006 $ 1,350,000 3/31/03 1,350,000 1,335,425
Warrant, exercisable until 2006, to purchase
common stock at $.01 per share (B) 4,771 shs. ** 225,000 48
------------ ------------
3,502,464 3,236,691
------------ ------------
INTEGRATION TECHNOLOGY SYSTEMS, INC.
A manufacturer of steel protective computer and network
systems for the industrial and office environments.
11% Senior Secured Note due 2007 $ 1,510,601 6/1/00 1,510,601 1,380,600
13% Senior Secured Note due 2007 $ 65,459 2/28/03 65,459 59,870
Common Stock (B) 228 shs. 6/1/00 262,200 131,100
------------ ------------
1,838,260 1,571,570
------------ ------------
JACKSON PRODUCTS, INC.
A manufacturer and distributor of a variety of industrial
and highway safety products.
Common Stock (B) 226 shs. 8/16/95 22,634 --
Warrant, exercisable until 2005, to purchase
common stock at $.01 per share (B) 1,042 shs. 8/16/95 95,627 --
------------ ------------
118,261 --
------------ ------------
JASON, INC.
A diversified manufacturing company serving various
industrial markets.
13% Senior Subordinated Note due 2008 $ 963,687 8/4/00 873,830 971,800
14% Cumulative Redeemable Preferred Stock Series A (B) 289 shs. 8/4/00 289,224 288,754
Limited Partnership Interests of
Saw Mill Capital Fund II, L.P. (B) 2.52% int. 8/3/00 886,451 664,880
Warrants, exercisable until 2008 and 2009, to purchase
common stock at $.01 per share (B) 50,870 shs. 8/4/00 115,412 509
------------ ------------
2,164,917 1,925,943
------------ ------------
KEEPSAKE QUILTING, INC.
A seller of quilting fabrics, books, patterns, kits and
notions to consumers.
Senior Secured Floating Rate Revolving Note Due 2005 $ 91,732 6/16/00 91,732 91,314
Senior Secured Floating Rate Tranche A Note due 2007 $ 990,705 6/16/00 990,705 977,796
12% Senior Secured Tranche B Note due 2008 $ 550,392 6/16/00 516,582 572,408
Limited Partnership Interest of
Riverside XVI Holding Company, L.P. (B) 5.29% int. 6/12/00 333,490 297,425
Warrant, exercisable until 2008, to purchase
common stock at $.01 per share (B) 1,108 shs. 6/12/00 45,866 11
------------ ------------
1,978,375 1,938,954
------------ ------------
*6/12/96 and 8/3/01.
**6/12/96 and 1/19/00.
--------------------------------------------------------------------------------
13
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Shares, Units
Warrants, Ownership Acquisition
CORPORATE RESTRICTED SECURITIES(A)(Continued) or Principal Amount Date Cost Fair Value
------------------- ----------- ------------ ------------
KENAN-ADVANTAGE TRANSPORT COMPANY
A transporter of light petroleum, petrochemicals, lubricants
and residual fuels.
12.5% Senior Subordinated Note due 2009 $ 1,817,435 4/30/01 $ 1,817,435 $ 1,871,958
Preferred Stock (B) 307 shs. 4/30/01 307,000 307,000
Warrant, exercisable until 2009, to purchase
common stock at $.01 per share (B) 269 shs. 4/30/01 14 3
------------ ------------
2,124,449 2,178,961
------------ ------------
LANCASTER LABORATORIES, INC.
A laboratory testing operations in the United States.
12% Senior Subordinated Note due 2007 $ 1,669,643 9/25/00 1,412,953 1,682,942
Common Stock (B) 455,357 shs. 9/25/00 455,357 409,821
Warrant, exercisable until 2007, to purchase
common stock at $.01 per share (B) 405,485 shs. 9/25/00 348,348 4,055
------------ ------------
2,216,658 2,096,818
------------ ------------
LIH INVESTORS, L.P.
A manufacturer and marketer of a broad line of external
accessories for new and used sport utility vehicles, trucks
and vans.
12.5% Senior Subordinated Note due 2006 $ 3,845,000 * 3,398,473 3,921,900
Common Stock (B) 5,800 shs. * 406,003 247,115
Warrant, exercisable until 2006, to purchase
common stock at $.11 per share (B) 15,572 shs. * 602,127 663,461
------------ ------------
4,406,603 4,832,476
------------ ------------
MEDASSIST, INC.
A producer of patient eligibility and account receivable
management services to hospitals and physician practices.
12% Senior Subordinated Note due 2011 $ 2,125,000 5/1/03 2,084,818 2,157,746
Warrant, exercisable until 2013, to purchase
common stock at $.01 per share (B) 83,214 shs. 5/1/03 40,675 832
------------ ------------
2,125,493 2,158,578
------------ ------------
MOSS, INC.
A manufacturer and distributor of large display and exhibit
structures.
Senior Secured Floating Rate Revolving Note due 2005 $ 84,050 9/21/00 84,050 62,533
Senior Secured Floating Rate Tranche A Note due 2007 $ 1,344,800 9/21/00 1,344,800 1,002,279
12% Senior Secured Tranche B Note due 2008 $ 420,250 9/21/00 389,236 313,843
Limited Partnership Interest of
Riverside Capital Appreciation Fund I, L.P. (B) 6.23% int. ** 311,472 155,733
Warrant, exercisable until 2008, to purchase
common stock at $100 per share (B) 463 shs. 9/21/00 40,344 5
------------ ------------
2,169,902 1,534,393
------------ ------------
*12/23/98 and 1/28/99.
**9/20/00 and 5/23/02.
--------------------------------------------------------------------------------
14
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Shares, Units
Warrants, Ownership Acquisition
CORPORATE RESTRICTED SECURITIES(A)(Continued) or Principal Amount Date Cost Fair Value
------------------- ----------- ------------ ------------
MUSTANG VENTURES COMPANY
A natural gas gathering and processing operation located in
Oklahoma and Texas.
11.5% Subordinated Note due 2011 $ 566,667 12/11/02 $ 467,244 $ 592,382
8.5% Redeemable Preferred Stock (B) 155,833 shs. 12/11/02 1,108,087 1,134,264
Warrant, exercisable until 2012, to purchase
common stock at $.01 per share (B) 18,425 shs. 12/11/02 553,539 414,562
------------ ------------
2,128,870 2,141,208
------------ ------------
NEFF MOTIVATION, INC.
A manufacturer and distributor of customized awards and
sportswear to schools.
12.5% Senior Subordinated Note due 2011 $ 1,062,500 1/31/03 886,099 1,071,409
Warrant, exercisable until 2011, to purchase
common stock at $.01 per share (B) 212 shs. 1/31/03 180,625 2
------------ ------------
1,066,724 1,071,411
------------ ------------
NPC, INC.
A manufacturer of flexible connectors and equipment used
in the installation of sewers and storm drain pipelines.
Senior Secured Floating Rate Revolving Note
due 2006 $ 420,378 6/25/99 420,378 406,773
Senior Secured Floating Rate Note due 2006 $ 2,340,254 6/25/99 2,340,187 2,261,369
12% Senior Secured Tranche B Note due 2007 $ 978,814 6/25/99 887,188 984,701
Limited Partnership Interest of Riverside XIII
Holding Company L.P. (B) 3.49% int. 6/11/99 296,883 221,438
Warrant, exercisable until 2007, to purchase
common stock at $.01 per share (B) 201 shs. 6/25/99 142,373 2
------------ ------------
4,087,009 3,874,283
------------ ------------
NYLONCRAFT, INC.
A supplier of engineered plastic components for the
automotive industry.
9% Senior Secured Note due 2009 $ 812,500 1/28/02 812,500 852,759
11.5% Senior Subordinated Note due 2012 $ 1,500,000 1/28/02 1,351,223 1,578,706
Common Stock (B) 312,500 shs. 1/28/02 312,500 326,250
Warrant, exercisable until 2012, to purchase
common stock at $.01 per share (B) 243,223 shs. 1/28/02 162,045 251,736
------------ ------------
2,638,268 3,009,451
------------ ------------
OLYMPIC SALES, INC.
An operator of boat dealerships in Washington state,
Wisconsin, Minnesota and British Columbia.
12% Senior Subordinated Note due 2006 $ 2,774,000 8/7/98 2,605,312 2,219,200
12% Senior Subordinated Note due 2008 $ 307,071 2/9/00 280,677 245,657
Limited Partnership Interest of Riverside VIII,
VIII-A and VIII-B Holding Company, L.P. (B) 1,531,251 shs. * 1,555,729 798,930
Warrants, exercisable until 2007and 2008, to purchase
common stock at $.01 per share (B) 28,648 shs. ** 389,188 287
------------ ------------
4,830,906 3,264,074
------------ ------------
*8/7/98, 2/23/99, 12/22/99 and 2/25/03.
**8/7/98 and 2/9/00.
--------------------------------------------------------------------------------
15
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Shares, Units
Warrants, Ownership Acquisition
CORPORATE RESTRICTED SECURITIES(A)(Continued) or Principal Amount Date Cost Fair Value
------------------- ----------- ------------ ------------
PARADIGM PACKAGING, INC.
A manufacturer of plastic bottles and closures for the
nutritional, pharmaceutical, personal care and food
packaging markets.
12% Senior Subordinated Note due 2008 $ 2,125,000 12/19/00 $ 1,914,145 $ 2,188,750
Membership Interests of MM/Lincap
PPI Investments, Inc., LLC (B) 2.42% int. 12/21/00 265,625 239,062
------------ ------------
2,179,770 2,427,812
------------ ------------
PGT INDUSTRIES, INC.
A manufacturer of residential windows and patio doors and
a provider of custom patio rooms and porch enclosures.
12% Senior Subordinated Notes due 2009 $ 1,965,000 1/29/01 1,751,406 2,023,950
Common Stock (B) 115 shs. 1/29/01 115,000 174,774
Warrant, exercisable until 2009, to purchase
common stock at $.01 per share (B) 325 shs. 1/29/01 264,519 493,894
------------ ------------
2,130,925 2,692,618
------------ ------------
PHARMACEUTICAL BUYERS, INC.
A group purchasing organization which specializes in
arranging and negotiating contracts for the purchase of
pharmaceutical goods and medical equipment.
10.5% Senior Secured Note due 2005 $ 172,768 11/30/95 172,768 175,554
10.5% Senior Secured Convertible Note
due 2005, convertible into common stock
at $50,000 per share $ 195,000 11/30/95 195,000 303,868
Common Stock 6 shs. 11/30/95 337,500 478,101
------------ ------------
705,268 957,523
------------ ------------
P H I HOLDING COMPANY
A retailer of mid-priced gift items, home and garden decor,
accessories and other similar consumer products.
12.5% Senior Subordinated Note due 2010 $ 2,125,000 10/25/02 1,921,784 2,231,250
Warrant, exercisable until 2010, to purchase
common stock at $.01 per share (B) 351 shs. 10/25/02 212,500 4
------------ ------------
2,134,284 2,231,254
------------ ------------
PLASSEIN PACKAGING CORPORATION
A manufacturer of flexible packaging products.
13% Senior Subordinated Note due 2007 (B) $ 763,608 8/15/00 664,988 76,361
15% Junior Subordinated Note due 2008 (B) $ 73,494 11/14/01 71,969 --
12% Junior Subordinated Note due 2008 (B) $ 658,905 8/15/00 459,101 --
Convertible Preferred Stock, convertible into
common stock at $1 per share (B) 288,256 shs. 8/15/00 288,256 --
Common Stock (B) 446,960 shs. 8/15/00 289,552 --
Warrants, exercisable until 2007 and 2008, to purchase
common stock at $.01 per share (B) 482,594 shs. * 95,840 --
------------ ------------
1,869,706 76,361
------------ ------------
* 8/15/00 and 11/14/01.
--------------------------------------------------------------------------------
16
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Shares, Units
Warrants, Ownership Acquisition
CORPORATE RESTRICTED SECURITIES(A)(Continued) or Principal Amount Date Cost Fair Value
------------------- ----------- ------------ ------------
POLYMER TECHNOLOGIES, INC./POLI-TWINE WESTERN, INC.
A manufacturer of polypropylene twine for the hay bailing
marketplace.
8% Senior Subordinated Note due 2010 (B) $ 743,750 9/27/02 $ 743,722 $ 557,812
Preferred Series A Stock (B) 1,062 shs. 9/27/02 958,922 239,730
Preferred Series B Stock (B) 239 shs. 9/27/02 232,880 58,220
Common Stock (B) 159,375 shs. 3/1/00 79,688 --
Warrant, exercisable until 2010, to purchase
common stock at $.01 per share (B) 7,375,899 shs. * 109,789 --
------------ ------------
2,125,001 855,762
------------ ------------
PRECISION DYNAMICS, INC.
A manufacturer of custom-designed solenoid valves and
controls.
Senior Secured Floating Rate Revolving Credit
Facility due 2003 $ 896,500 7/22/96 896,500 806,850
Senior Secured Floating Rate Term Note
due 2003 $ 1,336,600 7/22/96 1,336,600 1,202,940
12% Senior Secured Term Note due 2004 $ 489,000 7/22/96 474,079 440,100
8% Preferred Stock (B) 374 shs. 7/22/96 231,964 --
Common Stock (B) 599 shs. 7/22/96 28,978 --
Warrant, exercisable until 2004, to purchase
common stock at $.01 per share (B) 322 shs. 7/22/96 97,800 --
------------ ------------
3,065,921 2,449,890
------------ ------------
PREMIUM FOODS GROUP, INC.
A manufacturer and distributor of branded meat products.
Limited Partnership Interest of MHD
Holdings LLC (B) 1.29% int. 8/29/00 525,155 1,190,370
------------ ------------
Process Chemicals LLC
A specialty chemical company that manufactures processed
chemicals for the fertilizer, asphalt and concrete industries.
6% Redeemable Preferred Membership Interests 2,525 int. ** 2,780,992 2,886,391
Common Membership Interests 9,863 int. ** 13,049 40,958
------------ ------------
2,794,041 2,927,349
------------ ------------
PROGRESSIVE SOFTWARE HOLDING, INC.
A designer and manufacturer of point-of-sale monitors and
keyboards used by retailers and restaurants.
Common Stock (B) 729,946 shs. 7/9/02 3,500,003 13,139
------------ ------------
PROTEIN GENETICS, INC.
A producer of bovine artificial insemination products,
related breeding and healthcare products and specialty
genetics sold to the dairy and beef industries.
9.8% Redeemable Exchangeable Preferred Stock (B) 1,004 shs. 8/12/94 100,350 25,088
Common Stock (B) 2,600 shs. *** 126,866 --
------------ ------------
227,216 25,088
------------ ------------
*3/1/00 and 9/27/02.
**7/31/97 and 1/4/99.
***11/14/01 and 8/12/94.
--------------------------------------------------------------------------------
17
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Shares, Units
Warrants, Ownership Acquisition
CORPORATE RESTRICTED SECURITIES(A)(Continued) or Principal Amount Date Cost Fair Value
------------------- ----------- ------------ ------------
PW EAGLE, INC. -- O.T.C.
An extruder of small and medium diameter plastic pipe
and tubing in the United States.
14% Senior Subordinated Note due 2007 $ 3,556,351 9/16/99 $ 3,552,207 $ 3,610,201
Warrant, exercisable until 2007, to purchase
common stock at $.01 per share (B) 197,040 shs. 9/16/99 1 693,384
------------ ------------
3,552,208 4,303,585
------------ ------------
RK POLYMERS LLC
A producer of styrenic block copolymers and highly
engineered synthetic elastomers.
13% Senior Subordinated Notes due 2011 $ 2,125,000 2/28/01 1,919,531 2,257,753
Warrant, exercisable until 2011, to purchase
common stock at $.01 per share (B) 212 shs. 2/28/01 205,469 2
------------ ------------
2,125,000 2,257,755
------------ ------------
SABEX 2002, INC.
A Canadian specialty pharmaceutical company which
manufactures and distributes generic injectable drugs and
eye products.
12% Senior Subordinated Note due 2009 $ 2,125,000 4/19/02 2,002,470 2,210,000
Warrant, exercisable until 2009, to purchase
common stock at $.01 per share (B) 51,088 shs. 4/19/02 138,052 511
------------ ------------
2,140,522 2,210,511
------------ ------------
SAFETY SPEED CUT MANUFACTURING COMPANY, INC.
A manufacturer of vertical panel saws and routers for the
wood working industry.
Senior Secured Floating Rate Revolving Note due 2006 $ 94,221 5/1/03 94,221 94,202
Senior Secured Floating Rate Tranche A
Note due 2007 $ 1,978,641 6/2/99 1,978,641 1,978,641
12% Senior Secured Tranche B Note Due 2007 $ 1,130,652 6/2/99 1,130,652 1,130,652
Class B Common Stock (B) 1,480 shs. 6/2/99 256,212 495,007
------------ ------------
3,459,726 3,698,502
------------ ------------
SELIG ACQUISITION CORPORATION
A manufacturer of container sealing materials for bottles
used in consumer products.
12% Senior Subordinated Note due 2009 $ 2,125,000 6/13/02 1,960,786 2,184,500
Warrant, exercisable until 2009, to purchase
common stock at $.01 per share (B) 2,011 shs. 6/13/02 182,023 20
------------ ------------
2,142,809 2,184,520
------------ ------------
SHELTER ACQUISITION, INC.
A distributor of roofing supplies and products throughout
the Midwest.
12.5% Senior Subordinated Note due 2008 $ 1,517,857 8/1/02 1,322,800 1,569,881
Common Stock (B) 758,929 shs. * 758,929 683,036
Warrant, exercisable until 2009, to purchase
common stock at $.01 per share (B) 263,444 shs. 8/1/02 216,446 2,634
------------ ------------
2,298,175 2,255,551
------------ ------------
*8/1/03 and 1/17/03
--------------------------------------------------------------------------------
18
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Shares, Units
Warrants, Ownership Acquisition
CORPORATE RESTRICTED SECURITIES(A)(Continued) or Principal Amount Date Cost Fair Value
------------------- ----------- ------------ ------------
SNYDER INDUSTRIES, INC.
A manufacturer of proprietary rotationally molded
polyethylene containers.
12.25% Senior Subordinated Note due 2007 $ 3,125,000 12/6/99 $ 2,829,934 $ 3,187,500
Warrant, exercisable until 2007, to purchase
common stock at $.01 per share (B) 513 shs. 12/6/99 426,136 64,624
------------ ------------
3,256,070 3,252,124
------------ ------------
STRATEGIC EQUIPMENT & SUPPLY CORP., INC.
A provider of kitchen and restaurant design, equipment
fabrication and installation services.
12% Senior Subordinated Note due 2008 $ 3,875,000 1/14/00 3,407,652 3,687,254
Warrant, exercisable until 2008, to purchase
common stock at $.01 per share (B) 106,539 shs. 1/14/00 658,751 1,065
------------ ------------
4,066,403 3,688,319
------------ ------------
THE TRANZONIC COMPANIES
A producer of commercial and industrial supplies, such as
safety products, janitorial supplies, work apparel, washroom
and restroom supplies and sanitary care products.
12.5% Senior Subordinated Note due 2007 $ 2,712,000 2/5/98 2,502,142 2,712,000
Common Stock (B) 630 shs. 2/4/98 630,000 428,142
Warrant, exercisable until 2006, to purchase
common stock at $.01 per share (B) 444 shs. 2/5/98 368,832 301,734
------------ ------------
3,500,974 3,441,876
------------ ------------
THERMA-TRU CORPORATION
A manufacturer of residential exterior entry door systems.
Limited Partnership Interest of KT
Holding Company, L.P. (B) 0.52% int. 5/5/00 773,200 695,882
Warrant, exercisable until 2009, to purchase
common stock at $.01 per share (B) 739 shs. 5/9/00 287,370 73,071
------------ ------------
1,060,570 768,953
------------ ------------
TIDEWATER HOLDINGS, INC.
An operator of a barge transportation line on the
Columbia/Snake River system.
17% Preferred Stock (B) 560 shs. 12/23/02 560,000 532,000
Convertible Preferred Stock, convertible into 1,120 shs. 7/25/96 1,120,000 896,000
common stock at $1,000 per share (B)
Warrant, exercisable until 2008, to purchase
common stock at $.01 per share (B) 474 shs. 7/25/96 48,216 379,008
------------ ------------
1,728,216 1,807,008
------------ ------------
TINNERMAN-PALNUT ENGINEERED COMPONENTS
A manufacturer of precision engineered metal and plastic
fasteners and assembly components.
12.75% Senior Subordinated Note due 2008 $ 1,875,000 12/6/01 1,875,000 1,912,500
Membership Interests (B) 250,000 int. 12/6/01 250,000 225,000
------------ ------------
2,125,000 2,137,500
------------ ------------
--------------------------------------------------------------------------------
19
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Shares, Units
Warrants, Ownership Acquisition
CORPORATE RESTRICTED SECURITIES(A)(Continued) or Principal Amount Date Cost Fair Value
------------------- ----------- ------------ ------------
TRONAIR, INC.
A designer, engineer and manufacturer of ground support
equipment for the business, commuter and commercial
aviation markets.
10.5% Senior Secured Term Note due 2008 $ 1,974,022 1/20/00 $ 1,974,022 $ 1,942,500
12% Senior Subordinated Note due 2010 $ 1,326,500 1/20/00 1,250,772 1,279,905
Common Stock (B) 227,400 shs. 1/20/00 227,400 181,920
Warrant, exercisable until 2010, to purchase
common stock at $1 per share (B) 260,563 shs. 1/20/00 98,540 2,606
------------ ------------
3,550,734 3,406,931
------------ ------------
TRUSEAL TECHNOLOGIES, INC.
A manufacturer of sealant systems for the North American
window and door market.
12.25% Senior Subordinated Note due 2006 $ 2,675,000 6/23/97 2,525,821 2,675,000
Limited Partnership Interest (B) 10.04% int. 6/17/97 824,600 742,140
Warrant, exercisable until 2006, to purchase
limited partnership interests at $.01 per unit (B) 1,258 uts. 6/23/97 376,932 69,857
------------ ------------
3,727,353 3,486,997
------------ ------------
TRUSTILE DOORS, INC.
A manufacturer and distributor of interior doors.
12.5% Senior Subordinated Note due 2010 $ 1,062,500 4/11/03 968,997 1,039,338
Warrant, exercisable until 2010, to purchase
common stock at $.01 per share (B) 5,781 shs. 4/11/03 95,625 58
------------ ------------
1,064,622 1,039,396
------------ ------------
TVI, INC.
A retailer of used clothing in the United States, Canada
and Australia.
15.971% Senior Subordinated Note due 2008 $ 2,056,198 5/2/00 1,988,718 2,093,231
Common Stock (B) 354,167 shs. 5/2/00 354,167 247,917
------------ ------------
2,342,885 2,341,148
------------ ------------
USFLOW CORPORATION
A distributor of industrial pipes, valves and fittings.
12.5% Senior Subordinated Note due 2007 (B) $ 3,463,000 12/14/99 3,092,256 173,150
Class B Common Stock (B) 664 shs. 12/14/99 664,200 --
Warrant, exercisable until 2007, to purchase
common stock at $.01 per share (B) 565 shs. 12/14/99 461,733 --
------------ ------------
4,218,189 173,150
------------ ------------
VICTORY VENTURES LLC
An acquirer of controlling or substantial interests in other
entities.
Series A Preferred Units (B) 0.15% int. 12/2/96 1 2
------------ ------------
--------------------------------------------------------------------------------
20
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Shares, Units
Warrants, Ownership Acquisition
CORPORATE RESTRICTED SECURITIES(A)(Continued) or Principal Amount Date Cost Fair Value
------------------- ----------- ------------ ------------
VITEX PACKAGING, INC.
A manufacturer of specialty packaging, primarily
envelopes and tags used on tea bags.
12% Senior Subordinated Note due 2008 $ 2,045,265 12/18/00 $ 1,912,867 $ 2,082,080
Limited Partnership Interest of Riverside VI
Holding Company, L.P. (B) 4.80% int. * 351,323 281,054
Limited Partnership Interest of Riverside
Capital Appreciation Fund II L.P. (B) 0.75% int. 12/18/00 79,735 63,788
Warrant, exercisable until 2008, to purchase
common stock at $.01 per share (B) 308 shs. ** 227,729 3
------------ ------------
2,571,654 2,426,925
------------ ------------
WASHINGTON INVENTORY SERVICES, INC.
A provider of physical inventory taking and other related
services to retailers.
12.5% Senior Subordinated Note due 2008 $ 1,646,881 11/3/00 1,608,295 1,643,749
Senior Preferred Stock (B) 4,692 shs. 11/1/00 469,160 442,554
Class B Common Stock (B) 8,959 shs. 11/1/00 8,959 8,063
Warrant, exercisable until 2008, to purchase
common stock at $.01 per share (B) 3,979 shs. 11/3/00 49,804 40
------------ ------------
2,136,218 2,094,406
------------ ------------
WEASLER HOLDINGS LLC
A manufacturer of mechanical power transmission
components for the agricultural, lawn and turf industries.
13.25% Senior Subordinated Note due 2010 $ 2,023,810 2/4/03 1,819,498 2,100,795
Limited Partnership Interest (B) 101,190 int. 2/3/03 101,190 80,952
Warrant, exercisable until 2010, to purchase
common stock at $.01 per share (B) 256 shs. 2/4/03 209,829 3
------------ ------------
2,130,517 2,181,750
------------ ------------
W E C COMPANY, INC.
A maker of attachments for prime moving equipment.
Common Stock (B) 5,938 shs. 12/31/01 800,000 159,990
------------ ------------
WICOR AMERICAS, INC.
A manufacturer of cellulose based insulation products,
systems and services for electrical transformer equipment
manufacturers.
20% Senior Subordinated Secured Note due 2009 $ 2,352,484 11/9/01 2,350,839 2,331,655
------------ ------------
Total Private Placement Investments 187,283,477 157,367,797
------------ ------------
*12/30/97 and 9/9/99.
**1/2/98 and 12/18/00.
--------------------------------------------------------------------------------
21
CONSOLIDATED SCHEDULE OF INVESTMENTS (Cont.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Interest Due Shares or
CORPORATE RESTRICTED SECURITIES:(A) continued Rate Date Principal Amount Cost Fair Value
-------- -------- ------------ ------------ ------------
RULE 144A SECURITIES - 8.99%: (A)
BONDS -- 6.92%
A E S Corporation 9.000% 05/15/15 $ 200,000 $ 200,000 $ 209,000
A E S Corporation 8.750 05/15/13 850,000 850,000 884,000
American Media Operation, Inc. 8.875 01/15/11 200,000 200,000 216,500
Canwest Media, Inc. 7.625 04/15/13 200,000 200,000 212,500
Cooperative Computing, Inc. 10.500 06/15/11 1,150,000 1,134,958 1,178,750
Cuddy International Corporation (B) 10.750 12/01/07 229,062 225,640 22,906
Del Monte Corporation 8.625 12/15/12 225,000 225,000 238,500
Dominos, Inc. 8.250 07/01/11 650,000 645,307 671,125
Esterline Technologies 7.750 06/15/13 200,000 200,000 205,000
Flextronics International Ltd. 6.500 05/15/13 800,000 800,000 770,000
Mortons Restaurant Group 7.500 07/01/10 1,200,000 1,020,000 1,020,000
Nextel Partners, Inc. 8.125 07/01/11 1,000,000 1,000,000 997,500
Offshore Logistics, Inc. 6.125 06/15/13 450,000 450,000 451,125
P G & E Corporation 6.875 07/15/08 1,700,000 1,700,000 1,700,000
Remington Arms Company 10.500 02/01/11 200,000 200,000 209,000
Rent-A-Center, Inc. 7.500 05/01/10 735,000 735,000 771,750
Rent-Way, Inc. 11.875 06/15/10 800,000 786,016 824,000
Tenneco Automotive, Inc. 10.250 07/15/13 650,000 650,000 658,125
Triton P C S, Inc. 8.500 06/01/13 550,000 550,000 591,250
Vought Aircraft Industries 8.000 07/15/11 1,000,000 1,000,000 1,000,000
------------ ------------ ------------
TOTAL BONDS $ 12,989,062 12,771,921 12,831,031
============ ------------ ------------
COMMON STOCK -- 0.00%
Jordan Telecom Products (B) 70 $ 14,000 --
------------ ------------
Total Common Stock 14,000 --
------------ ------------
CONVERTIBLE BONDS -- 2.07%
Advanced Micro Devices, Inc. 4.750% 02/01/22 $ 500,000 $ 397,449 $ 375,625
Centerpoint Energy, Inc. 3.750 05/15/23 350,000 350,000 362,250
Cymer, Inc. 3.500 02/15/09 850,000 850,000 856,375
Echostar Communications, Inc. 4.875 01/01/07 400,000 400,000 397,000
F E I Company 5.500 08/15/08 375,000 375,000 372,656
General Semiconductor, Inc. 5.750 12/15/06 65,000 58,663 65,813
Hyperion Solutions Corporation 4.500 03/15/05 200,000 200,000 198,500
Invitrogen Corporation 2.250 12/15/06 425,000 425,000 393,125
Sanmina-SCI Corporation (B) 0.000 09/12/20 1,090,000 453,712 523,200
Triquint Semiconductor, Inc. 4.000 03/01/07 225,000 168,442 186,188
Viropharma, Inc. 6.000 03/01/07 215,000 147,282 107,231
------------ ------------ ------------
TOTAL CONVERTIBLE BONDS $ 4,695,000 3,825,548 3,837,963
============ ------------ ------------
WARRANTS -- 0.00%
Winsloew Escrow Corporation (B) 900 $ 9 $ 9
------------ ------------
TOTAL WARRANTS 9 9
------------ ------------
TOTAL RULE 144A SECURITIES 16,611,478 16,669,003
------------ ------------
TOTAL CORPORATE RESTRICTED SECURITIES $203,894,956 $174,036,800
------------ ------------
--------------------------------------------------------------------------------
22
CONSOLIDATED SCHEDULE OF INVESTMENTS (Cont.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Interest Due Shares or
CORPORATE PUBLIC SECURITIES - 10.21%:(A) Rate Date Principal Amount Cost Market Value
-------- -------- ------------ ------------ ------------
BONDS -- 2.77%
G F S I, Inc. 9.625% 03/01/07 $ 145,000 $ 123,371 $ 123,250
Lodgenet Entertainment Co. 9.500 06/15/13 425,000 425,000 435,625
Neff Corporation 10.250 06/01/08 170,000 168,063 93,500
Numatics, Inc. 9.625 04/01/08 550,000 540,515 341,000
Remington Products Co. 11.000 05/15/06 600,000 595,506 603,000
S P X Corporation 6.250 01/01/13 700,000 700,000 714,000
Sports Club Co. 11.375 03/15/06 600,000 582,000 547,500
Telex Communications, Inc. (B) 0.000 11/15/06 373,182 206,820 205,250
United Refining Co. 10.750 06/15/07 1,365,000 1,365,000 1,139,775
Williams Companies, Inc. 8.625 06/01/10 500,000 500,000 522,500
Winsloew Furniture, Inc. 12.750 08/15/07 900,000 879,472 405,000
------------ ------------ ------------
TOTAL BONDS $ 6,328,182 6,085,747 5,130,400
============ ------------ ------------
COMMON STOCK -- 3.31%
Computer Horizons Corporation (B) 32,068 $ 301,942 $ 145,589
D T Industries, Inc. (B) 178,876 1,168,093 413,204
EOS International, Inc. (B) 100,000 300,000 35,000
Florist Transworld Delivery, Inc. (B) 22,074 31,004 445,453
Formfactor, Inc. (B) 300 4,200 5,310
H C I Direct, Inc. (B) 1,000 0 10
Larscom, Inc. (B) 22 1,687 110
PepsiAmericas, Inc. (B) 92,145 2,006,365 1,157,341
Proton Energy Systems, Inc. (B) 26,000 328,859 55,640
Rent-Way, Inc. (B) 92,866 916,263 431,827
Supreme Industries, Inc. (B) 105,202 267,325 575,455
Surebeam Corporation (B) 40,555 17,507 107,471
T G C Industries (B) 6,361 9,497 954
Titan Corporation (B) 58,052 155,714 597,355
Transmontaigne, Inc. (B) 333,326 1,109,177 2,159,952
------------ ------------
TOTAL COMMON STOCK 6,617,633 6,130,671
------------ ------------
CONVERTIBLE BONDS -- 3.17%
Commscope, Inc. 4.000% 12/15/06 $ 185,000 $ 179,550 $ 167,425
Cypress Semiconductor Corporation 4.000 02/01/05 210,000 210,000 210,525
Duke Energy Corporation 1.750 05/15/23 1,000,000 1,000,000 1,043,750
Echostar Communications 4.875 01/01/07 1,000,000 805,000 992,500
F E I Company 5.500 08/15/08 1,160,000 1,080,300 1,152,750
Hyperion Solutions Corporation 4.500 03/15/05 50,000 35,500 49,625
Mediacom Communications Corporation 5.250 07/01/06 1,045,000 1,045,000 987,525
S C I Systems, Inc. 3.000 03/15/07 800,000 727,037 702,000
Sanmina-SCI Corporation (B) 0.000 09/12/20 1,190,000 425,373 571,200
------------ ------------ ------------
TOTAL CONVERTIBLE BONDS $ 6,640,000 5,507,760 5,877,300
============ ------------ ------------
--------------------------------------------------------------------------------
23
CONSOLIDATED SCHEDULE OF INVESTMENTS (Cont.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
Interest Due Shares or
CORPORATE PUBLIC SECURITIES:(A)(Continued) Rate Date Principal Amount Cost Market Value
-------- -------- ------------ ------------ ------------
CONVERTIBLE PREFERRED STOCK -- 0.95%
Lucent Technologies Capital Trust I 2,200 $ 2,200,000 $ 1,773,486
------------ ------------
TOTAL CONVERTIBLE PREFERRED STOCK 2,200,000 1,773,486
------------ ------------
PREFERRED STOCK -- 0.01%
Telex Communications, Inc. 17,707 $ 1 $ 17,708
------------ ------------
TOTAL PREFERRED STOCK 1 17,708
------------ ------------
WARRANTS -- 0.00%
Telex Communications, Inc. 698 $ 7 $ 7
------------ ------------
TOTAL WARRANTS 7 7
------------ ------------
TOTAL CORPORATE PUBLIC SECURITIES $ 20,411,148 $ 18,929,572
------------ ------------
Interest Due Principal
SHORT-TERM SECURITIES: Rate/Yield Date Amount Cost Market Value
---------------------------------------------------------------------------------------------------------------------------------
COMMERCIAL PAPER - 5.91%
Alcoa, Inc. 1.100% 07/02/03 $ 2,555,000 $ 2,554,922 $ 2,554,922
Daimlerchrysler NA Holdings Co. 1.280 07/28/03 3,000,000 2,997,120 2,997,120
Pearson Holdings, Inc. 1.150 07/17/03 2,595,000 2,593,674 2,593,674
Praxair, Inc. 1.130 07/09/03 865,000 864,783 864,783
Verizon Network Funding 0.960 07/01/03 1,545,000 1,545,000 1,545,000
Wisconsin Electric Power Co. 1.000 07/11/03 405,000 404,887 404,887
------------ ------------ ------------
TOTAL SHORT-TERM SECURITIES $ 10,965,000 $ 10,960,386 $ 10,960,386
============ ------------ ------------
TOTAL INVESTMENTS 109.99% $235,266,489 203,926,758
============ ------------
Other Assets 4.61 8,542,876
Liabilities (14.60) (27,071,477)
------ ------------
TOTAL NET ASSETS 100.00% $185,398,157
====== ============
(A) In each of the convertible note, warrant, convertible preferred and common
stock investments, the issuer has agreed to provide certain registration
rights.
(B) Non-income producing security.
See Notes to Consolidated Financial Statements.
--------------------------------------------------------------------------------
24
CONSOLIDATED SCHEDULE OF INVESTMENTS (Cont.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
INDUSTRY CLASSIFICATION
CORPORATE RESTRICTED SECURITIES: Fair Value
------------
AEROSPACE -- 0.54%
Vought Aircraft Industries $ 1,000,000
------------
AUTOMOBILE -- 5.72%
America's Body Company, Inc 2,100,001
LIH Investors, L.P. 4,832,476
Nyloncraft, Inc. 3,009,451
Tenneco Automotive, Inc. 658,125
------------
10,600,053
------------
BEVERAGE, FOOD & TOBACCO -- 2.03%
Beta Brands, Inc. 525,764
Cains Foods, L.P. 113,589
Del Monte Corporation 238,500
Dominos, Inc. 671,125
Mortons Restaurant Group 1,020,000
Premium Foods Group, Inc. 1,190,370
------------
3,759,348
------------
BROADCASTING &
ENTERTAINMENT -- 0.21%
Echostar Communications, Inc. 397,000
------------
BUILDINGS & REAL ESTATE -- 9.96%
Adorn, Inc. 2,357,081
Eagle Window & Door Holding Co. 2,178,504
PGT Industries, Inc. 2,692,618
Shelter Acquisition, Inc. 2,255,551
Strategic Equipment & Supply Corp., Inc. 3,688,319
Therma-Tru Corporation 768,953
Truseal Technologies, Inc. 3,486,997
TruStile Doors, Inc. 1,039,396
------------
18,467,419
------------
CARGO TRANSPORT -- 2.15%
Kenan-Advantage Transport Company 2,178,961
Tidewater Holdings, Inc. 1,807,008
------------
3,985,969
------------
CHEMICAL, PLASTICS & RUBBER -- 2.80%
Delstar Holdings Corporation 9,592
Process Chemicals LLC 2,927,349
RK Polymers LLC 2,257,755
------------
5,194,696
------------
CONSUMER PRODUCTS -- 12.59%
Alpha Shirt Company $ 7,017,128
Colibri Holdings Corporation 2,170,069
Consumer Product Enterprises, Inc. 831,971
Corvest Group, Inc. 3,964,817
Dexter Magnetic Technologies, Inc. 1,609,467
G C-Sun Holdings, L.P. 1,293,759
Keepsake Quilting, Inc. 1,938,954
Neff Motivation, Inc. 1,071,411
The Tranzonic Companies 3,441,876
------------
23,339,452
------------
CONTAINERS, PACKAGING & GLASS -- 5.59%
Capitol Specialty Plastics, Inc. 403
Paradigm Packaging, Inc. 2,427,812
Plassein Packaging Corporation 76,361
Selig Acquisition Corporation 2,184,520
Snyder Industries, Inc. 3,252,124
Vitex Packaging, Inc. 2,426,925
------------
10,368,145
------------
DIVERSIFIED/CONGLOMERATE,
MANUFACTURING -- 13.33%
D T Industries, Inc. 200,000
Evans Consoles, Inc. 2,700,060
Highgate Capital LLC 150,000
Hussey Seating Corporation 3,236,691
Jackson Products, Inc. --
Jason, Inc. 1,925,943
NPC, Inc. 3,874,283
PW Eagle, Inc. 4,303,585
Safety Speed Cut Manufacturing Company, Inc. 3,698,502
Tinnerman-Palnut Engineered Components 2,137,500
W E C Company, Inc. 159,990
Wicor Americas, Inc. 2,331,655
------------
24,718,209
------------
DIVERSIFIED/CONGLOMERATE,
SERVICE -- 6.37%
Diversco, Inc./DHI Holdings, Inc. 1,113,655
Examination Management Services, Inc. 2,963,382
Hamilton Funeral Services Centers, Inc. 380,271
Lancaster Laboratories, Inc. 2,096,818
Pharmaceutical Buyers, Inc. 957,523
Sabex 2002, Inc. 2,210,511
Washington Inventory Services, Inc. 2,094,406
------------
11,816,566
------------
--------------------------------------------------------------------------------
25
CONSOLIDATED SCHEDULE OF INVESTMENTS (Cont.) MASSMUTUAL CORPORATE INVESTORS
June 30, 2003
(Unaudited)
INDUSTRY CLASSIFICATION (Continued)
CORPORATE RESTRICTED SECURITIES: Fair Value
------------
MASSMUTUAL CORPORATE INVESTORS
ELECTRONICS -- 9.01%
Advanced Micro Devices, Inc. $ 375,625
A E S Corporation 884,000
A E S Corporation 209,000
Coining Corporation of America LLC 2,187,549
Cooperative Computing, Inc. 1,178,750
Directed Electronics, Inc 4,245,740
Esterline Technologies 205,000
Flextronics International Ltd. 770,000
Hyperion Solutions Corporation 198,500
Integration Technology Systems, Inc. 1,571,570
P G & E Corporation 1,700,000
Precision Dynamics, Inc. 2,449,890
Progressive Software Holding, Inc. 13,139
Sanmina-SCI Corporation 523,200
Triquint Semiconductor, Inc. 186,188
------------
16,698,151
------------
FARMING & AGRICULTURE -- 0.49%
Cuddy International Corporation 22,906
Polymer Technologies, Inc./Poli-Twine Western, Inc. 855,762
Protein Genetics, Inc. 25,088
------------
903,756
------------
HEALTHCARE, EDUCATION
& CHILDCARE -- 3.90%
Beacon Medical Products, Inc. 1,949,679
DHD Healthcare, Inc. 1,897,717
Enzymatic Therapy, Inc. 1,120,942
MedAssist, Inc. 2,158,578
Viropharma, Inc. 107,231
------------
7,234,147
------------
HOME & OFFICE FURNISHINGS,
HOUSEWARES, AND DURABLE
CONSUMER PRODUCTS -- 4.14%
Fasteners for Retail, Inc. 6,143,263
Moss, Inc. 1,534,393
------------
7,677,656
------------
LEISURE, AMUSEMENT,
ENTERTAINMENT -- 1.77%
Adventure Entertainment Corporation 2,071
Grand Expeditions, Inc 22,500
Olympic Sales, Inc. 3,264,074
------------
3,288,645
------------
MACHINERY -- 4.08%
Ames True Temper Group 2,162,228
C & M Conveyor, Inc. 2,352,560
Cymer, Inc. 856,375
Weasler Holdings LLC 2,181,750
------------
7,552,913
------------
MEDICAL DEVICES/BIOTECH -- 0.61%
Coeur, Inc. $ 1,131,503
------------
MINING, STEEL, IRON & NON
PRECIOUS METALS -- 0.06%
Better Minerals & Aggregates 108,991
------------
MISCELLANEOUS -- 0.55%
CapeSuccess LLC 5,862
Centerpoint Energy, Inc. 362,250
East River Ventures I, L.P. 27,148
General Semiconductor, Inc. 65,813
Invitrogen Corporation 393,125
USFlow Corporation 173,150
Victory Ventures LLC 2
Winsloew Escrow Corporation 9
------------
1,027,359
------------
OIL AND GAS -- 1.40%
Mustang Ventures Company 2,141,208
Offshore Logistics, Inc. 451,125
------------
2,592,333
------------
PERSONAL TRANSPORTATION -- 1.84%
Tronair, Inc. 3,406,931
------------
PUBLISHING/PRINTING -- 0.12%
American Media Operation, Inc. 216,500
------------
RETAIL STORES -- 3.44%
P H I Holdings Company 2,231,254
Remington Arms Company 209,000
Rent-A-Center, Inc. 771,750
Rent-Way, Inc. 824,000
TVI, Inc. 2,341,148
------------
6,377,152
------------
TECHNOLOGY -- 0.20%
F E I Company 372,656
------------
TELECOMMUNICATIONS -- 0.97%
Canwest Media, Inc. 212,500
Jordan Telecom Products --
Nextel Partners, Inc. 997,500
Triton P C S, Inc. 591,250
------------
1,801,250
------------
Total Corporate Restricted
Securities -- 93.87% $174,036,800
============
--------------------------------------------------------------------------------
26
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MASSMUTUAL CORPORATE INVESTORS
(Unaudited)
1. HISTORY
MassMutual Corporate Investors (the "Trust") commenced operations in 1971 as
a Delaware corporation. Pursuant to an Agreement and Plan of Reorganization
dated November 14, 1985, approved by shareholders, the Trust was reorganized
as a Massachusetts business trust under the laws of the Commonwealth of
Massachusetts, effective November 28, 1985.
The Trust is a closed-end management investment company. David L. Babson &
Company Inc. ("Babson"), a majority owned subsidiary of Massachusetts Mutual
Life Insurance Company, ("MassMutual"), acts as its investment adviser. The
Trust's investment objective is to maintain a portfolio of securities
providing a fixed yield and at the same time offering an opportunity for
capital gains.
On January 27,1998, the Board of Trustees authorized the formation of a
wholly-owned subsidiary ("MMCI Subsidiary Trust") for the purpose of holding
certain investments. The results of MMCI Subsidiary Trust have been included
in the accompanying consolidated financial statements.
2. SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies followed
consistently by the Trust in the preparation of the consolidated financial
statements in conformity with accounting principles generally accepted in the
United States of America.
A. VALUATION OF INVESTMENTS:
Valuation of a security in the Trust's portfolio is made on the basis of
market price whenever market quotations are readily available and all
securities of the same class held by the Trust can be readily sold in such
market.
Nearly all securities which are acquired by the Trust directly from the
issuers and shares into which such securities may be converted or which may
be purchased on the exercise of warrants attached to such securities will be
subject to legal or contractual delays in, or restrictions on, resale and
will therefore be "restricted securities". Generally speaking, as contrasted
with open-market sales of unrestricted securities which may be effected
immediately if the market is adequate, absent an exemption from registration,
restricted securities can be sold only in a public offering for which a
registration statement is in effect under the Securities Act of 1933.
The value of restricted securities, and of any other assets for which there
are no reliable market quotations, is the fair value as determined in good
faith by the Trust's Board of Trustees (the "Trustees"). Each restricted
security is valued by the Trustees at the time of the acquisition thereof and
at least quarterly thereafter. The Trustees have established guidelines to
aid in the valuation of each security. Generally, restricted securities are
initially valued at cost or less at the time of acquisition by the Trust.
Values greater or less than cost are used thereafter for restricted
securities in appropriate circumstances. Among the factors ordinarily
considered are the existence of restrictions upon the sale of the security by
the Trust; an estimate of the existence and extent of a market for the
security; the extent of any discount at which the security was acquired; the
estimated period of time during which the security will not be freely
marketable; the estimated expenses of registering or otherwise qualifying the
security for public sale; estimated underwriting commissions if underwriting
would be required to effect a sale; in the case of a convertible security,
whether or not it would trade on the basis of its stock equivalent; in the
case of a debt obligation which would trade independently of any equity
equivalent, the current yields on comparable securities; the estimated amount
of the floating supply of such securities available for purchase; the
proportion of the issue held by the Trust; changes in the financial condition
and prospects of the issuer; the existence of merger proposals or tender
offers affecting the issuer; and any other factors affecting fair value, all
in accordance with the Investment Company Act of 1940. In making valuations,
opinions of counsel may be relied upon as to whether or not securities are
restricted securities and as to the legal requirements for public sale.
--------------------------------------------------------------------------------
27
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MASSMUTUAL CORPORATE INVESTORS
(CONTINUED)
When market quotations are readily available for unrestricted securities of
an issuer, restricted securities of the same class are generally valued at a
discount from the market price of such unrestricted securities. The Trustees,
however, consider all factors in fixing any discount, including the filing of
a registration statement for such securities under the Securities Act of 1933
and any other developments which are likely to increase the probability that
the securities may be publicly sold by the Trust without restriction.
The Board of Trustees of the Trust meets at least once in each quarter to
value the Trust's portfolio securities as of the close of business on the
last business day of the preceding quarter. This valuation requires the
approval of a majority of the Trustees of the Trust, including a majority of
the Trustees who are not interested persons of the Trust or of Babson, the
Trust's investment adviser. In making valuations, the Trustees will consider
reports by Babson analyzing each portfolio security in accordance with the
relevant factors referred to above. Babson has agreed to provide such reports
to the Trust at least quarterly.
The financial statements include restricted securities valued at $174,036,800
(93.87% of net assets) as of June 30, 2003 whose values have been estimated
by the Board of Trustees in the absence of readily ascertainable market
values. Due to the inherent uncertainty of valuation, those estimated values
may differ significantly from the values that would have been used had a
ready market for the securities existed, and the differences could be
material.
The values for corporate public securities are stated at the last reported
sales price or at prices based upon quotations obtained from brokers and
dealers as of June 30, 2003, subject to discount where appropriate, and are
approved by the Trustees.
Short-term securities with more than sixty days to maturity are valued at
fair value and short-term securities having a maturity of sixty days or less
are valued at amortized cost which approximates market value.
B. ACCOUNTING FOR INVESTMENTS:
Investment transactions are accounted for on the trade date. Dividend income
is recorded on the ex-dividend date. Interest income is recorded on the
accrual basis. The Trust does not accrue income when payment is delinquent
and when management believes payment is questionable.
The Trust has elected to accrue, for financial reporting purposes, certain
premiums and discounts which are required to be accrued for federal income
tax purposes.
Realized gains and losses on investment transactions and unrealized
appreciation and depreciation of investments are reported for financial
statement and federal income tax purposes on the identified cost method.
C. USE OF ESTIMATES:
The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America 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.
--------------------------------------------------------------------------------
28
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MASSMUTUAL CORPORATE INVESTORS
(CONTINUED)
D. FEDERAL INCOME TAXES:
No provision for federal taxes on net investment income and short-term
capital gains is considered necessary because the Trust has elected to be
taxed as a "regulated investment company" under the Internal Revenue Code,
and intends to maintain this qualification and to distribute substantially
all of its net taxable income to its shareholders. In any year when net
long-term capital gains are realized by the Trust, management, after
evaluating the prevailing economic conditions, will recommend to the Trustees
either to designate the net realized long-term gains as undistributed and to
pay the federal capital gains taxes thereon or to distribute all or a portion
of such net gains.
The Trust is taxed as a regulated investment company and is therefore limited
as to the amount of non-qualified income that it may receive as the result of
operating a trade or business, e.g. the Trust's pro rata share of income
allocable to the Trust by a partnership operating company. The Trust's
violation of this limitation could result in the loss of its status as a
regulated investment company, thereby subjecting all of its net income and
capital gains to corporate taxes prior to distribution to its shareholders.
The Trust, from time-to-time, identifies investment opportunities in the
securities of entities that could cause such trade or business income to be
allocable to the Trust. The MMCI Subsidiary Trust (described in Footnote 1,
above) was formed in order to allow investment in such securities without
adversely affecting the Trust's status as a regulated investment company. The
MMCI Subsidiary Trust is not taxed as a regulated investment company.
Accordingly, prior to the Trust receiving any distributions from the MMCI
Subsidiary Trust, all of the MMCI Subsidiary Trust's taxable income,
including non-qualified income, is subject to taxation at prevailing
corporate tax rates.
3. INVESTMENT SERVICES FEE
Under an Investment Services Contract with the Trust dated July 1, 1988,
Babson has agreed to use its best efforts to present to the Trust a
continuing and suitable investment program consistent with the investment
objectives and policies of the Trust. Babson has further agreed that it will
request each issuer of securities which MassMutual is prepared to purchase in
a private placement, and which would be consistent with the investment
objectives and policies of the Trust, to also offer such securities to the
Trust. Babson will use its best efforts to insure that issuers accede to such
requests. MassMutual has agreed that, subject to such orders of the
Securities and Exchange Commission as may apply, it will invest concurrently
with the Trust in any such investment. Babson will also represent the Trust
in any negotiations with issuers, investment banking firms, securities
brokers or dealers and other institutions or investors relating to the
Trust's investments. Under the contract, Babson provides administration of
the day-to-day operations of the Trust and provides the Trust with office
space and office equipment, accounting and bookkeeping services, and
necessary executive, clerical and secretarial personnel for the performance
of the foregoing services.
Under the Investment Services Contract, the Trust pays Babson a quarterly
base rate (the "Base Fee Rate") of 5/16 of 1% of the value of the Trust's net
assets as of the end of each fiscal quarter, approximately equivalent to
1.25% of the net asset value of the Trust on an annual basis, plus or minus a
quarterly performance adjustment (the "Performance Adjustment") of up to 1/16
of 1% approximately equivalent to .25% on an annual basis.
The Performance Adjustment is based on the Trust's performance as compared to
a benchmark rate of return (the "Target Rate") equal to 5.0 percentage points
plus an unweighted, arithmetic average of the rates of return on the Standard
& Poor's Industrials Composite (formerly called the Standard & Poor's
Industrial Index) and the Lehman Brothers Intermediate U.S. Credit Index
(formerly called the Lehman Brothers Intermediate Corporate Bond Index) over
a rolling three-year period (the "Measurement Period") comprising the twelve
quarters ending on the last day of each quarter (the "Valuation Date"). The
Performance Adjustment is equal to 5% of the difference between the Trust's
actual rate of return over the Measurement Period and the Target Rate. If the
Trust's actual rate of return exceeds the Target Rate, the Base Fee Rate is
increased by an amount equal to the Performance Adjustment; if the Trust's
actual rate of return is less than the Target Rate, the Base Fee Rate is
reduced by the Performance Adjustment. The advisory fee payable by the Trust
is equal to the Base Fee Rate (as adjusted by the Performance Adjustment)
times the net asset
--------------------------------------------------------------------------------
29
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MASSMUTUAL CORPORATE INVESTORS
(CONTINUED)
value of the Trust as of the Valuation Date. The Performance Adjustment for
the quarters ended March 31, 2003 and June 30, 2003 was:
PERFORMANCE
ADJUSTMENT AMOUNT
---------- ------
March 31, 2003 0.0625% $113,048
June 30, 2003 0.0625% $116,310
4. SENIOR SECURED INDEBTEDNESS
A. NOTE PAYABLE
MassMutual holds the Trust's $20,000,000 Senior Fixed Rate Convertible Note
(the "Note") issued by the Trust in 1995. The Note, as amended, is due
November 15, 2007 and accrues at 7.39% per annum. MassMutual, at its option,
can convert the principal amount of the Note into common shares. The dollar
amount of principal would be converted into an equivalent dollar amount of
common shares based upon the average price of the common shares for ten
business days prior to the notice of conversion. For the period ended June
30, 2003, the Trust incurred total interest expense on the Note of $739,000.
The Trust may redeem the Note, in whole or in part, at the principal amount
proposed to be redeemed together with the accrued and unpaid interest thereon
through the redemption date plus the Make Whole Premium. The Make Whole
Premium equals the excess of (i) the present value of the scheduled payments
of principal and interest which the Trust would have paid but for the
proposed redemption, discounted at the rate of interest of U.S. Treasury
obligations whose maturity approximates that of the Note plus 0.50% over (ii)
the principal of the Notes proposed to be redeemed.
B. REVOLVING CREDIT AGREEMENT
The Trust entered into a Revolving Credit Agreement with Fleet National Bank
as of June 29, 2000, in the principal amount of $25,000,000, maturing on May
31, 2005. The interest rate on the outstanding revolving loan is determined
for periods of one, three or six months (as selected by the Trust) and is set
at an annual rate equal to LIBOR (London Interbank Offered Rate) plus 0.37%.
The Trust also agreed to pay an up-front fee equal to 0.10% on the total
commitment. The facility fee is 0.15% per annum of the total commitment.
As of June 30, 2003, there were no outstanding loans drawn against the
revolving credit facility. For the period ended June 30, 2003, the Trust
incurred $18,596 in expense related to the undrawn portion.
5. PURCHASES AND SALES OF INVESTMENTS
FOR THE SIX MONTHS ENDED 6/30/2003
------------------------------------
COST OF PROCEEDS FROM
INVESTMENTS SALES OR
ACQUIRED MATURITIES
-------- ----------
Corporate restricted securities $ 43,000,767 $ 39,926,627
Corporate public securities 5,754,805 6,432,739
Short-term securities 284,695,776 284,637,135
The aggregate cost of investments was the same for financial reporting and
federal income tax purposes as of June 30, 2003. The net unrealized
depreciation of investments for financial reporting and federal tax purposes
as of June 30, 2003 is $31,339,732 and consists of $17,844,338 appreciation
and $49,184,070 depreciation.
--------------------------------------------------------------------------------
30
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MASSMUTUAL CORPORATE INVESTORS
(CONTINUED)
6. QUARTERLY RESULTS OF INVESTMENT OPERATIONS
Amount Per Share
----------- ------------
March 31, 2003
------------------------------
Investment income $4,242,541
Net investment income 2,995,578 $0.34
Net realized and unrealized gain on
investments 5,781,368 0.66
Amount Per Share
----------- ------------
June 30, 2003
------------------------------
Investment income 4,011,172
Net investment income 2,789,107 0.31
Net realized and unrealized gain on
investments 5,592,226 0.63
7. CONTINGENCIES
The Trust, together with other investors including MassMutual, is a plaintiff
in two lawsuits in connection with private placement investments made by the
Trust in Sharp International Corporation ("Sharp"). Three managing
shareholders of Sharp, which is currently being liquidated in Chapter 7
liquidation proceedings, have pleaded guilty to criminal fraud charges. Two
separate civil lawsuits have been brought in New York state court in an
attempt to recover damages for lost investment funds from Sharp's working
capital lender and auditors. The lawsuit involving Sharp's working capital
lender has been dismissed prior to trial. An appeal of this dismissal is
pending. The lawsuit against Sharp's auditors is in its preliminary stages.
The Trust is unable to estimate any potential recovery from these lawsuits as
of June 30, 2003.
--------------------------------------------------------------------------------
31
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MASSMUTUAL CORPORATE INVESTORS
(CONTINUED)
RESULTS OF SHAREHOLDER MEETING
The Annual Meeting of Shareholders was held on Friday, April 11, 2003. The
Shareholders were asked to vote (a) to elect Robert E. Joyal as a trustee for
a one year term and to re-elect Stuart H. Reese and Martin T. Hart as
trustees for a three-year term; (b) to ratify the selection of Deloitte &
Touche LLP as auditors for the fiscal year ending December 31, 2003; and (c)
to approve the continuance of the Trust's current Investment Services
Contract with Babson. The Shareholders approved all of the proposals. The
Trust's other trustees (Donald E. Benson, Donald Glickman, Steve A.
Kandarian, Jack A. Laughery and Corine T. Norgaard) continue to serve their
respective terms following the April 11, 2003 Annual Shareholders Meeting.
The results of the Shareholders votes are set forth below.
1. ELECTION OF TRUSTEES:
Shares: % of Shares
Trustee: For Withheld Total Voted For
-------- --- -------- ----- ---------
Robert E. Joyal 6,913,650 55,124 6,968,774 99.21%
Stuart H. Reese 6,911,340 57,434 6,968,774 99.18%
Martin T. Hart 6,890,607 78,167 6,968,774 98.88%
2. RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE LLP AS AUDITORS FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2003.
Shares: % of Shares
For Against Abstained Total Voted For
--- ------- --------- ----- ---------
6,895,124 37,086 36,564 6,968,774 98.94%
3. APPROVAL OF THE CONTINUANCE OF THE TRUST'S INVESTMENT SERVICES CONTRACT
WITH DAVID L. BABSON AND COMPANY, INC., DATED JULY 1, 1988.
Shares: % of Shares
For Against Abstained Total Voted For
--- ------- --------- ----- ---------
6,730,058 167,246 71,470 6,968,774 96.57%
--------------------------------------------------------------------------------
32
TRUSTEES OFFICERS
Donald E. Benson* Stuart H. Reese Chairman
Roger W. Crandall President
Donald Glickman
Charles C. McCobb, Jr. Vice President &
Martin T. Hart* Chief Financial
Officer
Robert E. Joyal
Stephen L. Kuhn Vice President &
Steven A. Kandarian Secretary
Jack A. Laughery Michael P. Hermsen Vice President
Corine T. Norgaard* Mary Wilson Kibbe Vice President
Stuart H. Reese Michael L. Klofas Vice President
Richard C. Morrison Vice President
Clifford M. Noreen Vice President
Richard E. Spencer, II Vice President
Mark B. Ackerman Treasurer
John T. Davitt, Jr. Comptroller
*Member of the Audit Committee
DIVIDEND REINVESTMENT AND SHARE PURCHASE PLAN
MassMutual Corporate Investors offers a Dividend Reinvestment and Share
Purchase Plan. The Plan provides a simple way for shareholders to add to
their holdings in the Trust through the receipt of dividend shares issued by
the Trust or through the reinvestment of cash dividends in Trust shares
purchased in the open market. A shareholder may join the Plan by filling out
and mailing an authorization card to Shareholder Financial Services, Inc.,
the Transfer Agent. Participating shareholders will continue to participate
until they notify the Transfer Agent, in writing, of their desire to
terminate participation. Unless a shareholder elects to participate in the
Plan, he or she will, in effect, have elected to receive dividends and
distributions in cash.
Participating shareholders may also make additional contributions to the Plan
from their own funds. Such contributions may be made by personal check or
other means in an amount not less than $10 nor more than $5,000 per quarter.
Whenever the Trust declares a dividend payable in cash or shares, the
Transfer Agent, acting on behalf of each participating shareholder, will take
the dividend in shares only if the net asset value is lower than the market
price plus an estimated brokerage commission as of the close of business on
the valuation day. The valuation day is the last day preceding the day of
dividend payment. When the dividend is to be taken in shares, the number of
shares to be received is determined by dividing the cash dividend by the net
asset value as of the close of business on the valuation date or, if greater
than net asset value, 95% of the closing share price. If the net asset value
of the shares is higher than the market value plus an estimated commission,
the Transfer Agent, consistent with obtaining the best price and execution,
will buy shares on the open market at current prices promptly after the
dividend payment date.
The reinvestment of dividends does not, in any way, relieve participating
shareholders of any federal, state or local tax. For federal income tax
purposes, the amount reportable in respect of a dividend received in
newly-issued shares of the Trust will be the fair market value of the shares
received, which will be reportable as ordinary income and/or capital gains.
As compensation for its services, the Transfer Agent receives a fee of 5% of
any dividend and cash contribution (in no event in excess of $2.50 per
distribution per shareholder.)
Any questions regarding the Plan should be addressed to Shareholder Financial
Services, Inc., Agent for MassMutual Corporate Investors' Dividend
Reinvestment and Share Purchase Plan, P.O. Box 173673, Denver CO 80217-3673.
--------------------------------------------------------------------------------
ITEM 2. CODE OF ETHICS.
Not required for the semi-annual report.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
Not required for the semi-annual report.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Not required for the semi-annual report.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not required for the semi-annual report.
ITEM 6. [Reserved].
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED END
MANAGEMENT INVESTMENT COMPANIES.
Not Applicable for this filing.
ITEM 8. [Reserved].
ITEM 9. CONTROLS AND PROCEDURES.
(a) The principal executive officer (the President) and principal
financial officer (Vice President and Chief Financial Officer) of
the registrant, under the supervision, and with the participation
of, the registered management investment company's management,
have evaluated the effectiveness of the design and operation of
the registered management investment company's disclosure
controls and procedures within 90 days of the filing date of this
Form N-CSR, and have concluded that such disclosure controls and
procedures effectively ensure that information required to be
disclosed by the registrant on Form N-CSR is recorded, processed,
summarized and reported within the time periods specified in the
Commission's rules and forms.
(b) There were no significant changes in the registrant's internal
controls or in other factors that could significantly affect
these controls subsequent to the date of their evaluation,
including any corrective actions with regard to significant
deficiencies and material weaknesses.
ITEM 10. EXHIBITS.
(a) ANY CODE OF ETHICS, OR AMENDMENTS THERETO, THAT IS THE SUBJECT OF
DISCLOSURE REQUIRED BY ITEM 2, TO THE EXTENT THAT THE REGISTRANT
INTENDS TO SATISFY THE ITEM 2 REQUIREMENTS THROUGH THE FILING OF
AN EXHIBIT.
Not Applicable for this filing.
(b) A SEPARATE CERTIFICATION FOR EACH PRINCIPAL EXECUTIVE OFFICER AND
PRINCIPAL FINANCIAL OFFICER OF THE REGISTRANT AS REQUIRED BY RULE
30A-2 UNDER THE ACT.
Attached hereto as EX-99.302CERT for the Section 302
certifications and EX-99.906CERT for the Section 906
certifications.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934
and the Investment Company Act of 1940, the registrant has duly caused this
report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant): MassMutual Corporate Investors
----------------------------------
By: /s/ Roger W. Crandall
----------------------------------
Roger W. Crandall, President
----------------------------------
Date: September 5, 2003
----------------------------------
Pursuant to the requirements of the Securities Exchange Act of 1934
and the Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By: /s/ Roger W. Crandall
----------------------------------
Roger W. Crandall, President
----------------------------------
Date: September 5, 2003
----------------------------------
By: /s/ Charles C. McCobb, Jr.
----------------------------------
Charles C. McCobb, Jr., Vice
President, and Chief Financial Officer
----------------------------------
Date: September 5, 2003
------------------------------