MASSMUTUAL
CORPORATE INVESTORS
Report for the
Nine Months Ended September 30, 2007
[LOGO]
ADVISER
Babson Capital Management LLC
1500 Main Street, P.O. Box 15189
Springfield, Massachusetts 01115-5189
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
KPMG LLP
Boston, Massachusetts 02110
COUNSEL TO THE TRUST
Ropes & Gray LLP
Boston, Massachusetts 02110
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.babsoncapital.com/mci
[LOGO] MassMutual Corporate Investors
c/o Babson Capital Management LLC
1500 Main Street, P.O. Box 15189
Springfield, Massachusetts 01115-5189
(413) 226-1516
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INVESTMENT OBJECTIVE AND POLICY
MassMutual Corporate Investors (the "Trust") is a closed-end management
investment company, first offered to the public in 1971, whose shares are traded
on the New York Stock Exchange under the trading symbol "MCI." The Trust's share
price can be found in the financial section of most newspapers as "MassCp" or
"MassMulnv" under the New York Stock Exchange listings.
The Trust's investment objective is to maintain a portfolio of securities
providing a fixed yield while providing 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 common stocks,
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 in private placement
transactions. These investments are typically mezzanine debt investments with
accompanying private equity securities made to small or middle market companies.
Below investment grade or high yield securities have predominantly speculative
characteristics with respect to capacity to pay interest and repay capital.
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.
Babson Capital Management LLC ("Babson Capital") manages the Trust on a total
return basis. The Trust distributes substantially all of its net taxable 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.
FORM N-Q
The Trust files its complete schedule of portfolio holdings with the U.S.
Securities and Exchange Commission ("SEC") for the first and third quarters of
each fiscal year on Form N-Q. This information is available (i) on the SEC's
website at HTTP://WWW.SEC.GOV; and (ii) at the SEC's Public Reference Room in
Washington, DC (which information on their operation may be obtained by calling
1-800-SEC-0330). A complete schedule of portfolio holdings as of each
quarter-end is available upon request by calling, toll-free, 866-399-1516.
PROXY VOTING POLICIES & PROCEDURES; PROXY VOTING RECORD
The Trustees of the Trust have delegated proxy voting responsibilities relating
to the voting of securities held by the Trust to Babson Capital. A description
of Babson Capital's proxy voting policies and procedures is available (1)
without charge, upon request, by calling, toll-free 866-399-1516; (2) on the
Trust's website: HTTP://WWW.BABSONCAPITAL.COM/MCI; and (3) on the SEC's website:
HTTP://WWW.SEC.GOV. Information regarding how the Trust voted proxies relating
to portfolio securities during the most recent 12-month period ended June 30 is
available (1) on the Trust's website: HTTP://WWW.BABSONCAPITAL.COM/MCI and (2)
on the SEC's website: HTTP://WWW.SEC.GOV.
MCI
Listed
NYSE
TO OUR SHAREHOLDERS
October 31, 2007
We are pleased to present the September 30, 2007 Quarterly Report of MassMutual
Corporate Investors (the "Trust").
At the Trust's quarterly Board of Trustees meeting, which was held on October
19, 2007, the Trustees appointed Maleyne M. Syracuse as a Trustee, thereby
increasing the size of the Board from eight to nine. Ms. Syracuse was most
recently employed by JP Morgan Securities, Inc. where she was a Managing
Director in the Credit Markets Group. Ms. Syracuse has over 25 years of
investment industry experience.
The Board of Trustees declared a quarterly dividend of 54 cents per share,
payable on November 16, 2007 to shareholders of record on October 29, 2007. The
Trust had previously paid a 54 cent per share dividend for the preceding
quarter.
U.S. equity markets, as approximated by the Russell 2000 Index, decreased 3.09%
for the quarter. For the nine months ended September 30, 2007 the index
increased 3.16%. U.S. fixed income markets, as approximated by the Lehman
Brothers U.S. Corporate High Yield Index increased 0.33% for the quarter. For
the nine months ended September 30, 2007, the index increased 3.21%.
While the mezzanine and private equity markets in which the Trust invests have
become somewhat more disciplined over the last few months, market conditions
still continue to be very aggressive in our view. Merger and acquisition
activity continues at a very robust pace. Valuations and leverage levels for
middle market companies are as high as we have seen them. There is plenty of
mezzanine and equity capital aggressively pursuing new investments. All of these
factors make it a very challenging time for value-oriented mezzanine and private
equity investors like the Trust. As we said last quarter though, we have seen
these types of markets before and believe that our disciplined investment
approach, which we have used for years, is the best strategy.
During the quarter, the Trust made private placement investments in two new
issuers and one "follow-on" investment, totaling approximately $4.1 million. The
follow-on investment purchased by the Trust was H M Holding Company. The two new
issuers were Nesco Holdings Corporation and Smart Source Holdings LLC. The
weighted average coupon of these investments was 12.00%. (A brief description of
these investments can be found in the Consolidated Schedule of Investments.)
During the quarter ended September 30, 2007, net assets of the Trust increased
to $262,921,519 or $28.52 per share compared to $259,136,696 or $28.17 per share
on June 30, 2007, which translates into a 3.23% total return for the quarter,
based on the change in the Trust's net assets assuming the reinvestment of all
dividends. Long term, the Trust returned 11.19%, 18.60%, 13.34%, and 15.74% for
the 1-, 5-, 10-, and 25-year time periods, respectively, based on the change in
the Trust's net assets assuming the reinvestment of all dividends. The Trust
earned 80 cents per share of net investment income for the quarter, of which 25
cents per share was from nonrecurring items, compared to 64 cents per share in
the previous quarter, of which 10 cents per share was from nonrecurring items.
During the quarter ended September 30, 2007, the market price of the Trust
increased 0.1% from $32.00 per share to $32.02 per share. The Trust's market
price of $32.02 per share equates to a 12.3% premium over the September 30, 2007
net asset value per share. The Trust's average quarter-end premium for the 1-,
5-, 10-, and 25-year periods was 19.5%, 11.0%, 5.8%, and -1.0%, respectively.
Thank you for your continued interest in and support of MassMutual Corporate
Investors.
[PIE CHART APPEARS HERE]
Sincerely, -------------------------------------------
Portfolio Composition as of 09/30/07*
Clifford M. Noreen
Public Equity 1.1%
President
Private High Yield Debt 48.8%
Private Investment Grade Debt 3.7%
Private/Restricted Equity 15.9%
Cash & Short Term Investments 2.1%
Public High Yield Debt 28.4%
*Based on market value of total investments
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1
CONSOLIDATED STATEMENT OF MASSMUTUAL CORPORATE INVESTORS
ASSETS AND LIABILITIES
September 30, 2007
(Unaudited)
ASSETS:
Investments
(See Consolidated Schedule of Investments)
Corporate restricted securities at fair value
(Cost - $197,126,319) $ 193,896,712
Corporate public securities at market value
(Cost - $87,155,471) 88,968,179
Short-term securities at amortized cost 2,696,191
--------------
285,561,082
Cash 3,322,514
Interest and dividends receivable 6,735,361
Receivable for investments sold 413,545
Other assets 6,444
--------------
TOTAL ASSETS $ 296,038,946
--------------
LIABILITIES:
Payable for investments purchased $ 11,506,546
Investment advisory fee payable 821,630
Note payable 20,000,000
Interest payable 188,856
Accrued expenses 115,487
Accounts payable 55,800
Accrued taxes payable 429,108
--------------
TOTAL LIABILITIES 33,117,427
--------------
TOTAL NET ASSETS $ 262,921,519
==============
NET ASSETS:
Common shares, par value $1.00 per share; an unlimited
number authorized 9,217,875
Additional paid-in capital 110,318,527
Retained net realized gain on investments, prior years 126,906,684
Undistributed net investment income 10,153,578
Accumulated net realized gain on investments 7,741,754
Net unrealized depreciation of investments (1,416,899)
--------------
TOTAL NET ASSETS $ 262,921,519
--------------
COMMON SHARES ISSUED AND OUTSTANDING 9,217,875
==============
NET ASSET VALUE PER SHARE $ 28.52
==============
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
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2
CONSOLIDATED STATEMENT OF OPERATIONS MASSMUTUAL CORPORATE INVESTORS
For the nine months ended September 30, 2007
(Unaudited)
INVESTMENT INCOME:
Interest $ 18,776,884
Dividends 3,266,670
Other 113,950
--------------
TOTAL INVESTMENT INCOME 22,157,504
--------------
Expenses:
Investment advisory fees 2,437,681
Interest 1,136,548
Trustees' fees and expenses 135,000
Professional fees 120,000
Reports to shareholders 81,000
Transfer agent/registrar's expenses 27,000
Other 124,331
--------------
TOTAL EXPENSES 4,061,560
--------------
INVESTMENT INCOME - NET 18,095,944
--------------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain on investments before taxes 7,960,005
Income tax expense (309,589)
--------------
Net realized gain on investments 7,650,416
Net change in unrealized appreciation of investments
before taxes (7,601,449)
Net change in deferred income tax expense 651,017
--------------
Net change in unrealized appreciation of investments (6,950,432)
NET GAIN ON INVESTMENTS 699,984
--------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 18,795,928
==============
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
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3
CONSOLIDATED STATEMENT OF CASH FLOWS MASSMUTUAL CORPORATE INVESTORS
For the nine months ended September 30, 2007
(Unaudited)
NET DECREASE IN CASH:
Cash flows from operating activities:
Interest, dividends, and other received $ 20,675,939
Interest expense paid (1,136,549)
Operating expenses paid (2,878,157)
Income taxes paid (6,416,484)
--------------
NET CASH PROVIDED BY OPERATING ACTIVITIES 10,244,749
--------------
Cash flows from investing activities:
Purchases/Proceeds/Maturities from short-term
portfolio securities, net 4,774,520
Purchase of portfolio securities (71,476,594)
Proceeds from disposition of portfolio securities 71,309,345
--------------
NET CASH PROVIDED BY INVESTING ACTIVITIES 4,607,271
--------------
NET CASH PROVIDED BY OPERATING AND INVESTING ACTIVITIES 14,852,020
--------------
Cash flows from financing activities:
Cash dividends paid from net investment income (18,765,696)
Cash dividends paid from net realized gain on investments (125,491)
Receipts for shares issued on reinvestment of dividends 2,177,213
--------------
NET CASH USED FOR FINANCING ACTIVITIES (16,713,974)
--------------
NET DECREASE IN CASH (1,861,954)
Cash - beginning of year 5,184,468
--------------
CASH - END OF PERIOD $ 3,322,514
==============
RECONCILIATION OF NET INCREASE IN NET ASSETS TO NET
CASH PROVIDED BY OPERATING AND INVESTING ACTIVITIES:
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 18,795,928
--------------
Increase in investments (8,213,130)
Increase in interest and dividends receivable (600,696)
Decrease in receivable for investments sold 87,318
Increase in other assets (6,444)
Increase in payable for investments purchased 11,506,546
Increase in investment advisory fee payable 35,100
Decrease in accrued expenses (50,490)
Increase in accounts payable 55,800
Decrease in accrued taxes payable (6,757,912)
--------------
TOTAL ADJUSTMENTS TO NET ASSETS FROM OPERATIONS (3,943,908)
--------------
NET CASH PROVIDED BY OPERATING AND INVESTING ACTIVITIES $ 14,852,020
==============
See Notes to Consolidated Financial Statements.
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4
CONSOLIDATED STATEMENTS OF MASSMUTUAL CORPORATE INVESTORS
CHANGES IN NET ASSETS
For the nine
months ended For the
09/30/2007 year ended
(Unaudited) 12/31/2006
-------------- --------------
Increase in net assets:
OPERATIONS:
Investment income - net $ 18,095,944 $ 20,681,143
Net realized gain on investments 7,650,416 12,301,691
Net change in unrealized appreciation of investments (6,950,432) 2,456,052
-------------- --------------
Net increase in net assets resulting from
operations 18,795,928 35,438,886
Increase from common shares issued on reinvestment of dividends
Common shares issued (2007 - 67,956;
2006 - 84,966) 2,177,213 2,619,000
Dividends to shareholders from:
Net investment income (2007 - $1.06 per share; 2006 - $2.47 per share) (9,741,268) (22,518,167)
Net realized gains on investments (2006 - $0.01 per share) -- (125,491)
-------------- --------------
Total increase in net assets 11,231,873 15,414,228
Net assets, beginning of year 251,689,646 236,275,418
-------------- --------------
Net assets, end of period/year (including undistributed net investment
income of $10,153,578 and $1,798,902, respectively) $ 262,921,519 $ 251,689,646
============== ==============
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 nine
months ended For the years ended December 31,
09/30/2007 --------------------------------------------------------------------------
(Unaudited) 2006 2005 2004 2003 2002
---------- ---------- ---------- ---------- ---------- ----------
Net asset value:
Beginning of year $ 27.51 $ 26.06 $ 24.34 $ 21.84 $ 19.40 $ 20.07
---------- ---------- ---------- ---------- ---------- ----------
Net investment income (a) 1.97 2.27 2.03 2.00 1.44 1.53
Net realized and unrealized
gain (loss) on investments 0.08 1.62 1.96(b) 2.64 2.83 (0.59)
---------- ---------- ---------- ---------- ---------- ----------
Total from investment operations 2.05 3.89 3.99 4.64 4.27 0.94
---------- ---------- ---------- ---------- ---------- ----------
Dividends from net investment
income to common shareholders (1.06) (2.47) (2.11) (2.16) (1.84) (1.44)
Dividends from net realized gain on
investments to common shareholders -- (0.01) (0.18) -- -- (0.18)
Increase from dividends reinvested 0.02 0.04 0.02 0.02 0.01 0.01
---------- ---------- ---------- ---------- ---------- ----------
Total dividends (1.04) (2.44) (2.27) (2.14) (1.83) (1.61)
---------- ---------- ---------- ---------- ---------- ----------
Net asset value:
End of period/year $ 28.52 $ 27.51 $ 26.06 $ 24.34 $ 21.84 $ 19.40
---------- ---------- ---------- ---------- ---------- ----------
Per share market value:
End of period/year $ 32.02 $ 34.89 $ 30.05 $ 28.50 $ 22.90 $ 19.49
========== ========== ========== ========== ========== ==========
Total investment return
Market value (5.04%) 29.04% 16.95% 36.10% 27.53% 1.35%
Net asset value (c) 7.67% 18.09% 20.04% 22.76% 22.61% 4.80%
Net assets (in millions):
End of period/year $ 262.92 $ 251.69 $ 236.28 $ 218.51 $ 193.79 $ 171.03
Ratio of operating expenses
to average net assets 1.52%(d) 1.43% 1.78% 1.93% 2.04% 1.82%
Ratio of interest expense
to average net assets 0.59%(d) 0.60% 0.73% 0.77% 0.82% 0.86%
Ratio of total expenses before custodian
reduction to average net assets 2.11%(d) 2.07% 2.52% 2.70% 2.86% 2.68%
Ratio of net expenses after custodian
reduction to average net assets 2.11%(d) 2.03% 2.51% 2.70% 2.86% 2.68%
Ratio of net investment income
to average net assets 9.41%(d) 8.19% 7.98% 8.68% 6.95% 7.65%
Portfolio turnover 21% 35% 35% 53% 56% 34%
(a) Calculated using average shares.
(b) Amount includes $0.19 per share in litigation proceeds.
(c) Net asset value return represents portfolio returns based on change in the Trust's net asset value assuming the reinvestment of
all dividends and distributions which differs from the total investment return based on the Trust's market value due to the
difference between the Trust's net asset value and the market value of its shares outstanding; past performance is no guarantee
of future results.
(d) Annualized.
Senior securities:
Total principal amount (in millions) $ 20 $ 20 $ 20 $ 29 $ 20 $ 20
Asset coverage per $1,000
of indebtedness $ 14,176 $ 13,584 $ 12,814 $ 8,535 $ 10,689 $ 9,551
See Notes to Consolidated Financial Statements.
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6
CONSOLIDATED SCHEDULE OF INVESTMENTS MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares, Units,
Warrants,
Ownership or Acquisition
CORPORATE RESTRICTED SECURITIES - 73.75%:(A) Principal Amount Date Cost Fair Value
------------ -------- ------------ ------------
PRIVATE PLACEMENT INVESTMENTS - 66.53%
A T I ACQUISITION COMPANY
A for-profit post-secondary school serving students in
Texas, Florida and Arizona.
12% Senior Subordinated Note due 2012 $ 2,125,000 04/08/04 $ 2,125,000 $ 2,146,250
Warrant, exercisable until 2012, to purchase
common stock at $.02 per share (B) 2,323 shs. 04/08/04 -- 23
Warrant, exercisable until 2012, to purchase
preferred stock at $.01 per share 63,287 shs. 03/23/06 63,957 63,957
------------ ------------
2,188,957 2,210,230
------------ ------------
AERO HOLDINGS, INC.
A provider of geospatial services to corporate and
government clients.
10.5% Senior Secured Term Note due 2014 $ 1,627,500 03/09/07 1,603,088 1,616,459
14% Senior Subordinated Note due 2015 $ 1,260,000 03/09/07 1,128,087 1,250,720
Common Stock (B) 262,500 shs. 03/09/07 262,500 249,375
Warrant, exercisable until 2015, to purchase
common stock at $.01 per share (B) 66,116 shs. 03/09/07 111,527 661
------------ ------------
3,105,202 3,117,215
------------ ------------
AMERICAN HOSPICE MANAGEMENT HOLDING LLC
A for-profit hospice care provider in the United States.
12% Senior Subordinated Note due 2010 $ 2,125,000 01/22/04 1,968,089 2,089,001
Preferred Class A Unit (B) 3,223 uts. * 322,300 273,955
Common Class B Unit (B) 30,420 uts. 01/22/04 1 304
Common Class D Unit (B) 6,980 uts. 09/12/06 1 70
------------ ------------
2,290,391 2,363,330
------------ ------------
ARROW TRU-LINE HOLDINGS, INC.
A manufacturer of hardware for residential and
commercial overhead garage doors in North America.
12% Senior Subordinated Note due 2012 $ 1,627,660 05/18/05 1,542,471 1,577,680
Common Stock (B) 497 shs. 05/18/05 497,340 190,081
Warrant, exercisable until 2012, to purchase
common stock at $.01 per share (B) 130 shs. 05/18/05 112,127 49,830
------------ ------------
2,151,938 1,817,591
------------ ------------
AUGUSTA SPORTSWEAR HOLDING CO.
A manufacturer and distributor of athletic apparel,
activewear and team uniforms.
12% Senior Subordinated Note due 2012 $ 1,686,800 12/31/04 1,595,055 1,686,800
Common Stock (B) 520 shs. ** 519,621 1,243,330
Warrant, exercisable until 2012, to purchase
common stock at $.01 per share (B) 137 shs. 12/31/04 119,482 328,976
------------ ------------
2,234,158 3,259,106
------------ ------------
BETA BRANDS LTD.
A manufacturer of hard candy and chocolate-coated
products sold primarily to the Canadian market.
5% Promissory Note due 2009 (B) $ 195,498 03/31/04 195,498 --
Warrant, exercisable until 2009, to purchase
common stock at $.01 per share (B) 4,895 shs. 03/31/04 1 --
------------ ------------
195,499 --
------------ ------------
*01/22/04 and 09/12/06.
**12/31/04, 03/31/05, and 05/02/06.
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7
CONSOLIDATED SCHEDULE OF INVESTMENTS(Cont.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares, Units,
Warrants,
Ownership or Acquisition
CORPORATE RESTRICTED SECURITIES:(A)(Continued) Principal Amount Date Cost Fair Value
------------ -------- ------------ ------------
BRAVO SPORTS HOLDING CORPORATION
A designer and marketer of niche branded consumer
products including canopies, trampolines, in-line skates,
skateboards, and urethane wheels.
12.5% Senior Subordinated Note due 2014 $ 2,281,593 06/30/06 $ 2,152,611 $ 2,254,241
Preferred Stock Class A (B) 879 shs. 06/30/06 268,121 238,939
Common Stock (B) 1 sh. 06/30/06 286 256
Warrant, exercisable until 2014, to purchase
common stock at $.01 per share (B) 309 shs. 06/30/06 92,102 83,974
------------ ------------
2,513,120 2,577,410
------------ ------------
CAPESUCCESS LLC
A provider of diversified staffing services.
Preferred Membership Interests (B) 1,882 uts. 04/29/00 8,395 420
Common Membership Interests (B) 24,318 uts. 04/29/00 108,983 5,442
------------ ------------
117,378 5,862
------------ ------------
CAPITAL SPECIALTY PLASTICS, INC.
A producer of desiccant strips used for packaging
pharmaceutical products.
Common Stock (B) 109 shs. * 503 447,145
------------ ------------
COEUR, INC.
A producer of proprietary, disposable power
injection syringes.
8.75% Senior Secured Term Note due 2010 $ 355,072 04/30/03 355,072 359,074
11.5% Senior Subordinated Note due 2011 $ 424,818 04/30/03 401,168 425,674
Common Stock (B) 126,812 shs. 04/30/03 126,812 430,253
Warrant, exercisable until 2010, to purchase
common stock at $.01 per share (B) 87,672 shs. 04/30/03 40,804 297,457
------------ ------------
923,856 1,512,458
------------ ------------
CONNECTICUT ELECTRIC, INC.
A supplier and distributor of electrical products sold into
the retail and wholesale markets.
12% Senior Subordinated Note due 2014 $ 2,393,954 01/12/07 2,233,201 2,342,317
Limited Liability Company Unit Class A (B) 156,046 uts. 01/12/07 156,046 148,244
Limited Liability Company Unit Class C (B) 112,873 uts. 01/12/07 112,873 107,230
------------ ------------
2,502,120 2,597,791
------------ ------------
CONNOR SPORT COURT INTERNATIONAL, INC.
A designer and manufacturer of outdoor and indoor
synthetic sports flooring and other temporary flooring
products.
12% Senior Subordinated Note due 2012 (D) $ 2,001,121 ** 1,840,887 1,000,560
Limited Partnership Interest (B) 7.74% int. *** 189,586 --
Warrant, exercisable until 2012, to purchase
common stock at $.01 per share (B) 174 shs. ** 160,233 --
------------ ------------
2,190,706 1,000,560
------------ ------------
CONSOLIDATED FOUNDRIES HOLDINGS
A manufacturer of engineered cast metal components for
the global aerospace and defense industries.
12% Senior Subordinated Note due 2013 $ 2,185,714 06/15/05 2,104,309 2,207,570
Common Stock (B) 509 shs. **** 526,095 1,331,580
Warrant, exercisable until 2013, to purchase
common stock at $.01 per share (B) 103 shs. 06/15/05 100,667 269,320
------------ ------------
2,731,071 3,808,470
------------ ------------
*12/30/97 and 05/29/99.
**08/12/04 and 01/18/05.
***08/12/04 and 01/14/05.
****06/15/05 and 05/22/06.
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8
CONSOLIDATED SCHEDULE OF INVESTMENTS(Cont.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares, Units,
Warrants,
Ownership or Acquisition
CORPORATE RESTRICTED SECURITIES:(A)(Continued) Principal Amount Date Cost Fair Value
------------ -------- ------------ ------------
COREPHARMA LLC
A manufacturer of oral dose generic pharmaceuticals
targeted at niche applications.
12% Senior Subordinated Note due 2013 $ 2,550,000 08/04/05 $ 2,434,807 $ 2,562,750
Warrant, exercisable until 2013, to purchase
common stock at $.001 per share (B) 20 shs. 08/04/05 137,166 68,932
------------ ------------
2,571,973 2,631,682
------------ ------------
DAVIS-STANDARD LLC
A manufacturer, assembler, and installer of a broad range
of capital equipment that is used in the extrusion,
conversion, and processing of plastic materials.
12% Senior Subordinated Note due 2014 $ 1,847,826 10/30/06 1,733,297 1,889,134
Limited Partnership Interest (B) 702,174 uts. 10/30/06 702,174 667,065
Warrant, exercisable until 2014, to purchase
preferred stock at $.01 per share (B) 50 shs. 10/30/06 49,830 1
Warrant, exercisable until 2014, to purchase
common stock at $.01 per share (B) 34 shs. 10/30/06 34,000 --
------------ ------------
2,519,301 2,556,200
------------ ------------
DIRECTED ELECTRONICS, INC.
A designer and distributor of brand name automotive
security systems, audio products and installation
accessories.
Common Stock (B) 368,560 shs. * 1,856,534 1,470,554
------------ ------------
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. 08/27/98 734,090 --
Preferred Stock (B) 3,278 shs. 12/14/01 2,784,133 --
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 --
------------ ------------
DUNCAN SYSTEMS, INC.
A distributor of windshields and side glass for the
recreational vehicle market.
10% Senior Secured Term Note due 2013 $ 540,000 11/01/06 531,900 536,309
13% Senior Subordinated Note due 2014 $ 855,000 11/01/06 764,827 847,989
Common Stock (B) 180,000 shs. 11/01/06 180,000 171,000
Warrant, exercisable until 2014, to purchase
common stock at $.01 per share (B) 56,514 shs. 11/01/06 78,160 565
------------ ------------
1,554,887 1,555,863
------------ ------------
DWYER GROUP, INC.
A franchiser of a variety of home repair services.
Common Stock (B) 6,906 shs. *** 690,600 936,998
Warrant, exercisable until 2011, to purchase
common stock at $.01 per share (B) 2,034 shs. 10/30/03 186,469 275,915
------------ ------------
877,069 1,212,913
------------ ------------
E X C ACQUISITION CORPORATION
A manufacturer of pre-filled syringes and pump systems
used for intravenous drug delivery.
Warrant, exercisable until 2014, to purchase
common stock at $.01 per share (B) 22 shs. 06/28/04 77,208 171,101
------------ ------------
*12/19/05 and 06/17/06.
**10/24/96 and 08/28/98.
***10/30/03 and 01/02/04.
--------------------------------------------------------------------------------------------------------------------------------
9
CONSOLIDATED SCHEDULE OF INVESTMENTS(Cont.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares, Units,
Warrants,
Ownership or Acquisition
CORPORATE RESTRICTED SECURITIES:(A)(Continued) Principal Amount Date Cost Fair Value
------------ -------- ------------ ------------
EAGLE PACK PET FOODS, INC.
A manufacturer of premium pet food sold through
independent pet stores.
12% Senior Subordinated Note due 2011 $ 1,517,857 * $ 1,483,923 $ 1,533,036
Warrant, exercisable until 2011, to purchase
common stock at $.02 per share (B) 4,085 shs. 09/24/04 39,464 124,757
------------ ------------
1,523,387 1,657,793
------------ ------------
ELECTRA BICYCLE COMPANY, INC.
A designer and marketer of branded leisure bicycles.
10.5% Senior Secured Term Note A due 2009 $ 255,061 04/12/07 249,960 253,402
10.5% Senior Secured Term Note B due 2012 $ 746,052 04/12/07 731,770 738,024
12% Senior Secured Term Note C due 2012 $ 510,121 04/12/07 474,967 500,116
Limited Liability Company Unit Series F 64,597 uts. 04/12/07 64,597 61,367
Limited Liability Company Unit Series G (B) 4,990 uts. 04/12/07 4,990 4,741
------------ ------------
1,526,284 1,557,650
------------ ------------
ENZYMATIC THERAPY, INC.
A manufacturer and distributor of branded natural
medicines and nutritional supplements.
Limited Partnership Interest (B) 1.32% int. 03/30/00 531,250 63,750
Warrant, exercisable until 2009, to purchase
common stock at $.01 per share (B) 29,117 shs. 03/30/00 255,000 42,500
------------ ------------
786,250 106,250
------------ ------------
Evans Consoles, Inc.
A designer and manufacturer of consoles and control
center systems.
Common Stock 90,000 shs. 05/06/04 6 --
------------ ------------
F H S HOLDINGS LLC
A national provider of customized disease management
services to large self-insured employers.
12% Senior Subordinated Note due 2014 $ 2,390,625 06/01/06 2,233,928 2,351,183
Preferred Unit (B) 158 uts. 06/01/06 157,768 157,780
Common Unit (B) 1,594 uts. 06/01/06 1,594 107,691
Common Unit Class B (B) 1,386 uts. 06/01/06 122,361 93,624
------------ ------------
2,515,651 2,710,278
------------ ------------
FLUTES, INC.
An independent manufacturer of micro fluted corrugated
sheet material for the food and consumer products
packaging industries.
10% Senior Secured Term Note due 2013 $ 918,385 04/13/06 904,609 915,704
14% Senior Subordinated Note due 2014 $ 555,059 04/13/06 500,725 554,129
Common Stock (B) 109,436 shs. 04/13/06 109,436 93,067
Warrant, exercisable until 2014, to purchase
common stock at $.01 per share (B) 30,940 shs. 04/13/06 48,433 26,312
------------ ------------
1,563,203 1,589,212
------------ ------------
FOWLER HOLDING, INC.
A provider of site development services to residential
homebuilders and developers in the Raleigh/Durham
region of North Carolina.
12% Senior Subordinated Note due 2013 $ 2,365,217 02/03/06 2,154,228 2,273,414
Common Stock (B) 185 shs. 02/03/06 184,783 71,010
Warrant, exercisable until 2013, to purchase
common stock at $.01 per share (B) 254 shs. 02/03/06 208,435 97,680
------------ ------------
2,547,446 2,442,104
------------ ------------
*09/24/04 and 04/20/06.
--------------------------------------------------------------------------------------------------------------------------------
10
CONSOLIDATED SCHEDULE OF INVESTMENTS(Cont.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares, Units,
Warrants,
Ownership or Acquisition
CORPORATE RESTRICTED SECURITIES:(A)(Continued) Principal Amount Date Cost Fair Value
------------ -------- ------------ ------------
FUEL SYSTEMS HOLDING CORPORATION
An independent North American supplier of fuel tanks for
a wide variety of commercial vehicles.
12% Senior Subordinated Note due 2014 $ 2,337,500 01/31/06 $ 2,186,900 $ 2,251,105
Common Stock (B) 212,500 shs. 01/31/06 212,500 144,461
Warrant, exercisable until 2016, to purchase
common stock at $.01 per share (B) 138,408 shs. 01/31/06 119,213 94,092
------------ ------------
2,518,613 2,489,658
------------ ------------
H M HOLDING COMPANY
A designer, manufacturer, and importer of promotional and
wood furniture.
12% Senior Subordinated Note due 2013 $ 2,210,000 02/10/06 2,063,211 1,995,885
Preferred Stock (B) 20 shs. 09/18/07 20,238 18,216
Common Stock (B) 340 shs. 02/10/06 340,000 --
Warrant, exercisable until 2013, to purchase
common stock at $.01 per share (B) 126 shs. 02/10/06 116,875 1
------------ ------------
2,540,324 2,014,102
------------ ------------
HIGHGATE CAPITAL LLC
An acquirer of controlling or substantial interests in
manufacturing and marketing entities.
Series A Preferred Units (B) 1.19% int. 07/21/94 367,440 --
------------ ------------
HOME DECOR HOLDING COMPANY
A designer, manufacturer and marketer of framed art and
wall decor products.
12.5% Senior Subordinated Note due 2012 $ 2,043,269 * 1,889,638 2,049,012
Common Stock (B) 63 shs. * 62,742 75,288
Warrant, exercisable until 2012, to purchase
common stock at $.02 per share (B) 200 shs. * 199,501 239,401
------------ ------------
2,151,881 2,363,701
------------ ------------
INSURANCE CLAIMS MANAGEMENT, INC.
A third party administrator providing auto and property
claim administration services for insurance companies.
Common Stock 69 shs. 02/27/07 2,077 --
Warrant, exercisable until 2011, to purchase
common stock at $.01 per share 20 shs. 02/27/07 612 --
------------ ------------
2,689 --
------------ ------------
INTEGRATION TECHNOLOGY SYSTEMS, INC.
A manufacturer of steel protective computer and network
systems for the industrial and office environments.
12% Senior Secured Note due 2008 (D) $ 1,644,444 03/01/04 1,646,101 416,111
Common Stock (B) 228 shs. 06/01/00 262,200 --
------------ ------------
1,908,301 416,111
------------ ------------
JASON, INC.
A diversified manufacturing company serving various
industrial markets.
13% Senior Subordinated Note due 2008 $ 963,687 08/04/00 938,967 956,218
Limited Partnership Interest of
Saw Mill Capital Fund II, L.P. (B) 2.50% int. 08/03/00 886,352 896,924
Warrants, exercisable until 2008 and 2009, to purchase
common stock at $.01 per share (B) 50,870 shs. 08/04/00 115,412 180,127
------------ ------------
1,940,731 2,033,269
------------ ------------
*06/30/04 and 08/19/04.
--------------------------------------------------------------------------------------------------------------------------------
11
CONSOLIDATED SCHEDULE OF INVESTMENTS(Cont.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares, Units,
Warrants,
Ownership or Acquisition
CORPORATE RESTRICTED SECURITIES:(A)(Continued) Principal Amount Date Cost Fair Value
------------ -------- ------------ ------------
JUSTRITE MANUFACTURING ACQUISITION CO.
A manufacturer of safety products such as storage cabinets
and containers.
12% Senior Subordinated Note due 2011 $ 1,593,750 12/15/04 $ 1,520,310 $ 1,609,688
Warrant, exercisable until 2011, to purchase
common stock at $.01 per share (B) 1,121 shs. 12/15/04 101,109 218,648
------------ ------------
1,621,419 1,828,336
------------ ------------
K N B HOLDINGS CORPORATION
A designer, manufacturer and marketer of products for the
custom framing market.
13.5% Senior Subordinated Note due 2013 $ 2,455,910 05/25/06 2,344,849 2,453,059
Common Stock (B) 134,210 shs. 05/25/06 134,210 102,811
Warrant, exercisable until 2013, to purchase
common stock at $.01 per share (B) 82,357 shs. 05/25/06 71,534 63,089
------------ ------------
2,550,593 2,618,959
------------ ------------
K W P I HOLDINGS CORPORATION
A manufacturer and distributor of vinyl windows and patio
doors throughout the northwestern United States.
12% Senior Subordinated Note due 2014 $ 2,318,000 03/14/07 2,117,690 2,268,618
Common Stock (B) 232 shs. 03/13/07 232,000 220,400
Warrant, excercisable until 2017, to purchase
common stock at $.01 per share (B) 167 shs. 03/14/07 162,260 2
------------ ------------
2,511,950 2,489,020
------------ ------------
KEEPSAKE QUILTING, INC.
A seller of quilting fabrics, books, patterns, kits and
notions to consumers.
9.17% Senior Secured Revolving Note due 2008 (C) $ 238,503 06/16/00 238,503 236,991
12% Senior Secured Tranche B Note due 2008 $ 550,392 06/16/00 544,367 550,392
Limited Partnership Interest of
Riverside XVI Holding Company, L.P. (B) 5.29% int. 06/12/00 333,490 471,228
Warrant, exercisable until 2008, to purchase
common stock at $.01 per share (B) 1,108 shs. 06/12/00 45,866 157,965
------------ ------------
1,162,226 1,416,576
------------ ------------
KELE AND ASSOCIATES, INC.
A distributor of building automation control products.
12% Senior Subordinated Note due 2012 $ 1,831,548 02/27/04 1,709,814 1,849,863
Common Stock 12 shs. 02/27/04 12,871 222,035
Warrant, exercisable until 2012, to purchase
common stock at $.02 per share 11 shs. 02/27/04 7,793 203,228
------------ ------------
1,730,478 2,275,126
------------ ------------
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 2008 (D) $ 3,845,000 * 3,587,623 --
Common Stock (B) 5,800 shs. * 406,003 --
Warrant, exercisable until 2008, to purchase
common stock at $.11 per share (B) 15,572 shs. * 602,127 --
------------ ------------
4,595,753 --
------------ ------------
*12/23/98 and 01/28/99.
--------------------------------------------------------------------------------------------------------------------------------
12
CONSOLIDATED SCHEDULE OF INVESTMENTS(Cont.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares, Units,
Warrants,
Ownership or Acquisition
CORPORATE RESTRICTED SECURITIES:(A)(Continued) Principal Amount Date Cost Fair Value
------------ -------- ------------ ------------
MAGNATECH INTERNATIONAL, INC.
A supplier of process equipment and related parts used
in the manufacturing of medium and high-pressure
reinforced hoses.
12% Senior Subordinated Note due 2014 $ 1,168,750 04/05/06 $ 1,091,909 $ 1,180,218
13% Preferred Stock (B) 565 shs. 04/05/06 565,335 638,823
Common Stock (B) 125 shs. 04/05/06 125,048 400,074
Warrant, exercisable until 2014, to purchase
common stock at $.01 per share (B) 13 shs. 04/05/06 12,905 41,271
------------ ------------
1,795,197 2,260,386
------------ ------------
MAIL COMMUNICATIONS GROUP, INC.
A provider of mail processing and handling services,
lettershop services, and commercial printing services.
12.5% Senior Subordinated Note due 2014 $ 975,000 05/04/07 912,469 968,157
Limited Liability Company Unit (B) 23,000 uts. 05/04/07 300,000 285,000
Warrant, exercisable until 2014, to purchase
common stock at $.01 per share (B) 3,375 shs. 05/04/07 43,031 34
------------ ------------
1,255,500 1,253,191
------------ ------------
MAVERICK ACQUISITION COMPANY
A manufacturer of capsules that cover the cork and neck of
wine bottles.
9.86% Senior Secured Tranche A Note due 2010 (C) $ 571,644 09/03/04 571,644 573,779
12% Senior Secured Tranche B Note due 2011 $ 313,433 09/03/04 286,242 312,752
Limited Partnership Interest (B) 7.84% int. 09/03/04 58,769 46,898
Warrant, exercisable until 2011, to purchase
common stock at $.01 per share (B) 425 shs. 09/03/04 39,473 33,885
------------ ------------
956,128 967,314
------------ ------------
MAXON CORPORATION
A manufacturer of industrial combustion equipment and
related shut-off valves and control valves.
12% Senior Subordinated Note due 2012 $ 962,215 09/30/04 895,823 980,121
8.75% Senior Subordinated Note due 2012 $ 1,155,562 09/30/04 1,155,562 1,178,334
Common Stock (B) 381,672 shs. 09/30/04 381,672 2,122,183
Warrant, exercisable until 2012, to purchase
common stock at $.01 per share (B) 153,572 shs. 09/30/04 90,897 853,893
------------ ------------
2,523,954 5,134,531
------------ ------------
MICROGROUP, INC.
A manufacturer of precision parts and assemblies, and a
value-added supplier of metal tubing and bars.
12% Senior Subordinated Note due 2013 $ 2,685,614 * 2,537,566 2,706,506
Common Stock (B) 450 shs. * 450,000 274,814
Warrant, exercisable until 2013, to purchase
common stock at $.02 per share (B) 164 shs. * 162,974 100,142
------------ ------------
3,150,540 3,081,462
------------ ------------
MOMENTUM HOLDING CO.
A designer and supplier of upholstery fabric to commercial
furniture manufacturers and architectural and design firms.
12% Senior Subordinated Note due 2014 $ 1,168,847 08/04/06 1,047,247 1,192,224
Limited Partnership Interest (B) 106,153 uts. 08/04/06 106,153 164,254
Warrant, exercisable until 2014, to purchase
common stock at $.02 per share (B) 1,107 shs. 08/04/06 107,109 171,215
------------ ------------
1,260,509 1,527,693
------------ ------------
*08/12/05 and 09/11/06.
--------------------------------------------------------------------------------------------------------------------------------
13
CONSOLIDATED SCHEDULE OF INVESTMENTS(Cont.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares, Units,
Warrants,
Ownership or Acquisition
CORPORATE RESTRICTED SECURITIES:(A)(Continued) Principal Amount Date Cost Fair Value
------------ -------- ------------ ------------
MONESSEN HOLDING CORPORATION
A designer and manufacturer of a broad line of gas, wood,
and electric hearth products and accessories.
12% Senior Subordinated Note due 2014 $ 2,550,000 03/31/06 $ 2,375,866 $ 2,410,624
Warrant, exercisable until 2014, to purchase
common stock at $.01 per share (B) 152 shs. 03/31/06 138,125 2
------------ ------------
2,513,991 2,410,626
------------ ------------
MORTON INDUSTRIAL GROUP, INC.
A manufacturer of highly engineered metal
fabricated components.
12% Senior Subordinated Note due 2014 $ 2,440,909 08/25/06 2,253,898 2,263,806
Common Stock (B) 109,091 shs. 08/25/06 109,091 87,273
Warrant, exercisable until 2014, to purchase
common stock at $.01 per share (B) 173,633 shs. 08/25/06 149,940 1,736
------------ ------------
2,512,929 2,352,815
------------ ------------
MOSS, INC.
A manufacturer and distributor of large display and
exhibit structures.
Limited Partnership Interest of
Riverside Capital Appreciation Fund I, L.P. (B) 33.59% int. * 348,620 600,902
Warrant, exercisable until 2010, to purchase
common stock at $.01 per share (B) 214 shs. 12/21/05 36,647 36,891
------------ ------------
385,267 637,793
------------ ------------
NABCO, INC.
A producer of explosive containment vessels in the
United States.
12% Senior Subordinated Note due 2014 $ 665,625 02/24/06 615,619 565,781
Limited Liability Company Unit (B) 825 uts. ** 825,410 412,705
Warrant, exercisable until 2016, to purchase
common stock at $.01 per share (B) 48 shs. 02/24/06 37,188 --
------------ ------------
1,478,217 978,486
------------ ------------
NAVIS GLOBAL
A designer, manufacturer, seller and servicer of finishing
machinery for the knit and woven segments of the global
textile industry.
12% Senior Subordinated Note due 2014 $ 1,234,551 05/28/04 1,134,627 1,214,646
8.75% Senior Secured Note due 2011 $ 644,663 05/28/04 644,663 641,632
Common Stock (B) 674,157 shs. 05/28/04 674,157 471,910
Warrant, exercisable until 2012, to purchase
common stock at $.01 per share (B) 203,912 shs. 05/28/04 130,789 142,738
------------ ------------
2,584,236 2,470,926
------------ ------------
NESCO HOLDINGS CORPORATION
A sales and leasing company that provides equipment
to the electric utility, telecommunications, and various
other industries.
12% Senior Subordinated Note due 2015 $ 2,125,000 08/02/07 1,888,243 2,104,966
Common Stock (B) 425,000 shs. 08/02/07 425,000 403,750
Warrant, exercisable until 2015, to purchase
common stock at $.01 per share (B) 119,360 shs. 08/02/07 194,257 1,194
------------ ------------
2,507,500 2,509,910
------------ ------------
*09/20/00, 05/23/02 and 02/21/07.
**02/24/06 and 06/22/07.
--------------------------------------------------------------------------------------------------------------------------------
14
CONSOLIDATED SCHEDULE OF INVESTMENTS(Cont.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares, Units,
Warrants,
Ownership or Acquisition
CORPORATE RESTRICTED SECURITIES:(A)(Continued) Principal Amount Date Cost Fair Value
------------ -------- ------------ ------------
NETSHAPE TECHNOLOGIES, INC.
A manufacturer of powder metal and metal injection
molded precision components used in industrial, consumer,
and other applications.
12% Senior Subordinated Note due 2014 $ 1,530,000 02/02/07 $ 1,408,570 $ 1,450,215
Limited Partnership Interest of
Saw Mill PCG Partners LLC (B) 1,020 uts. 02/01/07 1,020,000 918,000
Warrant, exercisable until 2014, to purchase
common stock at $.01 per share (B) 91 shs. 02/02/07 90,830 1
------------ ------------
2,519,400 2,368,216
------------ ------------
NONNI'S FOOD COMPANY
A producer and distributor of premium biscotti and bagel
chips in North America.
12.25% Senior Subordinated Note due 2012 $ 1,863,462 03/29/04 1,856,139 1,876,326
10% Preferred Stock (B) 255 shs. 03/29/04 255,083 256,444
Common Stock (B) 6,455 shs. 03/29/04 6,455 176,314
Warrant, exercisable until 2012, to purchase
common stock at $.01 per share (B) 8,622 shs. 03/29/04 7,323 235,507
------------ ------------
2,125,000 2,544,591
------------ ------------
NYLONCRAFT, INC.
A supplier of engineered plastic components for the
automotive industry.
9% Senior Secured Note due 2009 $ 812,500 01/28/02 812,500 771,875
11.5% Senior Subordinated Note due 2012 $ 1,500,000 01/28/02 1,410,342 1,125,000
Common Stock (B) 312,500 shs. 01/28/02 312,500 --
Warrant, exercisable until 2012, to purchase
common stock at $.01 per share (B) 243,223 shs. 01/28/02 162,045 --
------------ ------------
2,697,387 1,896,875
------------ ------------
O R S NASCO HOLDING, INC.
A wholesale distributor of industrial supplies in
North America.
13% Senior Subordinated Note due 2013 $ 2,372,732 12/20/05 2,239,518 2,420,187
Common Stock (B) 177,268 shs. 12/20/05 177,268 349,846
Warrant, exercisable until 2015, to purchase
common stock at $.01 per share (B) 99,771 shs. 12/20/05 98,773 196,902
------------ ------------
2,515,559 2,966,935
------------ ------------
OAKRIVER TECHNOLOGY, INC.
Designs, engineers and assembles high precision
automated process equipment for the medical device
industry, with a focus on defibrillators and stents.
10% Senior Secured Note due 2012 $ 565,452 01/03/06 556,970 563,718
13% Senior Subordinated Note due 2013 $ 687,241 01/03/06 619,398 685,335
Common Stock (B) 322,307 shs. 01/03/06 322,307 322,191
Warrant, exercisable until 2013, to purchase
common stock at $.01 per share (B) 75,378 shs. 01/03/06 62,824 75,351
------------ ------------
1,561,499 1,646,595
------------ ------------
OLYMPIC SALES, INC.
A boat retailer in Washington state, Oregon, California and
British Columbia.
12% Senior Subordinated Note due 2008 $ 1,022,000 08/07/98 1,022,000 1,004,297
12% Senior Subordinated Note due 2008 $ 307,071 02/09/00 303,761 304,795
Limited Partnership Interest of Riverside VIII,
VIII-A and VIII-B Holding Company, L.P. 20.57% int. * 1,555,992 1,555,626
Warrants, exercisable until 2007 and 2008, to purchase
common stock at $.01 per share (B) 28,648 shs. ** 389,188 59,302
------------ ------------
3,270,941 2,924,020
------------ ------------
*08/07/98, 02/23/99, 12/22/99 and 02/25/03.
**08/07/98 and 02/09/00.
--------------------------------------------------------------------------------------------------------------------------------
15
CONSOLIDATED SCHEDULE OF INVESTMENTS(Cont.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares, Units,
Warrants,
Ownership or Acquisition
CORPORATE RESTRICTED SECURITIES:(A)(Continued) Principal Amount Date Cost Fair Value
------------ -------- ------------ ------------
ONTARIO DRIVE & GEAR LTD.
A manufacturer of all-wheel drive, off-road amphibious
vehicles and related accessories.
13% Senior Subordinated Note due 2013 $ 1,977,885 01/17/06 $ 1,798,680 $ 2,017,442
Limited Liability Company Unit (B) 3,667 uts. 01/17/06 572,115 846,851
Warrant, exercisable until 2013, to purchase
common stock at $.01 per share (B) 619 shs. 01/17/06 170,801 142,978
------------ ------------
2,541,596 3,007,271
------------ ------------
OVERTON'S HOLDING COMPANY
A marketer of marine and water sports accessories in the
United States.
12% Senior Subordinated Note due 2014 $ 1,817,308 04/28/06 1,707,235 1,825,385
Common Stock (B) 95 shs. 04/28/06 95,000 113,841
Warrant, exercisable until 2014, to purchase
common stock at $.02 per share (B) 94 shs. 04/28/06 83,720 112,247
------------ ------------
1,885,955 2,051,473
------------ ------------
P A S HOLDCO LLC
An independent provider of maintenance, repair and
overhaul services to the aerospace gas turbine engine and
airframe markets.
14% Senior Subordinated Note due 2014 $ 2,211,163 07/03/06 2,105,146 2,255,387
Preferred Unit (B) 382 uts. 07/03/06 382,150 428,008
Preferred Unit (B) 69 uts. 07/03/06 68,790 77,045
Common Unit Class I (B) 148 uts. 07/03/06 -- 322,872
Common Unit Class L (B) 31 uts. 07/03/06 -- 68,231
------------ ------------
2,556,086 3,151,543
------------ ------------
P I I HOLDING CORPORATION
A manufacturer of plastic film and bags for the general
industrial, medical, and food industries.
12% Senior Subordinated Note due 2013 $ 2,295,000 03/31/06 2,154,550 2,340,900
Preferred Stock (B) 36 shs. 03/31/06 329,596 353,532
Common Stock (B) 23 shs. 03/31/06 25,500 53,124
Warrant, exercisable until 2013, to purchase
common stock at $.01 per share (B) 13 shs. 03/31/06 11,122 30,902
------------ ------------
2,520,768 2,778,458
------------ ------------
PACIFIC CONSOLIDATED HOLDINGS LLC
A manufacturer of rugged, mobile liquid and gaseous
oxygen and nitrogen generating systems used in the
global defense, oil & gas, and medical sectors.
12% Senior Subordinated Note due 2012 $ 1,304,624 04/27/07 1,191,671 1,288,998
Limited Liability Company Unit (B) 1,754,707 uts. 04/27/07 63,233 60,011
------------ ------------
1,254,904 1,349,009
------------ ------------
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 2,061,629 2,120,650
Membership Interests of MM/Lincap
PPI Investments, Inc., LLC (B) 2.42% int. 12/21/00 265,625 335,187
------------ ------------
2,327,254 2,455,837
------------ ------------
--------------------------------------------------------------------------------------------------------------------------------
16
CONSOLIDATED SCHEDULE OF INVESTMENTS(Cont.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares, Units,
Warrants,
Ownership or Acquisition
CORPORATE RESTRICTED SECURITIES:(A)(Continued) Principal Amount Date Cost Fair Value
------------ -------- ------------ ------------
POSTLE ALUMINUM COMPANY LLC
A manufacturer and distributor of aluminum
extruded products.
12% Senior Subordinated Note due 2014 $ 2,040,000 10/02/06 $ 1,893,982 $ 2,081,348
Limited Liability Company Unit (B) 1,384 uts. 10/02/06 510,000 471,707
Warrant, exercisable until 2016, to purchase
common stock at $.01 per share (B) 344 shs. 10/02/06 124,644 117,322
------------ ------------
2,528,626 2,670,377
------------ ------------
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. 08/12/94 100,350 --
Common Stock (B) 2,600 shs. * 126,866 --
------------ ------------
227,216 --
------------ ------------
QUALIS AUTOMOTIVE LLC
A distributor of aftermarket automotive brake and chassis
products.
12% Senior Subordinated Note due 2012 $ 1,770,833 05/28/04 1,517,022 1,763,004
Common Stock 354,166 shs. 05/28/04 354,166 121,880
Warrant, exercisable until 2012, to purchase
common stock at $.01 per share 377,719 shs. 05/28/04 377,719 129,985
------------ ------------
2,248,907 2,014,869
------------ ------------
QUALSERV CORPORATION
A provider of foodservice equipment and supplies to major
restaurant chains and their franchisees.
14% Senior Subordinated Note due 2012 (D) $ 1,893,563 07/09/04 1,844,035 --
Limited Partnership Interest (B) 9.26% int. 07/09/04 259,146 --
Warrant, exercisable until 2012, to purchase
common stock at $.01 per share (B) 528 shs. 07/09/04 49,061 --
------------ ------------
2,152,242 --
------------ ------------
R A J MANUFACTURING HOLDINGS LLC
A designer and manufacturer of women's swimwear sold
under a variety of licensed brand names.
12.5% Senior Subordinated Note due 2014 $ 2,267,190 12/15/06 2,090,363 2,335,206
Limited Liability Company Unit (B) 2,828 uts. 12/15/06 282,810 268,670
Warrant, exercisable until 2014, to purchase
common stock at $.01 per share (B) 3 shs. 12/15/06 131,483 --
------------ ------------
2,504,656 2,603,876
------------ ------------
RADIAC ABRASIVES, INC.
A manufacturer of bonded abrasive and super abrasive
grinding wheels in the United States.
12% Senior Subordinated Note due 2014 $ 2,260,638 02/10/06 2,111,398 2,328,457
Common Stock (B) 289,362 shs. 02/10/06 289,362 327,616
Warrant, exercisable until 2016, to purchase
common stock at $.01 per share (B) 131,555 shs. 02/10/06 119,796 148,946
------------ ------------
2,520,556 2,805,019
------------ ------------
RIVER RANCH FRESH FOODS LLC
A supplier of fresh produce to the retail and
foodservice channels.
13% Senior Subordinated Note due 2011 (D) $ 1,841,667 09/29/04 1,683,764 920,834
Limited Liability Company Unit (B) 470,176 uts. ** 712,899 --
Warrant, exercisable until 2011, to purchase
common stock at $.01 per share (B) 23,575 shs. 09/29/04 157,903 --
------------ ------------
2,554,566 920,834
------------ ------------
*08/12/94 and 11/14/01.
**09/29/04, 06/04/07 and 06/14/07.
--------------------------------------------------------------------------------------------------------------------------------
17
CONSOLIDATED SCHEDULE OF INVESTMENTS(Cont.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares, Units,
Warrants,
Ownership or Acquisition
CORPORATE RESTRICTED SECURITIES:(A)(Continued) Principal Amount Date Cost Fair Value
------------ -------- ------------ ------------
ROYAL BATHS MANUFACTURING COMPANY
A manufacturer and distributor of acrylic and cultured
marble bathroom products.
12.5% Senior Subordinated Notes due 2011 $ 1,062,500 11/14/03 $ 982,613 $ 1,080,023
Warrant, exercisable until 2011, to purchase
common stock at $.01 per share (B) 140 shs. 11/14/03 122,946 171,810
------------ ------------
1,105,559 1,251,833
------------ ------------
SAFETY SPEED CUT MANUFACTURING COMPANY, INC.
A manufacturer of vertical panel saws and routers for the
wood working industry.
Class B Common Stock (B) 1,480 shs. 06/02/99 256,212 1,005,338
------------ ------------
SAVAGE SPORTS HOLDING, INC.
A manufacturer of sporting firearms.
12% Senior Subordinated Note due 2012 $ 1,538,793 09/10/04 1,453,427 1,569,569
Common Stock (B) 586 shs. 09/10/04 586,207 936,307
Warrant, exercisable until 2012, to purchase
common stock at $.01 per share (B) 134 shs. 09/10/04 113,578 213,421
------------ ------------
2,153,212 2,719,297
------------ ------------
SMART SOURCE HOLDINGS LLC
A short-term computer rental company.
12% Senior Subordinated Note due 2015 $ 1,961,538 08/31/07 1,779,039 1,947,804
Limited Liability Company Unit (B) 588 uts. 08/31/07 588,462 559,037
Warrant, exercisable until 2015, to purchase
common stock at $.01 per share (B) 144 shs. 08/31/07 143,846 1
------------ ------------
2,511,347 2,506,842
------------ ------------
SPECIALTY FOODS GROUP, INC.
A manufacturer and distributor of branded meat products.
Limited Partnership Interest of MHD Holdings LLC 1.43% int. 08/29/00 684,724 --
------------ ------------
STANTON CARPET HOLDING CO.
A designer and marketer of high and mid-priced decorative
carpets and rugs.
12.13% Senior Subordinated Note due 2014 $ 2,239,024 08/01/06 2,108,751 2,224,397
Common Stock (B) 311 shs. 08/01/06 310,976 323,230
Warrant, exercisable until 2014, to purchase
common stock at $.02 per share (B) 104 shs. 08/01/06 93,293 107,650
------------ ------------
2,513,020 2,655,277
------------ ------------
STRATEGIC EQUIPMENT & SUPPLY CORPORATION, INC.
A provider of kitchen and restaurant design, equipment
fabrication and installation services.
Warrant, exercisable until 2008, to purchase
common stock at $.01 per share (B) 106,539 shs. 01/14/00 658,751 --
------------ ------------
SYNVENTIVE EQUITY LLC
A manufacturer of hot runner systems used in the plastic
injection molding process.
Limited Liability Company Unit (B) 1.99% int. 08/20/03 63,207 14,101
Warrant, exercisable until 2011, to purchase
common stock at $.01 per share (B) 86,780 shs. 08/21/03 19,359 19,359
------------ ------------
82,566 33,460
------------ ------------
--------------------------------------------------------------------------------------------------------------------------------
18
CONSOLIDATED SCHEDULE OF INVESTMENTS(Cont.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares, Units,
Warrants,
Ownership or Acquisition
CORPORATE RESTRICTED SECURITIES:(A)(Continued) Principal Amount Date Cost Fair Value
------------ -------- ------------ ------------
TANGENT RAIL CORPORATION
A manufacturer of rail ties and provides specialty services
to the North American railroad industry.
13% Senior Subordinated Note due 2013 $ 2,217,385 10/14/05 $ 1,925,227 $ 2,261,733
Common Stock (B) 2,203 shs. 10/14/05 2,203 836,068
Warrant, exercisable until 2013, to purchase
common stock at $.01 per share (B) 1,167 shs. 10/14/05 294,403 442,892
------------ ------------
2,221,833 3,540,693
------------ ------------
TERRA RENEWAL SERVICES, INC.
A provider of wastewater residual management and
required environmental reporting, permitting, nutrient
management planning and record keeping to companies
involved in poultry and food processing.
8.61% Senior Secured Tranche B Note due 2012 (C) $ 1,450,043 * 1,444,894 1,436,736
10.5% Senior Secured Tranche B Note due 2012 (C) $ 75,342 * 75,342 74,651
12% Senior Subordinated Note due 2014 $ 1,162,110 ** 1,108,431 1,154,991
Limited Partnership Interest of
Saw Mill Capital Fund V, L.P. 2.30% int. 03/01/05 116,285 462,692
Warrant, exercisable until 2016, to purchase
common stock at $.01 per share (B) 72 shs. 04/28/06 60,597 115,673
------------ ------------
2,805,549 3,244,743
------------ ------------
TOTAL EQUIPMENT & SERVICE, INC.
A manufacturer of a wide variety of equipment used in the
oil and gas industry.
10.5% Senior Secured Term Note due 2013 $ 851,351 03/02/07 838,581 848,404
13% Senior Subordinated Note due 2014 $ 598,450 03/02/07 490,608 595,553
Common Stock (B) 125,199 shs. 03/02/07 125,199 118,939
Warrant, exercisable until 2014 to purchase
common stock at $.01 per share (B) 34,533 shs. 03/02/07 95,873 345
------------ ------------
1,550,261 1,563,241
------------ ------------
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.
13% Senior Subordinated Note due 2009 $ 2,712,000 02/05/98 2,606,446 2,712,000
Common Stock (B) 630 shs. 02/04/98 630,000 305,699
Warrant, exercisable until 2009, to purchase
common stock at $.01 per share (B) 444 shs. 02/05/98 368,832 215,445
------------ ------------
3,605,278 3,233,144
------------ ------------
TRANSTAR HOLDING COMPANY
A distributor of aftermarket automotive transmission parts.
12% Senior Subordinated Note due 2013 $ 1,734,000 08/31/05 1,668,395 1,782,179
Common Stock (B) 1,078 shs. *** 1,078,450 1,128,991
Warrant, exercisable until 2013, to purchase
common stock at $.01 per share (B) 86 shs. 08/31/05 77,485 89,968
------------ ------------
2,824,330 3,001,138
------------ ------------
*04/28/06 and 12/21/06.
**04/28/06 and 09/13/06.
***08/31/05 and 04/30/07.
--------------------------------------------------------------------------------------------------------------------------------
19
CONSOLIDATED SCHEDULE OF INVESTMENTS(Cont.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares, Units,
Warrants,
Ownership or Acquisition
CORPORATE RESTRICTED SECURITIES:(A)(Continued) 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 $ 395,108 01/20/00 $ 395,108 $ 395,108
12% Senior Subordinated Note due 2010 $ 1,326,500 01/20/00 1,297,071 1,326,500
Common Stock (B) 227,400 shs. 01/20/00 227,400 1,062,913
Warrant, exercisable until 2010, to purchase
common stock at $1 per share (B) 260,563 shs. 01/20/00 98,540 1,217,924
------------ ------------
2,018,119 4,002,445
------------ ------------
TRUCK BODIES & EQUIPMENT INTERNATIONAL
A designer and manufacturer of accessories for heavy and
medium duty trucks, primarily dump bodies, hoists,
various forms of flat-bed bodies, landscape bodies and
other accessories.
12% Senior Subordinated Note due 2013 $ 2,309,541 * 2,166,368 2,292,687
Common Stock (B) 742 shs. * 800,860 1,347,531
Warrant, exercisable until 2013, to purchase
common stock at $.02 per share (B) 153 shs. * 159,894 278,314
------------ ------------
3,127,122 3,918,532
------------ ------------
TRUSTILE DOORS, INC.
A manufacturer and distributor of interior doors.
12.5% Senior Subordinated Note due 2010 $ 1,062,500 04/11/03 1,016,854 1,073,125
Warrant, exercisable until 2010, to purchase
common stock at $.01 per share (B) 5,781 shs. 04/11/03 83,927 266,376
------------ ------------
1,100,781 1,339,501
------------ ------------
U-LINE CORPORATION
A manufacturer of high-end, built-in, undercounter ice
making, wine storage and refrigeration appliances.
12.5% Senior Subordinated Note due 2012 $ 1,882,100 04/30/04 1,729,976 1,885,363
Common Stock (B) 182 shs. 04/30/04 182,200 154,614
Warrant, exercisable until 2012, to purchase
common stock at $.01 per share (B) 230 shs. 04/30/04 211,736 195,533
------------ ------------
2,123,912 2,235,510
------------ ------------
VICTORY VENTURES LLC
An acquirer of controlling or substantial interests in
other entities.
Series A Preferred Units 0.15% int. 12/02/96 937 --
------------ ------------
VISIONEERING, INC.
A designer and manufacturer of tooling and fixtures for the
aerospace industry.
10.5% Senior Secured Term Loan due 2013 $ 802,941 05/17/07 790,897 790,820
13% Senior Subordinated Note due 2014 $ 648,530 05/17/07 582,172 641,768
Common Stock (B) 123,529 shs. 05/17/07 123,529 117,353
Warrant, exercisable until 2014, to purchase
common stock at $.01 per share (B) 35,006 shs. 05/17/07 55,055 350
------------ ------------
1,551,653 1,550,291
------------ ------------
*07/19/05 and 12/22/05.
--------------------------------------------------------------------------------------------------------------------------------
20
CONSOLIDATED SCHEDULE OF INVESTMENTS(Cont.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares, Units,
Warrants,
Ownership or Acquisition
CORPORATE RESTRICTED SECURITIES:(A)(Continued) Principal Amount Date Cost Fair Value
------------ -------- ------------ ------------
VITALITY FOODSERVICE, INC.
A non-carbonated beverage dispensing company focused
on the foodservice industry.
15% Senior Subordinated Note due 2011 $ 2,107,669 09/24/04 $ 1,956,035 $ 1,896,902
Common Stock (B) 26,456 shs. * 264,558 211,648
Warrant, exercisable until 2011, to purchase
common stock at $.01 per share (B) 23,787 shs. 09/24/04 186,883 190,296
------------ ------------
2,407,476 2,298,846
------------ ------------
VITEX PACKAGING GROUP, INC.
A manufacturer of specialty packaging, primarily
envelopes and tags used on tea bags.
12.5% Senior Subordinated Note due 2012 $ 1,700,000 07/19/04 1,483,065 1,561,162
Limited Liability Company Unit Class A (B) 1.75% int. 07/19/04 414,375 --
Limited Liability Company Unit Class B (B) 0.77% int. 07/19/04 182,935 --
------------ ------------
2,080,375 1,561,162
------------ ------------
WALLS INDUSTRIES, INC.
A provider of branded workwear and sporting
goods apparel.
Limited Partnership Interest 0.40% int. 07/12/04 3,728 88,585
------------ ------------
WELLBORN FOREST HOLDING CO.
A manufacturer of semi-custom kitchen and bath cabinetry.
12.13% Senior Subordinated Note due 2014 $ 1,721,250 11/30/06 1,605,387 1,669,301
Common Stock (B) 191 shs. 11/30/06 191,250 172,125
Warrant, exercisable until 2014, to purchase
common stock at $.01 per share (B) 95 shs. 11/30/06 86,493 1
------------ ------------
1,883,130 1,841,427
------------ ------------
WORKPLACE MEDIA HOLDING CO.
A direct marketer specializing in providing advertisers with
access to consumers in the workplace.
13% Senior Subordinated Note due 2015 $ 1,159,196 05/14/07 1,054,488 1,158,095
Limited Partnership Interests (B) 115,804 uts. 05/14/07 115,804 110,014
Warrant, exercisable until 2015, to purchase
common stock at $.01 per share (B) 88 shs. 05/14/07 83,462 1
------------ ------------
1,253,754 1,268,110
------------ ------------
Total Private Placement Investments $178,548,861 $174,923,972
------------ ------------
*09/24/04 and 12/22/06.
--------------------------------------------------------------------------------------------------------------------------------
21
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares or
Interest Due Principal
CORPORATE RESTRICTED SECURITIES: (A) (Continued) Rate Date Amount Cost Fair Value
------- -------- ------------ ------------ ------------
RULE 144A SECURITIES - 7.22%:
BONDS - 7.22%
American Tire Distributor (C) 11.610% 04/01/12 $ 1,000,000 $ 950,000 $ 992,500
Bombardier, Inc. 6.300 05/01/14 1,000,000 890,000 980,000
Bristow Group, Inc. 7.500 09/15/17 150,000 150,000 153,000
Calpine Corporation 8.750 07/15/13 500,000 465,000 545,000
Chaparral Energy, Inc. 8.875 02/01/17 1,500,000 1,491,780 1,406,250
Charter Communications Op LLC 8.000 04/30/12 250,000 249,375 248,750
Community Health Systems, Inc. 8.875 07/15/15 1,200,000 1,168,698 1,233,000
Compucom Systems, Inc. 12.500 10/01/15 1,330,000 1,295,848 1,266,825
Douglas Dynamics LLC 7.750 01/15/12 630,000 632,860 567,000
Dynegy Holdings, Inc. 7.500 06/01/15 500,000 445,000 482,500
G F S I, Inc. (C) 11.500 06/01/11 750,000 682,541 780,000
H C A, Inc. 9.250 11/15/16 975,000 991,495 1,035,938
Hawker Beechcraft Acquisition Co. 9.750 04/01/17 1,275,000 1,287,532 1,303,688
Intergen NV 9.000 06/30/17 750,000 743,918 787,500
Kar Holdings, Inc. 8.750 05/01/14 50,000 50,000 47,875
Packaging Dynamics Corporation of America 10.000 05/01/16 1,500,000 1,498,989 1,507,500
Pinnacle Foods Finance LLC 10.625 04/01/17 2,000,000 1,807,500 1,875,000
Quebecor Media, Inc. 7.750 03/15/16 175,000 164,063 167,125
Rite Aid Corporation 9.500 02/01/15 1,600,000 1,453,326 1,496,000
Steel Dynamics, Inc. 6.750 04/01/15 200,000 200,000 193,196
Tenaska Alabama Partners LP 7.000 06/30/21 339,376 339,376 340,905
Tesoro Petroleum Corporation 6.500 06/01/17 500,000 500,000 496,250
Tunica-Biloxi Gaming Authority 9.000 11/15/15 1,075,000 1,106,157 1,066,938
------------ ------------
TOTAL BONDS $ 18,563,458 18,972,740
------------ ------------
COMMON STOCK - 0.00%
Jordan Telecom Products (B) 70 $ 14,000 --
------------ ------------
TOTAL COMMON STOCK 14,000 --
------------ ------------
TOTAL RULE 144A SECURITIES 18,577,458 18,972,740
------------ ------------
TOTAL CORPORATE RESTRICTED SECURITIES $197,126,319 $193,896,712
------------ ------------
--------------------------------------------------------------------------------------------------------------------------------
22
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Interest Due Principal
CORPORATE PUBLIC SECURITIES - 33.84%: (A) Rate Date Amount Cost Market Value
------- -------- ------------ ------------ ------------
BONDS - 31.01%
A M C Entertainment, Inc. 11.000% 02/01/16 $ 815,000 $ 817,310 $ 867,975
Activant Solutions, Inc. 9.500 05/01/16 150,000 150,000 132,000
Affinia Group, Inc. 9.000 11/30/14 1,010,000 936,070 949,400
Alamosa Delaware, Inc. 8.500 01/31/12 400,000 400,000 417,570
ALH Fin LLC / ALH Fin Corporation 8.500 01/15/13 1,550,000 1,519,533 1,488,000
Allied Waste NA 7.875 04/15/13 1,000,000 1,020,026 1,032,500
Appleton Papers, Inc. 8.125 06/15/11 300,000 300,000 296,250
Aramark Corporation 8.500 02/01/15 200,000 200,000 204,000
Aramark Corporation 8.856 02/01/15 200,000 200,000 202,000
Atlas Pipeline Partners 8.125 12/15/15 200,000 200,000 197,000
Bally Total Fitness Holdings Corporation 9.875 10/15/07 135,000 128,925 121,500
Basic Energy Services 7.125 04/15/16 225,000 225,000 218,813
Blockbuster, Inc. (C) 9.000 09/01/12 475,000 475,793 427,500
Brigham Exploration Co. 9.625 05/01/14 1,200,000 1,167,903 1,131,000
CCH I Holdings LLC 11.125 01/15/14 1,550,000 1,141,938 1,410,500
Cablevision Systems Corporation 8.000 04/15/12 1,000,000 1,011,998 970,000
Cenveo Corporation 7.875 12/01/13 1,100,000 1,100,000 1,001,000
Cincinnati Bell, Inc. 8.375 01/15/14 1,100,000 1,007,500 1,097,250
Clayton Williams Energy, Inc. 7.750 08/01/13 1,200,000 1,179,000 1,128,000
Del Monte Corporation 8.625 12/15/12 225,000 225,000 228,375
Dynegy Holdings, Inc. 6.875 04/01/11 500,000 422,500 491,250
Dynegy Holdings, Inc. 8.375 05/01/16 330,000 330,000 331,650
Edison Mission Energy 7.750 06/15/16 55,000 55,000 56,925
El Paso Corporation 7.875 06/15/12 1,000,000 1,043,248 1,045,862
Esterline Technologies 7.750 06/15/13 200,000 200,000 203,000
Flextronics International Ltd. 6.500 05/15/13 400,000 400,000 382,000
Ford Motor Credit Co. 7.375 10/28/09 1,250,000 1,246,875 1,225,696
Ford Motor Credit Co. 7.450 07/16/31 1,875,000 1,491,563 1,471,875
Ford Motor Credit Co. 8.000 12/15/16 300,000 294,966 281,280
Freeport-McMoran Copper & Gold 8.375 04/01/17 385,000 385,000 420,613
Gencorp, Inc. 9.500 08/15/13 259,000 259,000 270,008
General Motors Acceptance Corporation 6.875 08/28/12 1,500,000 1,372,500 1,406,976
General Motors Acceptance Corporation 7.750 01/19/10 1,250,000 1,283,392 1,239,830
General Motors Corporation 8.375 07/15/33 1,875,000 1,669,688 1,642,969
Goodyear Tire & Rubber Co. 7.857 08/15/11 1,400,000 1,342,750 1,421,000
Graham Packaging Corporation 9.875 10/15/14 1,000,000 902,500 990,000
Great Lakes Dredge & Dock Corporation 7.750 12/15/13 500,000 481,250 480,000
GulfMark Offshore, Inc. 7.750 07/15/14 565,000 562,599 567,825
Hawaiian Telcom Communication 12.500 05/01/15 1,425,000 1,562,367 1,539,000
Idearc, Inc. 8.000 11/15/16 1,000,000 1,002,000 997,500
Inergy LP 8.250 03/01/16 150,000 150,000 154,875
Innophos, Inc. 8.875 08/15/14 75,000 74,250 74,250
Intelsat Bermuda Ltd. 9.250 06/15/16 1,365,000 1,417,894 1,416,188
Interline Brands, Inc. 8.125 06/15/14 1,200,000 1,191,107 1,185,000
Iron Mountain, Inc. 8.750 07/15/18 1,065,000 1,098,613 1,107,600
Koppers, Inc. 9.875 10/15/13 477,000 477,000 504,428
Land O'Lakes, Inc. 9.000 12/15/10 750,000 750,000 778,125
Lazard LLC 7.125 05/15/15 750,000 749,408 757,500
Lear Corporation 8.750 12/01/16 1,000,000 942,500 940,000
Leucadia National Corporation 7.000 08/15/13 650,000 660,008 624,000
Liberty Media Corporation 5.700 05/15/13 1,000,000 951,610 934,229
Mac-Gray Corporation 7.625 08/15/15 600,000 600,000 600,000
Majestic Star Casino LLC 9.500 10/15/10 500,000 500,000 480,000
Manitowoc Company, Inc. 7.125 11/01/13 200,000 200,000 199,000
Mariner Energy, Inc. 8.000 05/15/17 800,000 805,366 782,000
Markwest Energy Operating Co. 6.875 11/01/14 775,000 763,000 716,875
Mediacom Broadband LLC 8.500 10/15/15 1,500,000 1,518,493 1,503,750
Metaldyne Corporation 11.000 06/15/12 750,000 601,250 643,125
Metaldyne Corporation (C) 10.000 11/01/13 510,000 513,214 484,500
--------------------------------------------------------------------------------------------------------------------------------
23
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Interest Due Principal
CORPORATE PUBLIC SECURITIES (A) (Continued) Rate Date Amount Cost Market Value
------- -------- ------------ ------------ ------------
BONDS, CONTINUED
Michaels Stores, Inc. 10.000% 11/01/14 $ 1,500,000 $ 1,505,534 $ 1,537,500
N R G Energy, Inc. 7.375 02/01/16 175,000 175,000 175,438
N T L Cable PLC 9.125 08/15/16 1,380,000 1,417,870 1,431,750
Nalco Co. 7.750 11/15/11 500,000 500,000 510,000
Neiman Marcus Group, Inc. 10.375 10/15/15 1,250,000 1,250,000 1,362,500
Newark Group, Inc. 9.750 03/15/14 850,000 796,863 816,000
North American Energy Partners 8.750 12/01/11 1,165,000 1,176,430 1,176,650
NOVA Chemicals Corporation (C) 8.484 11/15/13 475,000 475,000 465,500
O E D Corp./Diamond Jo Company Guarantee 8.750 04/15/12 1,000,000 985,960 997,500
Offshore Logistics, Inc. 6.125 06/15/13 450,000 450,000 436,500
Pacific Energy Partners 7.125 06/15/14 500,000 503,426 512,710
Pacific Energy Partners 6.250 09/15/15 150,000 149,316 144,523
Petrohawk Energy Corporation 9.125 07/15/13 1,500,000 1,524,995 1,582,500
Pliant Corporation 11.125 09/01/09 550,000 539,000 495,000
Pliant Corporation (C) 11.850 06/15/09 935,222 942,570 981,984
Polypore, Inc. 8.750 05/15/12 1,960,000 1,893,800 1,891,400
Pregis Corporation 12.375 10/15/13 1,000,000 981,490 1,080,000
Quality Distribution, Inc. 9.000 11/15/10 1,030,000 1,001,575 981,075
Quality Distribution, Inc. (C) 9.860 01/15/12 545,000 547,502 547,725
Quicksilver Resources, Inc. 7.125 04/01/16 500,000 500,000 492,500
RBS Global & Rexnord Corporation 11.750 08/01/16 275,000 284,777 292,875
Rent-A-Center, Inc. 7.500 05/01/10 200,000 200,000 190,000
Rental Service Corporation 9.500 12/01/14 1,500,000 1,489,955 1,432,500
Rock-Tenn Co. 8.200 08/15/11 825,000 847,106 852,844
Sheridan Acquisition Corporation 10.250 08/15/11 375,000 370,001 378,281
Sierra Pacific Resources 6.750 08/15/17 635,000 637,996 624,681
Stanadyne Corporation 10.000 08/15/14 1,500,000 1,500,000 1,507,500
Stewart & Stevenson LLC 10.000 07/15/14 1,500,000 1,538,408 1,522,500
Stratos Global 9.875 02/15/13 575,000 578,418 605,188
Tekni-Plex, Inc. 12.750 06/15/10 1,000,000 960,125 690,000
Tekni-Plex, Inc. 8.750 11/15/13 650,000 655,424 586,625
Tenet Healthcare Corporation 9.875 07/01/14 500,000 488,370 457,500
Tenneco, Inc. 8.625 11/15/14 1,000,000 1,002,438 1,007,500
Texas Industries, Inc. 7.250 07/15/13 70,000 70,000 69,825
Titan International, Inc. 8.000 01/15/12 150,000 150,000 149,625
Trimas Corporation 9.875 06/15/12 823,000 764,250 839,460
Triton PCS, Inc. 8.500 06/01/13 550,000 550,000 575,438
Tube City IMS Corporation 9.750 02/01/15 1,000,000 1,010,804 977,500
Unisys Corporation 8.000 10/15/12 190,000 190,000 180,025
United Components, Inc. 9.375 06/15/13 1,080,000 1,081,253 1,096,200
United Rentals, Inc. 7.750 11/15/13 625,000 625,000 643,750
United Rentals, Inc. 7.000 02/15/14 500,000 500,000 510,000
Universal City Florida (C) 10.106 05/01/10 200,000 200,000 202,000
Universal City Florida 8.375 05/01/10 200,000 200,000 201,500
Valassis Communications, Inc. 8.250 03/01/15 790,000 771,521 687,300
Vought Aircraft Industries 8.000 07/15/11 1,000,000 999,181 977,500
Warner Music Group Corporation 7.375 04/15/14 275,000 275,000 239,250
Waste Services, Inc. 9.500 04/15/14 1,100,000 1,122,408 1,100,000
Yankee Acquisition Corporation 8.500 02/15/15 1,500,000 1,430,625 1,455,000
------------ ------------
TOTAL BONDS $ 81,486,298 81,542,459
------------ ------------
--------------------------------------------------------------------------------------------------------------------------------
24
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Shares or
Interest Due Principal
CORPORATE PUBLIC SECURITIES (A) (Continued) Rate Date Amount Cost Market Value
------- -------- ------------ ------------ ------------
COMMON STOCK - 2.60%
Bally Total Fitness Holdings Corporation (B) 600 $ 5,520 $ 207
EnerNOC, Inc. (B) 46,500 1,283,262 1,775,370
ITC^DeltaCom, Inc. 178,666 1,563,328 1,250,662
PepsiAmericas, Inc. 92,145 2,006,365 2,989,184
Supreme Industries, Inc. 115,721 267,323 810,047
------------ ------------
TOTAL COMMON STOCK 5,125,798 6,825,470
------------ ------------
CONVERTIBLE BONDS - 0.23%
Citadel Broadcasting Corporation 1.875% 02/15/11 $ 700,000 $ 543,375 $ 600,250
------------ ------------
TOTAL CONVERTIBLE BONDS 543,375 600,250
------------ ------------
TOTAL CORPORATE PUBLIC SECURITIES $ 87,155,471 $ 88,968,179
------------ ------------
Interest Due Principal
SHORT-TERM SECURITIES: Rate/Yield* Date Amount Cost Market Value
-------- -------- ------------ ------------ ------------
COMMERCIAL PAPER - 1.02%
Burlington Northern Santa Fe 5.403% 10/01/07 $ 1,000,000 $ 999,700 $ 999,700
Newell Rubbermaid, Inc. 5.402 10/01/07 1,697,000 1,696,491 1,696,491
------------ ------------
TOTAL SHORT-TERM SECURITIES $ 2,696,191 $ 2,696,191
------------ ------------
TOTAL INVESTMENTS 108.61% $286,977,981 $285,561,082
============ ------------
Other Assets 3.99 10,477,864
Liabilities (12.60) (33,117,427)
------ ------------
TOTAL NET ASSETS 100.00% $262,921,519
====== ============
(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.
(C) Variable rate security; rate indicated is as of 09/30/07.
(D) Defaulted security; interest not accrued.
* Effective yield at purchase
See Notes to Consolidated Financial Statements.
--------------------------------------------------------------------------------------------------------------------------------
25
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Fair Value/ Fair Value/
INDUSTRY CLASSIFICATION: Market Value Market Value
-------------- --------------
AEROSPACE - 3.79% BUILDINGS & REAL ESTATE - 1.48%
Consolidated Foundries Holdings $ 3,808,470 K W P I Holdings Corporation $ 2,489,020
Esterline Technologies 203,000 Texas Industries, Inc. 69,825
Gencorp, Inc. 270,008 TruStile Doors, Inc. 1,339,501
P A S Holdco LLC 3,151,543 --------------
Visioneering, Inc. 1,550,291 3,898,346
Vought Aircraft Industries 977,500 --------------
-------------- CHEMICAL, PLASTICS & RUBBER - 0.76%
9,960,812 Capital Specialty Plastics, Inc. 447,145
-------------- Innophos, Inc. 74,250
AUTOMOBILE - 10.82% Koppers, Inc. 504,428
American Tire Distributor 992,500 Nalco Co. 510,000
Ford Motor Credit Co. 2,978,851 NOVA Chemicals Corporation 465,500
Fuel Systems Holding Corporation 2,489,658 --------------
General Motors Acceptance Corporation 2,646,806 2,001,323
General Motors Corporation 1,642,969 --------------
Goodyear Tire & Rubber Co. 1,421,000 CONSUMER PRODUCTS - 8.59%
Jason, Inc. 2,033,269 Aero Holdings, Inc. 3,117,215
Lear Corporation 940,000 ALH Fin LLC/ALH Fin Corporation 1,488,000
LIH Investors, L.P. -- Augusta Sportswear Holding Co. 3,259,106
Metaldyne Corporation 1,127,625 Bravo Sports Holding Corporation 2,577,410
Nyloncraft, Inc. 1,896,875 G F S I, Inc. 780,000
Ontario Drive & Gear Ltd. 3,007,271 Kar Holdings, Inc. 47,875
Qualis Automotive LLC 2,014,869 K N B Holdings Corporation 2,618,959
Tenneco, Inc. 1,007,500 Momentum Holding Co. 1,527,693
Titan International, Inc. 149,625 R A J Manufacturing Holdings LLC 2,603,876
Transtar Holding Company 3,001,138 Royal Baths Manufacturing Company 1,251,833
United Components, Inc. 1,096,200 The Tranzonic Companies 3,233,144
-------------- Walls Industries, Inc. 88,585
28,446,156 --------------
-------------- 22,593,696
BEVERAGE, DRUG & FOOD - 5.07% --------------
Aramark Corporation 406,000 CONTAINERS, PACKAGING
Beta Brands Ltd. -- & GLASS - 5.96%
Del Monte Corporation 228,375 Flutes, Inc. 1,589,212
Eagle Pack Pet Foods, Inc. 1,657,793 Graham Packaging Corporation 990,000
Land O'Lakes, Inc. 778,125 Maverick Acquisition Company 967,314
Nonni's Food Company 2,544,591 P I I Holding Corporation 2,778,458
PepsiAmericas, Inc. 2,989,184 Packaging Dynamics Corporation of America 1,507,500
Rite Aid Corporation 1,496,000 Paradigm Packaging, Inc. 2,455,837
River Ranch Fresh Foods LLC 920,834 Pliant Corporation 1,476,984
Specialty Foods Group, Inc. -- Pregis Corporation 1,080,000
Vitality Foodservice, Inc. 2,298,846 Tekni-Plex, Inc. 1,276,625
-------------- Vitex Packaging Group, Inc. 1,561,162
13,319,748 --------------
-------------- 15,683,092
BROADCASTING & ENTERTAINMENT - 3.02% --------------
CCH I Holdings LLC 1,410,500 DISTRIBUTION - 3.81%
Cablevision Systems Corporation 970,000 Affina Group, Inc. 949,400
Cenveo Corporation 1,001,000 Duncan Systems, Inc. 1,555,863
Charter Communications Op LLC 248,750 Kele and Associates, Inc. 2,275,126
Citadel Broadcasting Corporation 600,250 Magnatech International, Inc. 2,260,386
Liberty Media Corporation 934,229 O R S Nasco Holding, Inc. 2,966,935
Mediacom Broadband LLC 1,503,750 QualServ Corporation --
Workplace Media Holding Co. 1,268,110 Strategic Equipment & Supply Corporation, Inc. --
-------------- --------------
7,936,589 10,007,710
-------------- --------------
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26
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Fair Value/ Fair Value/
INDUSTRY CLASSIFICATION: (Cont.) Market Value Market Value
-------------- --------------
DIVERSIFIED/CONGLOMERATE, HEALTHCARE, EDUCATION
MANUFACTURING - 6.24% & CHILDCARE - 3.81%
Activant Solutions, Inc. $ 132,000 A T I Acquisition Company $ 2,210,230
Arrow Tru-Line Holdings, Inc. 1,817,591 American Hospice Management Holding LLC 2,363,330
Bombardier, Inc. 980,000 Community Health Systems 1,233,000
Douglas Dynamics LLC 567,000 F H S Holdings LLC 2,710,278
Evans Consoles, Inc. -- H C A, Inc. 1,035,938
Great Lakes Dredge & Dock Corporation 480,000 Tenet Healthcare Corporation 457,500
Polypore, Inc. 1,891,400 --------------
Postle Aluminum Company LLC 2,670,377 10,010,276
Radiac Abrasives, Inc. 2,805,019 --------------
RBS Global & Rexnord Corp. 292,875 HOME & OFFICE FURNISHINGS,
Trimas Corporation 839,460 HOUSEWARES, AND DURABLE
Truck Bodies & Equipment International 3,918,532 CONSUMER PRODUCTS - 6.22%
-------------- Connor Sport Court International, Inc. 1,000,560
16,394,254 H M Holding Company 2,014,102
-------------- Home Decor Holding Company 2,363,701
DIVERSIFIED/CONGLOMERATE, Justrite Manufacturing Acquisition Co. 1,828,336
SERVICE - 3.60% Monessen Holding Corporation 2,410,626
Allied Waste NA 1,032,500 Stanton Carpet Holding Co. 2,655,277
CapeSuccess LLC 5,862 U-Line Corporation 2,235,510
Diversco, Inc./DHI Holdings, Inc. -- Wellborn Forest Holding Co. 1,841,427
Dwyer Group, Inc. 1,212,913 --------------
Fowler Holding, Inc. 2,442,104 16,349,539
Insurance Claims Management, Inc. -- --------------
Interline Brands, Inc. 1,185,000 LEISURE, AMUSEMENT,
Iron Mountain, Inc. 1,107,600 ENTERTAINMENT - 4.53%
Mac-Gray Corporation 600,000 A M C Entertainment, Inc. 867,975
Mail Communications Group, Inc. 1,253,191 Bally Total Fitness Holding Corporation 121,707
Moss, Inc. 637,793 Electra Bicycle Company, Inc. 1,557,650
-------------- Keepsake Quilting, Inc. 1,416,576
9,476,963 Majestic Star Casino LLC 480,000
-------------- O E D Corp/Diamond Jo Company Guarantee 997,500
ELECTRONICS - 1.90% Overton's Holding Company 2,051,473
Calpine Corporation 545,000 Savage Sports Holding, Inc. 2,719,297
Connecticut Electric, Inc. 2,597,791 Tunica-Biloxi Gaming Authority 1,066,938
Directed Electronics, Inc. 1,470,554 Universal City Florida 403,500
Flextronics International Ltd. 382,000 Warner Music Group Corporation 239,250
-------------- --------------
4,995,345 11,921,866
-------------- --------------
FARMING & AGRICULTURE - 0.00% MACHINERY - 9.79%
Protein Genetics, Inc. -- Davis-Standard LLC 2,556,200
-------------- Integration Technology Systems, Inc. 416,111
FINANCIAL SERVICES - 3.24% Manitowoc Company, Inc. 199,000
Hawker Beechcraft Acquisition Co. 1,303,688 Maxon Corporation 5,134,531
Highgate Capital LLC -- Morton Industrial Group, Inc. 2,352,815
Lazard LLC 757,500 Navis Global 2,470,926
Leucadia National Corporation 624,000 NetShape Technologies, Inc. 2,368,216
Nesco Holdings Corp. 2,509,910 Pacific Consolidated Holdings LLC 1,349,009
Pinnacle Foods Finance LLC 1,875,000 Safety Speed Cut Manufacturing Company, Inc. 1,005,338
Victory Ventures LLC -- Stanadyne Corporation 1,507,500
Yankee Acquisition Corporation 1,455,000 Stewart & Stevenson LLC 1,522,500
-------------- Supreme Industries, Inc. 810,047
8,525,098 Synventive Equity LLC 33,460
-------------- Tronair, Inc. 4,002,445
--------------
25,728,098
--------------
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27
CONSOLIDATED SCHEDULE OF INVESTMENTS(CONT.) MASSMUTUAL CORPORATE INVESTORS
September 30, 2007
(Unaudited)
Fair Value/ Fair Value/
INDUSTRY CLASSIFICATION: (Cont.) Market Value Market Value
-------------- --------------
MEDICAL DEVICES/BIOTECH - 2.44% TECHNOLOGY - 2.18%
Coeur, Inc. $ 1,512,458 Compucom Systems, Inc. $ 1,266,825
E X C Acquisition Corporation 171,101 EnerNOC, Inc. 1,775,370
MicroGroup, Inc. 3,081,462 Smart Source Holdings LLC 2,506,842
OakRiver Technology, Inc. 1,646,595 Unisys Corporation 180,025
-------------- --------------
6,411,616 5,729,062
-------------- --------------
MINING, STEEL, IRON & TELECOMMUNICATIONS - 3.17%
NON PRECIOUS METALS - 0.61% Alamosa Delaware, Inc. 417,570
Freeport-McMoran Copper & Gold 420,613 Cincinnati Bell, Inc. 1,097,250
Steel Dynamics, Inc. 193,196 Hawaiian Telecom Communications 1,539,000
Tube City IMS Corporation 977,500 Intelsat Bermuda Ltd. 1,416,188
-------------- ITC^DeltaCom, Inc. 1,250,662
1,591,309 Jordan Telecom Products --
-------------- N T L Cable PLC 1,431,750
NATURAL RESOURCES - 0.44% Stratos Global 605,188
Appleton Papers, Inc. 296,250 Triton P C S, Inc. 575,438
Rock-Tenn Co. 852,844 --------------
-------------- 8,333,046
1,149,094 --------------
-------------- TRANSPORTATION - 2.30%
OIL AND GAS - 3.71% NABCO, Inc. 978,486
Atlas Pipeline Partners 197,000 Quality Distribution, Inc. 1,528,800
Basic Energy Services 218,813 Tangent Rail Corporation 3,540,693
Brigham Exploration Co. 1,131,000 --------------
Bristow Group, Inc. 153,000 6,047,979
Chaparral Energy, Inc. 1,406,250 --------------
Clayton Williams Energy, Inc. 1,128,000 UTILITIES - 2.83%
GulfMark Offshore, Inc. 567,825 Dynegy Holdings, Inc. 1,305,400
Mariner Energy, Inc. 782,000 Edison Mission Energy 56,925
North American Energy Partners 1,176,650 El Paso Corporation 1,045,862
Offshore Logistics, Inc. 436,500 Inergy LP 154,875
Quicksilver Resources, Inc. 492,500 Intergen NV 787,500
Tesoro Petroleum Corporation 496,250 Markwest Energy Operating Co. 716,875
Total Equipment & Service, Inc. 1,563,241 N R G Energy, Inc. 175,438
-------------- Pacific Energy Partners 657,233
9,749,029 Petrohawk Energy Corporation 1,582,500
-------------- Sierra Pacific Resources 624,681
PHARMACEUTICALS - 1.04% Tenaska Alabama Partners LP 340,905
CorePharma LLC 2,631,682 --------------
Enzymatic Therapy, Inc. 106,250 7,448,194
-------------- --------------
2,737,932 WASTE MANAGEMENT / POLLUTION - 1.65%
-------------- Terra Renewal Services, Inc. 3,244,743
PUBLISHING/PRINTING - 1.16% Waste Services, Inc. 1,100,000
Idearc, Inc. 997,500 --------------
Newark Group, Inc. 816,000 4,344,743
Quebecor Media, Inc. 167,125 --------------
Sheridan Acquisition Corporation 378,281 Total Corporate Restricted and
Valassis Communications, Inc. 687,300 Public Securities - 107.59% $ 282,864,891
-------------- ==============
3,046,206
--------------
RETAIL STORES - 3.43%
Blockbuster, Inc. 427,500
Michaels Stores, Inc. 1,537,500
Neiman Marcus Group, Inc. 1,362,500
Olympic Sales, Inc. 2,924,020
Rent-A-Center, Inc. 190,000
Rental Service Corporation 1,432,500
United Rentals, Inc. 1,153,750
--------------
9,027,770
--------------
See Notes to Consolidated Financial Statements.
------------------------------------------------------------------------------------------------------------------------------------
28
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 diversified closed-end management investment company. Babson
Capital Management LLC ("Babson Capital"), a wholly-owned indirect 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 while providing an
opportunity for capital gains by investing primarily in a portfolio of
privately placed below investment grade, long term corporate debt obligations
with equity features, such as common stocks, warrants, conversions rights, or
other equity features and, occasionally, preferred stocks, purchased directly
from their issuers.
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. Footnote 2.D below
discusses the federal tax consequences of the MMCI Subsidiary Trust.
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, restricted securities can be sold only
in a public offering for which a registration statement is in effect under
the Securities Act of 1933, as amended (the "1933 Act"), or pursuant to a
transaction that is exempt from registration under the 1933 Act.
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 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 a security held
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, as amended (the "1940
Act"). 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.
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 1933 Act and any other
developments which are likely to increase the probability that the securities
may be publicly sold by the Trust without restriction.
The Trustees meet at least once each quarter to approve the value of 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 Capital. In making
valuations, the Trustees will consider reports by Babson Capital analyzing
each portfolio security in accordance with the relevant factors referred to
above. Babson
--------------------------------------------------------------------------------
29
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MASSMUTUAL CORPORATE INVESTORS
(CONTINUED)
Capital has agreed to provide such reports to the Trust at least quarterly.
The consolidated financial statements include private placement restricted
securities valued at $174,923,972 (66.53% of net assets) as of September 30,
2007 whose values have been estimated by the 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 Rule 144A restricted securities and corporate public
securities are stated at the last reported sales price or at prices based
upon quotations obtained from brokers and dealers as of September 30, 2007,
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, including the amortization of premiums and accretion of
discounts on bonds held using the yield-to-maturity method. The Trust does
not accrue income when payment is delinquent and when management believes
payment is questionable.
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.
D. FEDERAL INCOME TAXES:
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 that the Trustees either designate the net realized long-term gains
as undistributed and pay the federal capital gains taxes thereon or
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 and
realized gains, including non-qualified income and realized gains, is subject
to taxation at prevailing corporate tax rates. For the nine months ended
September 30, 2007, the MMCI Subsidiary Trust has accrued income tax expense
of $309,589 on net realized gains and has decreased deferred income tax
expense on net unrealized gains by $651,017.
In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB
Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an
interpretation of FASB Statement No. 109 ("FIN 48"). FIN 48 supplements FASB
109 by prescribing a recognition threshold and measurement attribute for the
financial statement recognition and measurement of a tax position taken or
expected to be taken in a tax return. The adoption of FIN 48 requires
financial statements to be adjusted to reflect only those tax positions that
are more likely than not to be sustained as of the adoption date. As of
September 30, 2007, the Trust has properly recorded all tax liabilities.
E. DISTRIBUTIONS TO SHAREHOLDERS:
The Trust records distributions to shareholders from net investment income
and net realized gains, if any, on the exdividend date. The Trust's net
investment income dividend is declared four times per year, in April, July,
October, and December. The Trust's net realized capital gain distribution, if
any, is declared in December.
--------------------------------------------------------------------------------
30
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MASSMUTUAL CORPORATE INVESTORS
(CONTINUED)
F. EXPENSE REDUCTION:
Citibank, N.A. ("Citibank") serves as custodian to the Trust. Pursuant to the
custodian agreement, Citibank receives a fee reduced by credits on cash
balances the Trust maintains with Citibank. All credit balances, if any, used
to reduce the Trust's custodian fees are reported as fees paid indirectly on
the Statement of Operations. For the nine months ended September 30, 2007,
there were no credit balances used to reduce custodian fees.
3. INVESTMENT SERVICES CONTRACT
A. NEW INVESTMENT SERVICES CONTRACT:
An Investment Services Contract between the Trust and Babson Capital,
effective October 1, 2005 (the "New Contract"), provides for a quarterly
investment advisory fee of 0.3125% of the net asset value of the Trust each
quarter, which is approximately equal to 1.25% annually, with no performance
adjustment. The New Contract provides that for its first eighteen months, the
investment advisory fee cannot exceed the amount that Babson Capital would
have been paid under the prior Investment Services Contract with the Trust
dated July 1, 1988 (the "Prior Contract"). The eighteen month transition
period ended on March 31, 2007.
B. SERVICES:
Under the New Contract with the Trust, Babson Capital agrees 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
Capital represents 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 New Contract, Babson
Capital 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.
C. PRIOR INVESTMENT SERVICES CONTRACT ADVISORY FEE:
Under the Prior Contract, the Trust paid Babson Capital 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% of
net asset value, approximately equivalent to plus or minus 0.25% on an annual
basis.
The Performance Adjustment was 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 of the
Standard & Poor's Industrials Composite (formerly called the Standard &
Poor's Industrial Price Index) and the Lehman Brothers Intermediate U.S.
Credit Index (formerly called the Lehman Brothers 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
Standard & Poor's Industrials Composite is not readily available to the
public. Babson Capital obtained the information for this index from Factset
Research Systems. The three-year annualized return for the Standard & Poor's
Industrials Composite for the period ended September 30, 2007 was 14.00%.
Under the Prior Contract, the Performance Adjustment was 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 exceeded the
Target Rate, the Base Fee Rate increased by an amount equal to the
Performance Adjustment; if the Trust's actual rate of return was less than
the Target Rate, the Base Fee Rate was reduced by the Performance Adjustment.
Under the Prior Contract, the investment advisory fee payable by the Trust
was equal to the Base Fee Rate (as adjusted by the Performance Adjustment)
times the net asset value of the Trust as of the Valuation Date.
Additionally, Babson Capital agreed to waive, for each quarter beginning July
1, 2004, the amount, if any, by which the investment advisory fee calculated
in the manner described in the Prior Contract exceeded the sum of (i) 5/16 of
1% times the ending net asset value for that quarter plus or minus (ii) the
Performance Adjustment applied against the average quarter end net assets for
the Trust for the twelve-quarter period ending on such quarter.
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 1993. 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 nine months ended
September 30, 2007, the Trust incurred total interest expense on the Note of
$1,108,500.
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
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31
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MASSMUTUAL CORPORATE INVESTORS
(CONTINUED)
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 Note proposed to be redeemed.
B. REVOLVING CREDIT AGREEMENT:
The Trust entered into a Revolving Credit Agreement (the "Revolver") with The
Royal Bank of Scotland PLC as of May 31, 2005 (the "Agent Bank"), in the
principal amount of $25,000,000, maturing May 31, 2008. The Revolver bears
interest payable in arrears at a per annum rate that varies depending upon
whether the Trust requests a Base Rate Loan or a London Inter Bank Offered
Rate ("LIBOR") Loan. Interest on Base Rate Loans equals the higher of: (i)
the annual "Base Rate" as set periodically by the Agent Bank and (ii) the
most recent Federal Funds Effective Rate plus .50% per annum. Per annum
interest on LIBOR Rate Loans equals .37% plus the LIBOR rate, divided by 1
minus the LIBOR Reserve Rate. The Trust also incurs expense on the undrawn
portion of the total Revolver at a rate of .15% per annum.
As of September 30, 2007, there was no outstanding amount against the
Revolver. For the nine months ended September 30, 2007, the Trust incurred
total expense on the Revolver of $28,048 related to the undrawn portion.
5. PURCHASES AND SALES OF INVESTMENTS
FOR THE NINE MONTHS
ENDED 9/30/2007
COST OF PROCEEDS FROM
INVESTMENTS SALES OR
ACQUIRED MATURITIES
----------- -----------
Corporate restricted securities $43,168,424 $32,289,165
Corporate public securities 39,814,716 38,932,862
The aggregate cost of investments is substantially the same for financial
reporting and federal income tax purposes as of September 30, 2007. The net
unrealized depreciation of investments for financial reporting and federal
tax purposes as of September 30, 2007 is $1,416,899 and consists of
$27,221,597 appreciation and $28,638,496 depreciation.
6. QUARTERLY RESULTS OF INVESTMENT OPERATIONS
March 31, 2007
Amount Per Share
----------- -----------
Investment income $ 6,228,449
Net investment income 4,828,999 $ 0.53
Net realized and unrealized 426,925 0.05
gain on investments (net of taxes)
June 30, 2007
Amount Per Share
----------- -----------
Investment income $ 7,265,754
Net investment income 5,957,211 $ 0.64
Net realized and unrealized (598,756) (0.07)
loss on investments
(net of taxes)
September 30, 2007
Amount Per Share
----------- -----------
Investment income $ 8,663,301
Net investment income 7,309,734 $ 0.80
Net realized and unrealized 871,815 0.10
gain on investments
(net of taxes)
7. NEW ACCOUNTING PRONOUNCEMENTS
In September 2006, FASB issued Statement of Financial Accounting Standards
No. 157, Fair Value Measurements ("FAS 157"). FAS 157 establishes a single
authoritative definition of fair value, establishes a framework for measuring
fair value and expands disclosures about fair value measurements. FAS 157
applies to fair value measurements already required or permitted by existing
standards. The change to current generally accepted accounting principles
from the application of FAS 157 relates to the definition of fair value, the
methods used to measure fair value, and the expanded disclosures about fair
value measurements. Management of the Trust does not believe the adoption of
FAS 157 will materially impact the financial statement amounts, however,
additional disclosures may be required about the inputs used to develop the
measurements and the effect of certain of the measurements on changes in net
assets for the period. FAS 157 is effective for financial statements issued
for fiscal years beginning after November 15, 2007 and interim periods within
those fiscal years.
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32
TRUSTEES OFFICERS
William J. Barrett Roger W. Crandall Chairman
Donald E. Benson* Clifford M. Noreen President
Michael H. Brown James M. Roy Vice President &
Chief Financial Officer
Roger W. Crandall
Rodney J. Dillman Vice President &
Donald Glickman Secretary &
Chief Legal Officer
Martin T. Hart*
Jill A. Fields Vice President
Robert E. Joyal
Michael P. Hermsen Vice President
Corine T. Norgaard*
Mary Wilson Kibbe Vice President
Maleyne M. Syracuse
Michael L. Klofas Vice President
Richard E. Spencer, II Vice President
* MEMBER OF THE AUDIT
COMMITTEE Ronald S. Talaia Treasurer
John T. Davitt, Jr. Comptroller
Melissa M. LaGrant Chief Compliance
Officer
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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. Cash
contributions must be received by the Transfer Agent at least five days (but no
more than 30 days) before the payment date of a dividend or distributions.
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.
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