<PAGE>
March 1, 1999
The information below supplements Massachusetts Mutual Life Insurance Company's
Flex Extra Prospectus dated May 1, 1998. Please place this supplement with your
prospectus and retain it for future reference.
______________________________________________________________________________
FLEX EXTRA
Supplement dated March 1, 1999
to the Prospectus dated May 1, 1998
The Flex Extra Prospectus is amended as follows in order to indicate a change in
the Service Center telephone number:
1. Effective March 1, 1999, the last sentence in the fourth paragraph on page 1
is revised to read as follows:
Certain additional information about the Separate Accounts is contained in a
Statement of Additional Information dated May 1, 1998, which has been filed
with the Securities and Exchange Commission ("SEC") and is incorporated
herein by reference and is available upon written or oral (1-800-366-8226)
request and without charge from the Service Center, H305, P.O. Box 9067,
Springfield, Massachusetts 01102-9067.
2. Effective March 1, 1999, the last sentence of the paragraph on page 23 is
revised to read as follows:
To obtain a copy, return this request form to the address shown below or
telephone 1-800-366-8226.
