PANORAMA PLUS SEPARATE ACCOUNT
497, 1998-12-29
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<PAGE>
 
January 1, 1999

The information below supplements C. M. Life Insurance Company's Panorama Plus
variable annuity prospectus dated May 1, 1998. Please place this supplement with
your prospectus and retain it for future reference.

- ------------------------------------------------------------------------------

                                  PANORAMA PLUS
                        Supplement dated January 1, 1999
                       to the Prospectus dated May 1, 1998

The Panorama Plus variable annuity prospectus is amended as follows:

I. A. On page 27, "Qualified Plans," add the following after the end of the
      first full paragraph under that section:
    
          This Contract is not designed to be used in ERISA-covered plans.
          MassMutual will not sell this Contract to qualified pension and profit
          sharing plans, SEPS, Section 457 deferred compensation plans or
          ERISA-covered TSA programs. The term "Qualified Plans" as used in this
          Prospectus refers only to plans that have certain tax advantages under
          the Internal Revenue Code and does not denote ERISA-covered plans.
    
   B. On page 27 delete the two paragraphs under "Qualified Pension and Profit
      Sharing Plans."
    
   C. On page 28, delete the three paragraphs under "Section 457 Deferred
      Compensation ("Section 457") Plans."
    
   D. On page 28, delete "401 (H.R. 10 and Corporate Pension and Profit Sharing
      Plans" from the first paragraph of "Tax Treatment of Withdrawals-Qualified
      Contracts."
    
   E. On page 29, delete "from a Qualified Plan of a 5% owner" in the second
      full paragraph of "Tax Treatment of Withdrawals - Qualified Contracts."

II.A. Effective February 1, 1999, the telephone number for the Annuity Service
      Center indicated on the bottom of page 1 is changed to 1-800-366-8226.

   B. The definition of Annuity Service Center on page 4 is revised to read as
      follows:

      Annuity Service Center: Effective February 1, 1999, Notices, Written
      Requests, and Purchase Payments under the Contract must be sent to the
      Annuity service Center, H562, P.O. Box 9067, Springfield, MA
      01102-9067, 1-800-366-8226.

January 1, 1999                                                           AN4013


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