43726 Federal Register / Vol. 74, No. 165 / Thursday, August 27, 2009 / Notices 

and regulatory enforcement in that 

sector. Agricultural producers and their 

representatives have expressed concerns 

about changes in the agricultural 

marketplace, including increasing 

processor concentration in some 

commodities. There have been several 

congressional oversight hearings related 

to competition in the agricultural sector, 

as well as legislative proposals to 

restrict the activities of agricultural 

processors and intensify federal 

government scrutiny of agricultural 

mergers. 

The workshops will address the 

dynamics of competition in agriculture 

markets, including, among other issues, 

buyer power (also known as 

monopsony) and vertical integration. 

They will examine legal doctrines and 

jurisprudence and current economic 

learning, and will provide an 

opportunity for farmers, ranchers, 

consumer groups, processors, 

agribusinesses, and other interested 

parties to provide examples of 

potentially anticompetitive conduct and 

to discuss any concerns about the 

application of the antitrust laws to the 

agricultural sector. The goals of the 

workshops are to promote dialogue 

among interested parties and foster 

learning with respect to the appropriate 

legal and economic analyses of these 

issues as well as to listen to and learn 

from parties with real-world experience 

in the agricultural sector. 

To begin, the DOJ and USDA are 

soliciting public comments from 

lawyers, economists, agribusinesses, 

consumer groups, academics, 

agricultural producers, agricultural 

cooperatives, and other interested 

parties. The DOJ and USDA are 

interested in comments on the 

application of the antitrust laws to 

monopsony and vertical integration in 

the agricultural sector, including the 

scope, functionality, and limits of 

current or potential rules. The DOJ and 

USDA are also inviting input on 

additional topics that might be 

discussed at the workshops, including 

the impact of agriculture concentration 

on food costs, the effect of agricultural 

regulatory statutes or other applicable 

laws and programs on competition, 

issues relating to patent and intellectual 

property affecting agricultural marketing 

or production, and market practices 

such as price spreads, forward contracts, 

packer ownership of livestock before 

slaughter, market transparency, and 

increasing retailer concentration. 

The DOJ and USDA plan to hold the 

first workshop in early 2010. While 

some of these workshops may be held 

in Washington, DC, others will be held 

regionally. The DOJ and USDA plan to 

publish a more detailed description of 

the topics to be discussed before each 

workshop and to solicit additional 

submissions about each topic. The 

workshops will be transcribed and 

placed on the public record. Any 

written comments received also will be 

placed on the public record. 

DATES: Any interested person may 

submit written comments responsive to 

any of the topics addressed in this 

Federal Register notice. Respondents 

are encouraged to provide comments as 

soon as possible, but no later than 

December 31, 2009. 

ADDRESSES: Written comments should 

be submitted in both paper and 

electronic form to the Department of 

Justice. All comments received will be 

publicly posted. The comments should 

be submitted as follows: 

Two paper copies should be 

addressed to the Legal Policy Section, 

Antitrust Division, U.S. Department of 

Justice, 450 5th Street, NW., Suite 

11700, Washington, DC 20001. The 

Antitrust Division is requesting that the 

paper copies of each comment be sent 

by courier or overnight service, if 

possible, because U.S. postal mail at the 

Department is subject to delay due to 

heightened security precautions. The 

electronic version of each comment 

should be submitted by electronic mail 

to agriculturalworkshops@usdoj.gov. 

FOR FURTHER INFORMATION CONTACT: 

Mark B. Tobey, Special Counsel for 

State Relations and Agriculture, 

Antitrust Division, U.S. Department of 

Justice, 950 Pennsylvania Ave., NW., 

Washington, DC 20530; telephone: (202) 

532–4763; e-mail: 

agriculturalworkshops@usdoj.gov. 

Detailed agendas and schedules for the 

workshops will be made available on 

the Antitrust Division’s Web site, 

http://www.usdoj.gov/atr. 

SUPPLEMENTARY INFORMATION: The 

Horizontal Merger Guidelines recognize 

monopsony power and its exercise as a 

concern in analyzing potential 

competitive effects of proposed mergers 

and acquisitions. As a general 

proposition, the analysis of competitive 

issues in monopsony cases is the mirror 

image of the more common analysis of 

competitive issues in monopoly cases. 

For example, instead of determining 

whether the merged firm would gain 

sufficient market power to raise prices 

to consumers, monopsony analysis 

focuses on whether the merged firm 

would gain sufficient market power to 

depress prices paid to its suppliers. 

Likewise, instead of determining 

whether the buyers could defeat an 

attempt by the merged firm to increase 

prices by a small but significant and 

non-transitory amount by switching to 

alternative products or alternative 

suppliers, the issue in a monopsony 

investigation is whether the sellers 

could defeat an attempt by the merged 

firm to depress prices by producing 

other products or by selling their 

products to other buyers. 

Vertical integration occurs when 

multiple stages of production, for 

example, processing, distribution, or 

marketing, are brought together in one 

firm or are linked by contracts. In many 

instances, vertical integration may be 

procompetitive, allowing firms to 

reduce their costs. However, there may 

be circumstances in which vertical 

integration raises antitrust concerns, 

usually by increasing barriers to entry, 

facilitating collusion, or circumventing 

regulation. 

Christine A. Varney, 

Assistant Attorney General, Antitrust 

Division. 

Ann Wright, 

Deputy Undersecretary for Marketing and 

Regulatory Programs, Department of 

Agriculture. 

[FR Doc. E9–20671 Filed 8–26–09; 8:45 am] 

BILLING CODE P 

NUCLEAR REGULATORY 

COMMISSION 

[NRC–2009–0376; Docket No.: 07007001; 

Certificate No. GDP–1; EA–08–280] 

In the Matter of United States 

Enrichment Corporation, Paducah 

Gaseous Enrichment Plant; 

Confirmatory Order (Effective 

Immediately) 

I 

The United States Enrichment 

Corporation (USEC), a subsidiary of 

USEC Inc., is the holder of NRC 

Certificates of Compliance (COC) No. 

GDP–1 issued by the NRC pursuant to 

10 CFR part 76 on November 26, 1996, 

and renewed on December 22, 2008. 

The COC is set to expire on December 

31, 2013. The certificate authorizes 

USEC to operate the Paducah Gaseous 

Diffusion Plant (Paducah), located near 

Paducah, Kentucky. The certificate also 

authorizes USEC to receive, and other 

NRC licensees to transfer to USEC, 

byproduct material, source material, or 

special nuclear material to the extent 

permitted under the COC. 

This Confirmatory Order is the result 

of an agreement reached during an 

alternative dispute resolution (ADR) 

mediation session conducted on July 1, 

2009. 

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Federal Register / Vol. 74, No. 165 / Thursday, August 27, 2009 / Notices 43727 

II 

On September 30, 2008, the NRC’s 

Office of Investigations (OI) completed 

an investigation (OI Case No. 2–2008– 

009) regarding activities at the Paducah 

Gaseous Diffusion Plant facility located 

in Paducah, Kentucky. Based on the 

evidence developed during the 

investigation, the NRC staff concluded 

that on August 10, 2007, a Training 

Records Clerk and a Security Analyst 

willfully shipped a package containing 

classified information to an address that 

was not an approved classified mailing 

address (CMA). These actions were 

contrary to 10 CFR 95.39(b)(3) and 

Paducah Security Procedure CP2–SS– 

SE1036, Classified Matter Protection 

and Control, which require the external 

transmission of classified mail be made 

to a uniquely designated CMA for the 

receipt of classified information. 

III 

On July 1, 2009, the NRC and USEC 

met in an ADR session mediated by a 

professional mediator, which was 

arranged through Cornell University’s 

Institute on Conflict Resolution. ADR is 

a process in which a neutral mediator 

with no decision-making authority 

assists the parties in reaching an 

agreement or resolving any differences 

regarding their dispute. This 

confirmatory order is issued pursuant to 

the agreement reached during the ADR 

process. The elements of the agreement 

consist of the following: 

1. The NRC and USEC agreed that a 

violation occurred on August 10, 2007, 

when a Training Records Clerk and a 

Security Analyst shipped a package 

containing classified information to an 

address that was not an approved CMA. 

These actions were contrary to 10 CFR 

95.39(b)(3) and Paducah Security 

Procedure CP2–SS–SE1036, Classified 

Matter Protection and Control, which 

require the external transmission of 

classified mail be made to a uniquely 

designated CMA for the receipt of 

classified information. 

2. Based on its review and 

investigation, USEC-Paducah concluded 

that the cause of the violation was not 

due to willfulness on the part of the 

Training Records Clerk or the Security 

Analyst. 

3. Based on USEC’s review of the 

incident and NRC concerns associated 

with precluding recurrence of the 

violation, USEC-Paducah completed the 

following corrective actions and 

enhancements: 

a. Processed procedural 

enhancements to procedure CP2–SS– 

SE1036 to provide instructions for 

verifying proper use of classified 

mailing addresses and shipping 

addresses, clarify entity with authority 

to package and process classified 

shipments and mailings, provide 

specific instructions for use of 

commercial carriers, and provide 

actions to take for off-normal requests. 

b. Security Management briefed and 

discussed the event and error with the 

Security staff personnel. The briefing 

and discussions included the apparent 

violation of the procedure and reiterated 

management expectations with respect 

to procedure adherence. 

c. The Records Management 

Document Control (RMDC) Manager 

briefed and discussed the event and 

procedural error with RMDC personnel. 

Expectations discussed included that 

classified materials may be mailed and 

not shipped to USEC headquarters, and 

that RMDC has primary responsibility 

for mailing classified information, while 

Shipping and Receiving has primary 

responsibility for shipping classified 

information. 

d. Security and RMDC staff were 

retrained on requirements for off-site 

shipping/mailing. The training 

highlighted shipment of classified 

documents versus the mailing of 

classified documents. 

e. Lessons learned were documented 

and issued to all site personnel. The 

lessons included: the importance of 

procedural adherence, even when under 

time constraints; the need to reimplement procedure steps when the 

environment changes; the requirement 

that all forms be completed; and the use 

of error prevention tools. 

4. In addition to the actions 

completed by USEC as discussed above, 

USEC agreed to additional corrective 

actions and enhancements, as fully 

delineated below in Section V of the 

Confirmatory Order. 

5. At the ADR session, the NRC and 

USEC agreed that (1) the actions 

referenced in Section III.3 and Section 

V, would be incorporated into a 

Confirmatory Order, and (2) the 

resulting Confirmatory Order would be 

considered by the NRC for any 

assessment of USEC, as appropriate. 

6. In consideration of the completed 

corrective actions delineated in Section 

III.3 and the commitments delineated in 

Section V of this Confirmatory Order, 

the NRC agreed to refrain from 

proposing a civil penalty or issuing a 

Notice of Violation for all matters 

discussed in the NRC’s letter to USEC of 

February 6, 2009 (EA–08–280). 

7. This agreement is binding upon 

successors and assigns of USEC. 

On August 12, 2009, USEC consented 

to issuance of this Order with the 

commitments, as described in Section V 

below. USEC further agreed that this 

Order is to be effective upon issuance 

and that it has waived its right to a 

hearing. 

IV 

Since USEC has completed the 

actions as delineated in Section III.3, 

and agreed to take the actions as set 

forth in Section V, the NRC has 

concluded that its concerns can be 

resolved through issuance of this Order. 

I find that USEC’s commitments as set 

forth in Section V are acceptable and 

necessary and conclude that with these 

commitments the public health and 

safety are reasonably assured. In view of 

the foregoing, I have determined that 

public health and safety require that 

USEC’s commitments be confirmed by 

this Order. Based on the above and 

USEC’s consent, this Order is 

immediately effective upon issuance. 

V 

Accordingly, pursuant to Sections 

104b, 161b, 161i, 161o, 182 and 186 of 

the Atomic Energy Act of 1954, as 

amended, and the Commission’s 

regulations in 10 CFR 2.202 and 10 CFR 

part 76, IT IS HEREBY ORDERED, 

EFFECTIVE IMMEDIATELY, THAT 

CERTIFICATE NO. GDP–1 BE 

MODIFIED AS FOLLOWS: 

a. In October 2008, USEC-Paducah 

developed recurring training for 

Operations and Maintenance 

supervisors to reinforce ‘‘conduct of’’ 

principles and procedure compliance. 

Training will continue on a quarterly 

basis for a period of at least twelve (12) 

months after issuance of the 

Confirmatory Order. 

b. In July 2008, a group of Paducah 

plant employees attended an INPO 

course on Human Performance. This 

group formed the Human Performance 

Steering team which was established to 

assist the plant in efforts to prevent 

among other things, noncompliance 

with regulatory requirements and other 

adverse events. 

i. Brainstorming sessions were held 

with workers to identify practical 

solutions to preventing adverse events. 

ii. Multiple interactive informational 

training sessions were held with small 

groups of employees focusing on 

identifying critical job tasks and the 

tools to prevent and protect against 

causing adverse events when 

performing critical tasks. Sessions in 

Maintenance and Operations have been 

completed. This approach will continue 

for the remainder of the Paducah 

employees for a period of at least twelve 

(12) months after issuance of the 

Confirmatory Order. 

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43728 Federal Register / Vol. 74, No. 165 / Thursday, August 27, 2009 / Notices 

c. By no later than sixty (60) calendar 

days after the issuance of the 

Confirmatory Order, USEC agrees to 

develop a ‘‘lessons learned’’ document 

addressing the lessons learned from the 

event which gave rise to this mediation, 

and share those lessons learned with 

USEC’s Paducah Gaseous Diffusion 

Plant, Portsmouth Gaseous Diffusion 

Plant, Headquarters, the American 

Centrifuge Plant (ACP), and ACP 

vendors who handle classified 

information. After issuance of the 

lessons learned, USEC will require a 

response within ninety (90) days which 

identifies any actions taken by the 

vendors to address the lessons learned. 

USEC will track internal actions via the 

use of its Business Prioritization 

System. 

d. By no later than one-hundred 

twenty (120) calendar days after the 

issuance of the Confirmatory Order, 

USEC agrees to revise the relevant 

classified material mailing and shipping 

procedures applicable to USEC’s 

Paducah Gaseous Diffusion Plant, 

Portsmouth Gaseous Diffusion Plant, 

USEC Headquarters, and the ACP to 

clarify the definition of the term 

‘‘cleared commercial carrier’’ as that 

term applies to the mailing or shipping 

of classified information, and provide 

associated training. 

e. USEC-Paducah agrees to complete 

the items listed in Section V above 

within twelve (12) months of issuance 

of the Confirmatory Order. 

f. Within three (3) months of 

completion of the terms of the 

Confirmatory Order, USEC-Paducah will 

provide the NRC with a letter discussing 

its basis for concluding that the 

Confirmatory Order has been satisfied. 

The Regional Administrator, NRC 

Region II, may relax or rescind, in 

writing, any of the above conditions 

upon a showing by USEC of good cause. 

VI 

Any person adversely affected by this 

Confirmatory Order, other than USEC, 

may request a hearing within 20 days of 

its publication in the Federal Register. 

Where good cause is shown, 

consideration will be given to extending 

the time to request a hearing. A request 

for extension of time must be directed 

to the Director, Office of Enforcement, 

U.S. Nuclear Regulatory Commission, 

Washington, DC 20555–0001, and 

include a statement of good cause for 

the extension. 

If a person other than USEC requests 

a hearing, that person shall set forth 

with particularity the manner in which 

his interest is adversely affected by this 

Order and shall address the criteria set 

forth in 10 CFR 2.309(d) and (f). 

If a hearing is requested by a person 

whose interest is adversely affected, the 

Commission will issue an Order 

designating the time and place of any 

hearing. If a hearing is held, the issue to 

be considered at such hearing shall be 

whether this Confirmatory Order should 

be sustained. 

A request for a hearing must be filed 

in accordance with the NRC E-Filing 

rule, which became effective on October 

15, 2007. The NRC E-filing Final Rule 

was issued on August 28, 2007 (72 FR 

49139), and was codified in pertinent 

part at 10 CFR part 2, subpart B. The EFiling process requires participants to 

submit and serve documents over the 

Internet or, in some cases, to mail copies 

on electronic optical storage media. 

Participants may not submit paper 

copies of their filings unless they seek 

a waiver in accordance with the 

procedures described below. 

To comply with the procedural 

requirements associated with E-Filing, 

at least five (5) days prior to the filing 

deadline the requestor must contact the 

Office of the Secretary by e-mail at 

HEARINGDOCKET@NRC.GOV, or by 

calling (301) 415–1677, to request (1) a 

digital ID certificate, which allows the 

participant (or its counsel or 

representative) to digitally sign 

documents and access the E–Submittal 

server for any NRC proceeding in which 

it is participating; and/or (2) creation of 

an electronic docket for the proceeding 

(even in instances when the requestor 

(or its counsel or representative) already 

holds an NRC-issued digital ID 

certificate). Each requestor will need to 

download the Workplace Forms 

ViewerTM to access the Electronic 

Information Exchange (EIE), a 

component of the E-Filing system. The 

Workplace Forms ViewerTM is free and 

is available at http://www.nrc.gov/sitehelp/e-submittals/install-viewer.html. 

Information about applying for a digital 

ID certificate also is available on NRC’s 

public Web site at http://www.nrc.gov/ 

site-help/e-submittals/applycertificates.html. 

Once a requestor has obtained a 

digital ID certificate, had a docket 

created, and downloaded the EIE 

viewer, he/she can then submit a 

request for a hearing through EIE. 

Submissions should be in Portable 

Document Format (PDF) in accordance 

with NRC guidance available on the 

NRC public Web site at http:// 

www.nrc.gov/site-help/esubmittals.html. A filing is considered 

complete at the time the filer submits its 

document through EIE. To be timely, 

electronic filings must be submitted to 

the EIE system no later than 11:59 p.m. 

Eastern Time on the due date. Upon 

receipt of a transmission, the E-Filing 

system time-stamps the document and 

sends the submitter an e-mail notice 

confirming receipt of the document. The 

EIE system also distributes an e-mail 

notice that provides access to the 

document to the NRC Office of the 

General Counsel and any others who 

have advised the Office of the Secretary 

that they wish to participate in the 

proceeding, so that the filer need not 

serve the document on those 

participants separately. Therefore, any 

others who wish to participate in the 

proceeding (or their counsel or 

representative) must apply for and 

receive a digital ID certificate before a 

hearing request is filed so that they may 

obtain access to the document via the EFiling system. 

A person filing electronically using 

the agency’s adjudicatory e-filing system 

may seek assistance through the 

‘‘Contact Us’’ link located on the NRC 

Web site at http://www.nrc.gov/sitehelp/e-submittals.html or by calling the 

NRC Meta-System Help Desk, which is 

available between 8 a.m. and 8 p.m., 

Eastern Time, Monday through Friday, 

excluding government holidays. The 

Meta-System Help Desk can be 

contacted by telephone at 1–866–672– 

7640 or by e-mail at 

MSHD.Resource@nrc.gov. 

Participants who believe that they 

have good cause for not submitting 

documents electronically must file a 

motion, in accordance with 10 CFR 

2.302(g), with their initial paper filing 

requesting authorization to continue to 

submit documents in paper format. 

Such filings must be submitted by (1) 

first class mail addressed to the Office 

of the Secretary of the Commission, U.S. 

Nuclear Regulatory Commission, 

Washington, DC 20555–0001, Attention: 

Rulemaking and Adjudications Staff; or 

(2) courier, express mail, or expedited 

delivery service to the Office of the 

Secretary, Sixteenth Floor, One White 

Flint North, 11555 Rockville Pike, 

Rockville, Maryland 20852, Attention: 

Rulemaking and Adjudications Staff. 

Participants filing a document in this 

manner are responsible for serving the 

document on all other participants. 

Filing is considered complete by firstclass mail as of the time of deposit in 

the mail, or by courier, express mail, or 

expedited delivery service upon 

depositing the document with the 

provider of the service. 

Documents submitted in adjudicatory 

proceedings will appear in NRC’s 

electronic hearing docket, which is 

available to the public at http:// 

ehd.nrc.gov/EHD_Proceeding/home.asp, 

unless excluded pursuant to an order of 

the Commission, an Atomic Safety and 

mstockstill on DSKH9S0YB1PROD with NOTICES

Federal Register / Vol. 74, No. 165 / Thursday, August 27, 2009 / Notices 43729 

Licensing Board, or a Presiding Officer. 

Participants are requested not to include 

personal privacy information, such as 

social security numbers, home 

addresses, or home phone numbers in 

their filings. With respect to copyrighted 

works, except for limited excerpts that 

serve the purpose of the adjudicatory 

filings and would constitute a Fair Use 

application, participants are requested 

not to include copyrighted materials in 

their works. 

VII 

In the absence of any request for 

hearing, or written approval of an 

extension of time in which to request a 

hearing, the provisions specified in 

Section V above shall be final 20 days 

from the date this Order is published in 

the Federal Register without further 

order or proceedings. If an extension of 

time for requesting a hearing has been 

approved, the provisions specified in 

Section V shall be final when the 

extension expires if a hearing request 

has not been received. A REQUEST FOR 

HEARING SHALL NOT STAY THE 

IMMEDIATE EFFECTIVENESS OF THIS 

ORDER. 

Dated this 18th day of August 2009. 

For the Nuclear Regulatory Commission. 

Victor M. McCree, 

Deputy Regional Administrator for 

Operations. 

[FR Doc. E9–20678 Filed 8–26–09; 8:45 am] 

BILLING CODE 7590–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. IC–28849; File No. 812–13611] 

MML Series Investment Fund, et al.; 

Notice of Application 

August 20, 2009. 

AGENCY: The Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice of application for an 

exemption pursuant to Section 6(c) of 

the Investment Company Act of 1940, as 

amended (the ‘‘1940 Act or Act’’), 

seeking exemptions from Sections 9(a), 

13(a), 15(a) and 15(b) of the 1940 Act 

and Rules 6e–2(b)(15) and 6e– 

3(T)(b)(15) thereunder. 

Applicants: MML Series Investment 

Fund (‘‘MML Trust’’), MML Series 

Investment Fund II (‘‘MML II Trust’’) 

and Massachusetts Mutual Life 

Insurance Company (‘‘MassMutual’’) 

(collectively, ‘‘Applicants’’). 

SUMMARY: Summary of Application: 

Applicants request an order pursuant to 

Section 6(c) of the 1940 Act exempting 

each life insurance company separate 

account supporting variable life 

insurance contracts (‘‘VLI Account’’) 

(and its insurance company depositor) 

that may invest in shares of an existing 

portfolio of the MML Trust or the MML 

II Trust (an ‘‘Existing Fund’’) or a 

‘‘Future Fund,’’ as defined below, from 

the provisions of Sections 9(a), 13(a), 

15(a) and 15(b) of the Act and Rules 6e– 

2(b)(15) and 6e–3(T)(b)(15) thereunder, 

in situations where such VLI Accounts 

hold shares of any Existing Fund or 

Future Fund (each, a ‘‘Fund;’’ 

collectively, the ‘‘Funds’’) when one or 

more of the following other types of 

investors also hold shares of the Funds: 

(1) a life insurance company separate 

account supporting variable annuity 

contracts (a ‘‘VA Account’’), (2) any VLI 

account, (3) a Fund’s investment adviser 

or affiliated person of the investment 

adviser (representing seed money 

investments in the Fund), and/or (4) 

trustees of a qualified group pension or 

group retirement plan outside the 

separate account context. As used 

herein, a Future Fund is any investment 

company (or investment portfolio or 

series thereof), other than an Existing 

Fund, designed to be sold to VLI 

Accounts and to which Applicants or 

their affiliates may in the future serve as 

investment advisers, investment 

subadvisers, investment managers, 

administrators, principal underwriters, 

or sponsors. 

DATES: Filing Date: The application was 

filed on December 15, 2008, and 

amended and restated on April 14, 2009 

and August 12, 2009. 

Hearing or Notification of Hearing: An 

order granting the application will be 

issued unless the Commission orders a 

hearing. Interested persons may request 

a hearing by writing to the Secretary of 

the Commission and serving Applicants 

with a copy of the request, personally or 

by mail. Hearing requests should be 

received by the Commission by 5:30 

p.m. on September 14, 2009, and should 

be accompanied by proof of service on 

Applicants, in the form of an affidavit 

or, for lawyers, a certificate of service. 

Hearing requests should state the nature 

of the writer’s interest, the reason for the 

request, and the issues contested. 

Persons may request notification of a 

hearing by writing to the Secretary of 

the Commission. 

ADDRESSES: Secretary, Securities and 

Exchange Commission, 100 F Street, 

NE., Washington, DC 20549–1090. 

Applicants, c/o Andrew M. Goldberg, 

Massachusetts Mutual Life Insurance 

Company, 1295 State Street, Springfield, 

MA 01111. Copy to Mary Thornton 

Payne, Sutherland Asbill & Brennan 

LLP, 1275 Pennsylvania Avenue, 

Washington, DC 20004–2415. 

FOR FURTHER INFORMATION CONTACT: 

Mark Cowan, Senior Counsel, or Zandra 

Bailes, Branch Chief, Office of Insurance 

Products, Division of Investment 

Management at (202) 551–6795. 

SUPPLEMENTARY INFORMATION: The 

following is a summary of the 

application. The complete application is 

available for a fee from the 

Commission’s Public Reference Branch, 

100 F Street, NE., Washington, DC 

20549 ((202) 551–8090). 

Applicants’ Representations 

1. MML Trust was organized as a 

Massachusetts business trust on 

December 19, 1984. MML Trust is 

registered under the 1940 Act as an 

open-end management investment 

company (File No. 811–02224). MML 

Trust is a series investment company as 

defined by Rule 18f–2 under the Act 

and is currently comprised of twentyseven series. 

2. Shares of the series of the MML 

Trust are offered solely to separate 

investment accounts established by 

MassMutual and its life insurance 

company subsidiaries. The MML Trust 

has filed a registration statement under 

the Securities Act of 1933 (the ‘‘1933 

Act’’) on Form N–1A (File No. 2–39334) 

to register such shares. The Trust may 

establish additional series in the future 

and additional classes of shares for such 

series. Shares of MML Trust are not 

offered to the general public. 

3. MML II Trust was formed as a 

Massachusetts business trust on 

February 8, 2005. MML II Trust is 

registered under the 1940 Act as an 

open-end management investment 

company (File No. 811–21714). MML II 

Trust is a series investment company as 

defined by Rule 18f–2 under the Act 

and is currently comprised of ten series. 

4. Shares of the series of the MML II 

Trust are offered solely to separate 

investment accounts established by 

MassMutual and its life insurance 

company subsidiaries. The MML II 

Trust has filed a registration statement 

under the 1933 Act on Form N–1A (File 

No. 333–122804) to register such shares. 

The Trust may establish additional 

series in the future and additional 

classes of shares for such series. Shares 

of MML II Trust are not offered to the 

general public. 

5. MassMutual is the investment 

adviser to the MML Trust and the MML 

II Trust and is responsible for providing 

all necessary investment management 

and administrative services. 

MassMutual is paid an investment 

management fee from each Fund’s 

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