EXHIBIT 99.G.4.  - POWER OF ATTORNEY, Howard Gunton

                   POWER OF ATTORNEY: FEDERAL SECURITIES LAWS
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The Undersigned Howard Gunton, Chief Financial Officer of Massachusetts Mutual
Life Insurance Company ("MassMutual"), does hereby constitute and appoint
Lawrence V. Burkett, Jr., Robert Liguori, Richard M. Howe, Stephen R. Bosworth,
and Michael Berenson, and each of them individually, as his true and lawful
attorneys and agents.

Such attorneys and agents shall have full power of substitution and to take any
and all action and execute any and all instruments on the Undersigned's behalf
Chief Financial Officer of MassMutual that said attorneys and agents may deem
necessary or advisable to enable MassMutual to comply with the Securities Act of
1933, as amended, the Securities Exchange Act of 1934, as amended, the
Investment Company Act of 1940, as amended, (collectively, the "Acts") and any
rules, regulations, orders or other requirements of the Securities and Exchange
Commission (the "Commission") thereunder. This Power of Attorney authorizes such
attorneys and agents to sign the Undersigned's name on his behalf Chief
Financial Officer of MassMutual to any and all registration statements and/or
amendments thereto, reports, instruments or documents filed or to be filed with
the Commission under the Acts. Without limiting the scope of this Power of
Attorney, it shall apply to filings by or on behalf of MassMutual separate
investment accounts currently in existence or established in the future,
including but not limited to those listed below.

         Massachusetts Mutual Variable Annuity Fund 1
         Massachusetts Mutual Variable Annuity Fund 2
         Massachusetts Mutual Variable Annuity Separate Account 1
         Massachusetts Mutual Variable Annuity Separate Account 2
         Massachusetts Mutual Variable Annuity Separate Account 3
         Massachusetts Mutual Variable Annuity Separate Account 4
         Massachusetts Mutual Variable Life Separate Account I
         Massachusetts Mutual Variable Life Separate Account II
         Panorama Separate Account
         CML Variable Annuity Account A
         CML Variable Annuity Account B
         CML Accumulation Annuity Account E
         Connecticut Mutual Variable Life Separate Account I
         CML/OFFITBANK Separate Account

The Undersigned hereby ratifies and confirms all that said attorneys and agents
shall do or cause to be done by virtue hereof.

IN WITNESS WHEREOF the Undersigned has set his hand this 28th day of December,
1999.



/s/ Howard Gunton                          /s/ Carol A. Olbrych
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Howard Gunton                                        Witness
Chief Financial Officer