FORM OF EXPENSE LIMITATION AGREEMENT

Exhibit (h)(12)

FORM OF

EXPENSE LIMITATION AGREEMENT

This EXPENSE LIMITATION AGREEMENT (the “Agreement”) is between Massachusetts Mutual Life Insurance Company, a Massachusetts corporation (the “Manager”), and MassMutual Premier Funds, a Massachusetts business trust (the “Trust”), effective as of the 3^rd day of December, 2010.

WHEREAS, the Trust is an open-end diversified management investment company registered as such with the Securities and Exchange Commission pursuant to the Investment Company Act of 1940, as amended;

WHEREAS, MassMutual Premier Short-Duration Bond Fund, MassMutual Premier Core Bond Fund, MassMutual Premier Diversified Bond Fund, and MassMutual Premier Focused International Fund (the “Funds”) are each a series of the Trust;

WHEREAS, the Manager is an investment adviser registered with the Commission as such under the Investment Advisers Act of 1940, as amended; and

WHEREAS, the Trust has appointed the Manager as its investment manager for the Funds and the Manager has agreed to act in such capacity upon the terms set forth in the relevant Investment Management Agreements;

NOW THEREFORE, the Trust and the Manager hereby agree as follows:

1. Expense Limitation

The Manager agrees to waive management fees of the Funds through February 29, 2012 at the following amounts. This agreement can only be terminated by mutual consent of the Board of Trustees of the Trust on behalf of the Funds and the Manager.

MassMutual Premier Short-Duration Bond Fund

		Waiver
Class Z shares		0.10	%
Class S shares		0.10	%
Class Y shares		0.10	%
Class L Shares		0.10	%
Class A Shares		0.10	%
Class N Shares		0.10	%

MassMutual Premier Core Bond Fund

		Waiver
Class Z shares		0.13	%
Class S shares		0.13	%
Class Y shares		0.13	%
Class L shares		0.13	%
Class A shares		0.13	%
Class N shares		0.13	%

MassMutual Premier Diversified Bond Fund

		Waiver
Class Z shares		0.12	%
Class S shares		0.12	%
Class Y shares		0.12	%
Class L shares		0.12	%
Class A shares		0.12	%
Class N shares		0.12	%

MassMutual Premier Focused International Fund

		Waiver
Class Z shares		0.10	%
Class S shares		0.10	%
Class Y shares		0.10	%
Class L Shares		0.10	%
Class A Shares		0.10	%
Class N Shares		0.10	%

IN WITNESS WHEREOF, the Trust and the Manager have caused this Agreement to be executed on the [    ] day of December, 2010.

MASSACHUSETTS MUTUAL LIFE

INSURANCE COMPANY

By:

Xxxx Xxxxxxx, Senior Vice President

MASSMUTUAL PREMIER FUNDS

on behalf of each of the Funds

By:

Xxxxxxxx Xxxxxxxxx, CFO and Treasurer