SecProbe.io

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    ROPES
                                            & GRAY LLP

    PRUDENTIAL TOWER

    800 BOYLSTON STREET

    BOSTON, MA 02199-3600

    WWW.ROPESGRAY.COM

    August 7, 2024

    Yana
                                            D. Guss

    T +1 617 951 7109

    yana.guss@ropesgray.com

VIA EDGAR

Securities and Exchange Commission

100 F Street, NE

Washington, DC 20549

Attn: Chris Bellacicco & Chad D. Eskildsen

    Re:
    MassMutual Select Funds (File No. 333-280690) and MassMutual Premier Funds (File
    No. 333-280692)

Dear Messrs. Bellacicco and Eskildsen:

Below is a summary of the comments of the staff (the “Staff”)
of the Securities and Exchange Commission (the “Commission”) that Mr. Bellacicco provided by phone on July 31, 2024, and
that Mr. Eskildsen provided by phone on July 16, 2024, of the registration statements filed on Form N-14 (each registration statement,
a “Registration Statement”) on July 3, 2024 (the “Filing Date”) relating to the reorganizations (each, a “Reorganization,”
and together, the “Reorganizations”) of MassMutual Growth Opportunities Fund, MassMutual Fundamental Value Fund, and MassMutual
Strategic Bond Fund (together, the “Selling Funds”) into MassMutual Blue Chip Growth Fund, MassMutual Diversified Value Fund,
and MassMutual Core Bond Fund, respectively (together, the “Acquiring Funds”) (together with Selling Funds, the “Funds”).
Capitalized terms not otherwise defined herein have the meanings ascribed to them in the applicable Registration Statement.

Accounting Comments

 1. Comment:
                                            On the cover page of the Combined Information Statement/Prospectus and SAI, please include
                                            hyperlinks to documents incorporated by reference as required by the Fixing America’s
                                            Surface Transportation (“FAST”) Act.

Response: We will add the requested hyperlinks, as applicable.

 2. Comment:
                                            Please provide the following information regarding the repositioning and related costs
                                            for each Reorganization: (i) the estimated percentage of investments to be

repositioned; (ii) the tax implications of any repositioning;
and (iii) if applicable, the total dollar amount and per share dollar amount of any resulting distributions.

Response: We have carefully considered the Staff’s
comment. We note that each Selling Fund’s estimated repositioning costs are discussed in the “Comparison of Fees and Expenses”
sub-section of the Fund’s respective Synopsis of the Reorganization section. Specifically, pages 8, 17, and 28 of the Combined
Information Statement/Prospectus set forth the relevant Selling Fund’s estimated repositioning costs both as a total dollar amount
and as a percent of the Fund’s net assets as of March 31, 2024. We also note supplementally that the actual tax impact of the repositioning
depends on the price at which portfolio assets are sold, among other factors, and thus cannot be determined prior to the repositioning.
The potential tax consequences of disposing of portfolio assets in connection with a repositioning are described on page 37 of the Combined
Information Statement/Prospectus.

Given the scope of repositioning disclosure already included
in the Combined Information Statement/Prospectus, we respectfully submit that the existing repositioning disclosure is appropriate; however,
we will update the disclosure on page 37 of the Combined Information Statement/Prospectus as follows (new disclosure is underlined):

“With respect to each Reorganization,
a substantial portion of the portfolio assets of the Selling Fund may be sold in connection with the Reorganization. Specifically,
as of the date of this filing, MML Advisers anticipates that each Selling Fund will dispose of approximately the following percentages
of its respective portfolio holdings prior to the Reorganization in order to align its portfolio with that of the respective Acquiring
Fund: MassMutual Growth Opportunities Fund, 62%; MassMutual Fundamental Value Fund, 80%; MassMutual Strategic Bond Fund, 33%. These figures
are estimates, and each Selling Fund’s actual portfolio alignment may differ from the aforementioned amount. The actual tax
impact of such sales will depend on the difference between the price at which such portfolio assets are sold and the Selling Fund’s
tax basis in such assets. Any net capital gains recognized in these sales will be distributed to the Selling Fund’s shareholders
as capital gain dividends (to the extent of net realized long-term capital gains over net-realized short-term capital losses) and/or
ordinary dividends (to the extent of net realized short-term capital gains over net realized long-term capital losses) during or with
respect to the year of sale, and such distributions will be taxable to shareholders. Because the Reorganization will end the tax year
of the Selling Fund, it could accelerate distributions to shareholders from the Selling Fund for its short tax year ending on the date
of the Reorganization. Those tax year-end distributions will be taxable and will include any capital gains resulting from portfolio turnover
prior to the Reorganization.”

 3. Comment:
                                            Please add a footnote describing the terms of the expense reimbursement agreement for
                                            MassMutual Core Bond Fund to the Fund’s Current and Pro Forma Annual Fund Operating
                                            Expenses tables on page 28.

Response: We will add the following footnote to the Fund’s
Current and Pro Forma Annual Fund Operating Expenses tables:

“The expenses in the above table reflect
a written agreement by MML Advisers to cap the fees and expenses of the Fund (other than extraordinary legal and other expenses, Acquired
Fund Fees and Expenses, interest expense, expenses related to borrowings, securities lending, leverage, taxes, and brokerage, short sale
dividend and loan expense, or other non-recurring or unusual expenses such as organizational expenses and shareholder meeting expenses,
as applicable) through January 31, 2025, to the extent that Total Annual Fund Operating Expenses after Expense Reimbursement would otherwise
exceed 0.42%, 0.52%, 0.62%, 0.72%, 0.87%, 0.92%, 1.12%, and 0.52% for Classes I, R5, Service, Administrative, R4, A, R3, and Y, respectively.
The Total Annual Fund Operating Expenses after Expense Reimbursement shown in the above table may exceed these amounts, because, as noted
in the previous sentence, certain fees and expenses are excluded from the cap. The agreement can only be terminated by mutual consent
of the Board of Trustees on behalf of the Fund and MML Advisers.”

 4. Comment:
                                            Please consider updating the Current and Pro Forma Capitalization table of each Selling
                                            Fund and each Acquiring Fund on pages 44 – 46 (the “Capitalization Tables”)
                                            to reflect data from within 30 days of the filing date. Please also update the Capitalization
                                            Tables to include the impact of the costs of the Reorganization charged to each Fund.

Response: We will update the Capitalization Tables to
within 30 days of the Filing Date of the Combined Information Statement/Prospectus, and we will update the data in each Capitalization Table to include the impact of the estimated costs of the Reorganization charged to each Fund.

 5. Comment:
                                            Please add language incorporating the Selling Funds’ financial highlights by reference
                                            into the Financial Highlights section of the Combined Information Statement/Prospectus per
                                            Item 6 of Form N-14.

Response: We have carefully considered the Staff’s
comment, and we respectfully submit that the Combined Information Statement/Prospectus already incorporates by reference the Selling
Funds’ financial highlights. Specifically, we note that the front cover page of the Combined Information Statement/Prospectus incorporates
by reference (i) the prospectus of each Selling Fund, dated February 1, 2024, as supplemented to date; (ii) the Statement of Additional
Information of each Selling Fund, dated February 1, 2024, as supplemented to date; and (iii) the Report of the Independent Registered
Public Accounting Firm and the audited financial statements included in the Annual Report to Shareholders of each Selling Fund for the
year ended September 30, 2023, and the unaudited financial statements included in the Semiannual Report to Shareholders of each Selling
Fund for the period ended March 31, 2024. We observe that Item 6(2)(ii) to Form N-14 provides that, if the requirements of Instruction
F to Form N-14 are satisfied, the prospectus should “include a statement that information about the company being

acquired is incorporated by reference from the current prospectus
of the company being acquired and is available upon request from the registrant without charge.” We confirm that the requirements
to Instruction F to Form N-14 are satisfied by the Registration Statement, and as previously stated, we confirm that the Combined Information
Statement/Prospectus already appropriately incorporates by reference the Selling Funds’ financial statements. In addition, the
Combined Information Statement/Prospectus states in several places that free copies of any of the Selling Funds’ documents that
have been incorporated by reference are available upon request. As such, we respectfully decline to incorporate the Selling Funds’
financial highlights by reference into the Financial Highlights section of the Combined Information Statement/Prospectus.

Disclosure Comments

 6. Comment:
                                            In the “Question & Answer” section at the beginning of the Registration
                                            Statement, you include the question: “Will the portfolio manager of the Selling Funds
                                            change as a result of the Reorganizations?” Please add disclosure to clarify that the
                                            subadviser(s) of each Acquiring Fund are different than the subadvisers of each corresponding
                                            Selling Fund.

Response: We will revise the disclosure as follows (new
disclosure is underlined):

“Q: Will the portfolio manager
of the Selling Funds change as a result of the Reorganizations?

Yes. The subadviser(s) and portfolio managers of each Acquiring Fund are different than the subadvisers and portfolio managers
of the corresponding Selling Fund. The current subadviser(s) and portfolio managers of each Acquiring Fund are expected to continue
to manage such Acquiring Fund following the Reorganizations. MML Advisers is the investment adviser of each Selling Fund and each Acquiring
Fund, and will continue to serve as investment adviser to the Acquiring Funds following the Reorganizations, and each Acquiring Fund’s
subadviser(s) and sub-subadviser, if any, are likewise expected to remain responsible for the Acquiring Fund.”

 7. Comment:
                                            In the disclosure following the caption “Where to Get More Information,”
                                            please remove the following sentence: “These reports, proxy materials and other information
                                            can be inspected and copied at the Public Reference Room maintained by the SEC.”

Response: We will remove the sentence
as requested.

 8. Comment:
                                            On page 3 of the Combined Information Statement/Prospectus, in the section titled “Management
                                            of Funds,” please add disclosure to clarify that the subadviser(s) and portfolio managers
                                            of each Acquiring Fund are different than the subadvisers and portfolio managers of the corresponding
                                            Selling Fund.

Response: We will revise the disclosure
in the “Management of Funds” section as follows (new disclosure is underlined):

“The subadviser(s) and portfolio
managers of each Acquiring Fund are different than the subadvisers and portfolio managers of the corresponding Selling Fund. It is
anticipated that each of the subadvisers and sub-subadvisers, as applicable, and the portfolio managers that manage each Acquiring Fund
will, upon completion of the Reorganizations, continue to manage the same Acquiring Fund. Additional information concerning the portfolio
managers of each of the Acquiring Funds can be found in the “Management” sub-section of each respective Synopsis of Reorganization
section below and in Appendix D.”

 9. Comment:
                                            On page 6 of the Combined Information Statement/Prospectus, the subsection entitled “Comparison
                                            of Fees and Expenses” states: “The tables show fees and expenses that the Selling
                                            Fund and Acquiring Fund incurred in its most recent fiscal year ended September 30, 2023,
                                            as well as pro forma fees and expenses that MML Advisers expects the Acquiring Fund
                                            would have incurred during the twelve months ended March 31, 2024, assuming consummation
                                            of the Reorganization as of March 31, 2023.” Please confirm that the fees presented
                                            in the relevant tables reflect the current fees of the Selling Fund and Acquiring Fund, as
                                            applicable. This comment applies to the corresponding disclosure in each “Synopsis
                                            of Reorganization” section.

                                            Response: With respect to each Reorganization, we confirm that the Selling Fund and Acquiring
                                            Fund fees and expenses presented in the “Comparison of Fees and Expenses” section
                                            represent such Funds’ fees and expenses as of the Filing Date.

 10. Comment:
                                            On page 11 of the Combined Information Statement/Prospectus, in the subsection titled
                                            “Performance,” please include next to the Fund’s Annual Total Returns bar
                                            chart the Fund’s year-to-date total returns as of June 30, 2024. This comment applies
                                            to the corresponding disclosure for each Selling Fund and Acquiring Fund in each “Synopsis
                                            of Reorganization” section.

Response: We will add each Fund’s year-to-date total
returns as of June 30, 2024 in the requested location.

 11. Comment:
                                            On page 13 of the Combined Information Statement/Prospectus, under the caption “Portfolio
                                            Managers,” please disclose that the portfolio managers of the Selling Fund are different
                                            from those of the Acquiring Fund. This comment applies to the corresponding disclosure in
                                            each “Synopsis of Reorganization” section.

                                            Response: We will revise the disclosure under the “Portfolio Managers”
                                            caption in each “Synopsis of Reorganiz