ADMINISTRATIVE SERVICES AGREEMENT





   This AGREEMENT is made as of June 23, 2006, between THE HUNTINGTON NATIONAL

BANK, a national banking association having its principal office and place of

business at 41 South High Street, Columbus, OH  43287 ("HUNTINGTON") and THE

HUNTINGTON FUNDS, a Delaware statutory trust having its principal office and

place of business at 5800 Corporate Drive, Pittsburgh, PA  15237-7010.

("INVESTMENT COMPANY").  The Investment Company is entering into this

Agreement on behalf of (and legally binds) its portfolios now existing or

hereafter created, which shall be listed in the attached INVESTMENT COMPANY

EXHIBIT and revised from time to time (each such portfolio, including any

classes of shares, a "FUND" and collectively the "FUNDS").  Huntington is

entering into this Agreement on behalf of itself and any of its subsidiaries

with which it may subcontract under this Agreement.  Huntington and the

Investment Company may be individually and collectively referred to as a

"PARTY" or "PARTIES."



   WHEREAS, the Investment Company is registered as an open-end management

investment company under the Investment Company Act of 1940 (the "1940 ACT"),

with authorized and issued shares of beneficial interests ("SHARES"), each of

which may be designated or divided into one or more classes ("CLASS" or

"CLASSES");



   WHEREAS, the Investment Company desires to appoint Huntington as

administrator to provide the Administrative Services described in this

Agreement either exclusively or in conjunction with one or more sub-

administrators, and Huntington desires to provide such services in return for

the compensation identified in this Agreement and the related ADMINISTRATIVE

SERVICES FEE EXHIBIT;



   WHEREAS, Huntington and the Investment Company propose to enter into a Sub-

Administrative Services Agreement with Federated Services Company

("FEDERATED") under which Federated will provide certain sub-administrative

services and for which Huntington will compensate Federated;



   NOW THEREFORE, in consideration of the promises and mutual covenants

contained in this Agreement, and intending to be legally bound, the Parties

agree to the following:



ARTICLE 1.  APPOINTMENT AS ADMINISTRATOR.



   The Investment Company appoints Huntington as Administrator, and Huntington

accepts such appointment under the terms of this Agreement.



ARTICLE 2.  HUNTINGTON'S DUTIES AS ADMINISTRATOR.



   Subject to the supervision and control of the Investment Company's Board of

Trustees ("BOARD") and in accordance with Proper Instructions (as defined

hereafter) from the Investment Company, Huntington will provide facilities,

equipment, and personnel to carry out the following administrative services

for operation of the business and affairs of each Investment Company and each

of its Funds.  In all cases, Huntington shall remain subject to the

supervision and control of the Investment Company's Board of Trustees

("BOARD").  Huntington shall exclusively or in conjunction with any other Fund

sub-administrator:



           A. assist in drafting, reviewing and maintaining the materials,

              minutes and scripts of Investment Company Board and Fund

              shareholder meetings;



           B. assist in coordinating Board meeting dates, agendas,

              responsibilities and deadlines;



           C. assist in preparing, filing, and maintaining the Investment

              Company's governing documents and any amendments thereto,

              including the Agreement and Declaration of Trust (which has

              already been prepared and filed) and By-laws (collectively, the

              "CHARTER DOCUMENTS"), and minutes of Board and Fund shareholder

              meetings;



           D. assist in preparing, reviewing and filing with the Securities

              and Exchange Commission ("SEC") and the appropriate state

              securities authorities: (i) the registration statements for the

              Investment Company and its Shares, including any prospectus,

              statement of additional information ("PROSPECTUS") any and all

              amendments and supplements thereto ("REGISTRATION STATEMENT");

              (ii) reports to regulatory authorities and Fund shareholders;

              (iii) routine proxy statements; and (iv) such other documents

              necessary for the Investment Company to continuously offer its

              shares unless the Investment Company has directed another

              service provider to be responsible for such document preparation

              and filing;



           E. assist in preparing, negotiating, and administering contracts on

              behalf of the Investment Company with, among others, the

              Investment Company's investment advisers, sub-investment

              advisers, administrators, fund accountants, transfer agents,

              custodians, and distributors, subject to any applicable

              restrictions of the Board or the 1940 Act;



           F. assist in coordinating the layout and printing of Prospectuses

              and other publicly disseminated reports;



           G. perform internal audit examinations in accordance with a charter

              to be adopted by the Parties;



           H. coordinate and assist with the design, development, and

              operation of the Investment Company;



           I. provide individuals reasonably acceptable to the Board for

              nomination, appointment, or election as Investment Company

              officers, who will manage certain of the Investment Company's

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