AMENDMENT TO THE PROFESSIONALLY MANAGED PORTFOLIOS FUND ACCOUNTING SERVICING AGREEMENT

AMENDMENT TO THE

THIS AMENDMENT dated as of the 16th day of February, 2011, to the Fund Accounting Servicing Agreement, dated as of June 22, 2006, as amended, (the "Agreement"), is entered into by and between Professionally Managed Portfolios, a Massachusetts business trust (the "Trust"), on behalf of its separate series, the GoodHaven fund listed on Exhibit W attached hereto (as amended from time to time), and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company ("USBFS").

RECITALS

WHEREAS, the parties have entered into an Agreement; and

WHEREAS, the parties desire to amend the series of the Trust to add funds; and

WHEREAS, Section 15 of the Agreement allows for its amendment by a written instrument executed by both parties.

NOW, THEREFORE, the parties agree as follows:

Exhibit W to the Agreement is hereby added and attached hereto.

Except to the extent amended hereby, the Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by a duly authorized officer on one or more counterparts as of the date and year first written above.

PROFESSIONALLY MANAGED PORTFOLIOS	U.S. BANCORP FUND SERVICES, LLC

By: /s/Xxxx Xxxxxxx	By: /s/Xxxxxxx X. XxXxx

Name: Xxxx Xxxxxxx	Name: Xxxxxxx X. XxXxx

Title: President	Title: Executive Vice President

Exhibit W to the

Professionally Managed Portfolios Fund Accounting Servicing Agreement

Name of Series Date Added

GoodHaven Fund on or after February 16, 2011

FUND ADMINISTRATION & PORTFOLIO COMPLIANCE, AND

CHIEF COMPLIANCE OFFICER (CCO) SERVICES FEE SCHEDULE

February, 2011

Annual Fee Based Upon Average Net Assets Per Fund*

10 basis points on the first $75 million

8 basis points on the next $250 million

5 basis points on the balance

Minimum annual fee: $64,000 per fund

§ Additional fee of $30,000 for each additional class

§ Additional fee of $15,000 per manager/sub-advisor per fund

Services Included in Annual Fee Per Fund

§ Daily Performance Reporting

§ Advisor Information Source Web Portal

§ USBFS Legal Administration (e.g., registration statement update)

CCO Annual Fees (Per Advisor Relationship/Fund)*

§ $12,000 /fund (subject to change based on Board review and approval)

§ $3,500 / sub-advisor per fund

Out-Of-Pocket Expenses

Including but not limited to pricing services, corporate action services, fair value pricing services, factor services, customized reporting, third-party data provider costs, postage, stationery, programming, special reports, proxies, insurance, XXXXX filing, retention of records, federal and state regulatory filing fees, expenses from Board of directors meetings, third party auditing and legal expenses, wash sales reporting (GainsKeeper), conversion expenses (if necessary), and CCO team travel related costs to perform due diligence reviews at advisor or sub-advisor facilities.

Additional Services

Available but not included above are the following services – Daily compliance testing (Xxxxxxx River), Section 15(c) reporting, equity attribution, electronic Board materials, and additional services mutually agreed upon.

*Subject to annual CPI increase, Milwaukee MSA.

Fees are billed monthly.

Advisor’s Signature below acknowledges approval of the fee schedule above.

GoodHaven Capital Management, LLC

By: /s/Xxxxx Xxxxxxxxx

Name: Xxxxx Xxxxxxxxx

Title: Managing Partner Date: 4/1/11

Exhibit W (continued) to the

Professionally Managed Portfolios Fund Accounting Agreement

FUND ACCOUNTING SERVICES

SUPPLEMENTAL SERVICES

FEE SCHEDULE at February, 2011

Pricing Services

§ $0.15 Domestic and Canadian Equities/Options

§ $0.50 Corp/Gov/Agency Bonds/International Equities/Futures/Currency Rates

§ $0.80 CMOs/Municipal Bonds/Money Market Instruments/International Bonds

§ $2.25 - Bank Loans

§ $3.00 - Credit Default Swaps/Swaptions

§ $1.50 - Basic Interest Rate Swaps

§ $125 /Fund per Month - Mutual Fund Pricing

§ $2.00 /Foreign Equity Security per Month for Corporate Action Service

§ $1.00 /Domestic Equity Security per Month for Corporate Action Service

§ $125 /Month Manual Security Pricing (>10/day)

Factor Services (BondBuyer)

§ $1.50 /CMO/Month

§ $0.25 /Mortgage Backed/Month

§ $300 /Month Minimum/Fund Group

Fair Value Services (Interactive Data)

§ $0.60 on the First 100 Securities/Day

§ $0.44 on the Balance of Securities/Day

NOTE: Prices above are based on using IDC as the primary pricing service and are subject to change. Use of alternative sources may result in additional fees.