MAIRS AND POWER BALANCED FUND, INC. AMENDMENT TO THE FUND ACCOUNTING SERVICING AGREEMENT

Exhibit 99.(h)(5)

XXXXX AND POWER BALANCED FUND, INC.

AMENDMENT TO THE FUND ACCOUNTING SERVICING AGREEMENT

THIS AMENDMENT dated as of January 1, 2002 to the Fund Accounting Servicing Agreement dated as of March 18th, 1999, by and between Xxxxx and Power Balanced Fund, Inc., a Minnesota corporation and Firstar Mutual Fund Services, LLC, a Wisconsin limited liability company shall be as follows:

Effective January 1, 2002, the name Firstar Mutual Fund Services, LLC has been changed to U.S. Bancorp Fund Services, LLC. Accordingly, all references to Firstar Mutual Fund Services, LLC in this Agreement should be replaced with U.S. Bancorp Fund Services, LLC. Similarly, any references to Firstar Bank, N.A. should be replaced with U.S. Bank, N.A.

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 day and year first written above.

Xxxxx and Power Balanced Fund, Inc.
By:	/s/ Xxxxxxx X. Xxxxx
U.S. BANCORP FUND SERVICES, LLC
By:	/s/ Xxx X. Xxxxxxx
PRESIDENT