WITNESSETH:

                      FIRST AMENDMENT TO SERVICES AGREEMENT

         THIS FIRST AMENDMENT TO SERVICES AGREEMENT (the "Amendment") is made
and entered into as of June 30, 2006 by and among MEMBERS CAPITAL ADVISORS, INC.
("Client"), a Wisconsin investment advisor, and STATE STREET BANK AND TRUST
COMPANY, a Massachusetts trust company ("State Street").

                                   WITNESSETH:

         WHEREAS, Client and State Street are parties to that certain Services
Agreement dated as of October 1,2001; and

         WHEREAS, Client and State Street desire to amend and supplement the
Agreement upon the following terms and conditions.

         NOW THEREFORE, for and in consideration of the mutual promises
contained herein and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Client and State Street hereby
agree that the Agreement is amended and supplemented as follows:

1.       Schedule A shall be replaced in its entirety by the Schedule A dated
         June 30, 2006 attached hereto and incorporated herein by this
         reference.

2.       General Provisions. This Amendment will at all times and in all
         respects be construed, interpreted, and governed by the laws of The
         Commonwealth of Massachusetts, without giving effect to the conflict
         of laws provisions thereof. This Amendment may be executed in any
         number of counterparts, each constituting an original and all
         considered one and the same agreement. This Amendment is intended to
         modify and amend the Agreement and the terms of this Amendment and the
         Agreement are to be construed to be cumulative and not exclusive of
         each other. Except as provided herein, the Agreement is hereby
         ratified and confirmed and remains in full force and effect.

         IN WITNESS WHEREOF, the parties have caused this Amendment to be
executed by their duly authorized officers to be effective as of the date first
above written.

STATE STREET BANK AND TRUST COMPANY           MEMBERS CAPITAL ADVISORS, INC.

By:  /s/ Xxxx Xxxxxxxxx                       By: /s/ Xxxxxxxx X. Xxxxxxxxx
     -------------------------                    --------------------------
Name, Title: Xxxx Xxxxxxxxx                   Name, Title: Xxxxxxxx X. Xxxxxxxxx
             -----------------                             -----------------
             Vice President                                Vice President


                                   SCHEDULE A
                          (AS AMENDED ON JUNE 30, 2006)

Ultra Series Funds:

Money Market Fund
Bond Fund
Balanced Fund
Large Cap Value Fund
Large Cap Growth Fund
International Stock Fund
High Income Fund
Mid Cap Growth Fund
Mid Cap Value Fund
Global Securities Fund
Conservative Allocation Fund
Moderate Allocation Fund
Aggressive Allocation Fund