THIRD AMENDMENT TO THE CUSTODY AGREEMENT

THIRD AMENDMENT TO THE

CUSTODY AGREEMENT

THIS THIRD AMENDMENT dated as of May 2, 2014 to the Custody Agreement, dated as of March 14, 2006, as amended April 10, 2007 and May 1, 2014 (the “Agreement”), is entered into by and between OHIO NATIONAL FUND, INC., a Maryland corporation, (the “Corporation”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America (the “Custodian”).

RECITALS

WHEREAS, the parties have entered into the Agreement; and

WHEREAS, the parties desire to amend the fees of the Agreement; and

WHEREAS, Article 14.2 of the Agreement allows for its amendment by a written instrument executed by both parties.

NOW, THEREFORE, the parties agree as follows:

Exhibit D of the Agreement shall be superseded and replaced with Amended Exhibit D attached hereto.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 Third Amendment to be executed by a duly authorized officer on one or more counterparts as of the date and year first written above.

OHIO NATIONAL FUND, INC.						U.S. BANK NATIONAL ASSOCIATION
By:  /s/ R. Xxxx Xxxxxxxx						By: /s/ Xxxxxxx X. XxXxx
Name: R. Xxxx Xxxxxxxx						Name: Xxxxxxx X. XxXxx
Title:  Treasurer						Title: Senior Vice President

5/2014 1

Amended Exhibit D to the Custody Agreement – Ohio National Fund, Inc.

Custody Fees effective May 1, 2014

Annual Fee Based Upon Market Value Per Fund*

0.75 basis points on the first $500 million of average daily market value of all long securities and cash held in the portfolio ^Note 1

0.50 basis points on the next $500 million

0.25 basis points on the balance

Plus portfolio transaction fees

Note 1:  The basis point charges will only apply on the average daily market value of all long securities and cash held in the portfolios. On sub-advised accounts, market value of all long securities and cash will only be assessed on the sub-advised accounts and not at the overall portfolio account.

Portfolio Transaction Fees

¡ $5.00 – Book entry DTC transaction**

¡ $5.00 – Federal Reserve transaction/principal paydown

¡    $7.00 – US Bank Repo agreement/reverse repurchase agreement/time deposit/CD or other non-depository transaction

¡ $8.00 – Option/ SWAPS/future contract written, exercised or expired

¡ $15.00 – Mutual fund trade/Fed wire/margin variation Fed wire

¡ $50.00 – Physical transaction

¡ $5.00 – Check disbursement (waived if U.S. Bancorp is Administrator)

¡ $150.00 – Segregated account per year

** The first 10,000 transactions per year are free (allocated at 833 per month).

¡ A transaction is a purchase/sale of a security, free receipt/free delivery, maturity, tender or exchange.

¡ No charge for the initial conversion free receipt.

¡ Overdrafts – charged to the account at prime interest rate plus 2.

Chief Compliance Officer Support Fee (Fund Complex)*

¡ $1,500/year

Out-Of-Pocket Expenses

Including but not limited to expenses incurred in the safekeeping, delivery and receipt of securities, shipping, transfer fees, deposit withdrawals at custodian (DWAC) fees, and extraordinary expenses based upon complexity.

Additional Services

Additional fees apply for global servicing. Fund of Fund expenses quoted separately

*Subject to annual CPI increase, Milwaukee MSA. Fees are calculated pro rata and billed monthly.

5/2014 2

Amended Exhibit D (continued) to the Custody Agreement

Global Sub-Custodial Services Annual Fee Schedule effective May 1, 2014

COUNTRY		INSTRUMENT		SAFE KEEPING (BPS)		TRANSACTION FEE				COUNTRY		INSTRUMENT		SAFE KEEPING (BPS)		TRANSACTION FEE				COUNTRY		INSTRUMENT		SAFE KEEPING (BPS)		TRANSACTION FEE				COUNTRY		INSTRUMENT		SAFE KEEPING (BPS)		TRANSACTION  FEE
Argentina		All		13.0		$35				Estonia		All		6.0		$20				Luxemburg		All		4.0		$20				Slovak Republic		All		22.0		$90
Australia		All		1.0		$15				Euromarkets**		All		1.00		$5				Malaysia		All		3.5		$40				Slovenia		All		22.0		$90
Austria		All		2.0		$20				Finland		All		2.5		$25				Mali		All		35.0		$125				South Africa		All		2.0		$10
Bahrain		All		44.0		$115				France		All		1.0		$15				Malta		All		20.0		$60				South Korea		All		5.5		$10
Bangladesh		All		35.0		$120				Germany		All		1.0		$15				Mauritius		All		26.0		$80				Spain		All		1.0		$15
Belgium		All		1.5		$25				Ghana		All		22.0		$10				Mexico		All		2.0		$10				Sri Lanka		All		13.0		$50
Benin		All		35.0		$125				Greece		All		8.0		$35				Morocco		All		31.0		$50				Swaziland		All		26.0		$40
Bermuda		All		13.0		$50				Guinea Bissau		All		44.0		$125				Namibia		All		26.0		$40				Sweden		All		1.0		$25
Botswana		All		22.0		$40				Hong Kong		All		2.0		$20				Netherlands		All		2.0		$15				Switzerland		All		1.0		$25
Brazil		All		8.0		$20				Hungary		All		22.0		$60				New Zealand		All		2.5		$25				Taiwan		All		13.0		$65
Bulgaria		All		35.0		$65				Iceland		All		13.0		$45				Niger		All		35.0		$125				Thailand		All		3.5		$25
Burkina Faso		All		35.0		$125				India		All		9.0		$85				Nigeria		All		26.0		$40				Togo		All		35.0		$125
Canada		All		1.0		$5				Indonesia		All		6.0		$70				Norway		All		2.0		$25				Tunisia		All		35.0		$40
Cayman Islands*		All		1.0		$10				Ireland		All		2.0		$15				Oman		All		45.0		$115				Turkey		All		11.0		$10
Channel Islands*		All		1.5		$20				Israel		All		11.0		$30				Pakistan		All		26.0		$80				UAE		All		40.0		$105
Chile		All		18.0		$50				Italy		All		2.0		$25				Peru		All		39.0		$55				United Kingdom		All		1.0		$5
China “A” Shares		All		11.0		$45				Ivory Coast		All		35.0		$125				Philippines		All		5.0		$40				Ukraine		All		21.0		$30
China “B” Shares		All		11.0		$45				Japan		All		1.0		$10				Poland		All		13.0		$25				Uruguay		All		45.0		$55
Columbia		All		35.0		$80				Jordan		All		35.0		$100				Portugal		All		5.5		$40				Venezuela		All		35.0		$100
Costa Rica		All		13.0		$50				Kazakhstan		All		53.0		$120				Qatar		All		40.0		$115				Zambia		All		26.0		$40
Croatia		All		31.0		$55				Kenya		All		26.0		$40				Romania		All		31.0		$80				Zimbabwe		All		26.0		$40
Czech Republic		All		11.0		$25				Latvia		Equities		13.0		$60				Russia		Equities		33.0		$165
Denmark		All		2.0		$25				Latvia		Bonds		22.0		$75				Russia		MINFINs		13.0		$40
Ecuador		All		31.0		$55				Lebanon		All		22.0		$75				Senegal		All		35.0		$125
Egypt		All		28.0		$55				Lithuania		All		18.0		$40				Singapore		All		2.0		$20

*Additional customer documentation and information will be required prior to establishing accounts in these markets.

**Tiered by market value <$5 billion 1pb>$5 billion and <$10 billion .75bps>$10 billion 50bps.

**Euromarkets Non-Euromarkets Surcharges vary by local market.

*Safekeeping and transaction fees are assessed on security and currency transactions.

Base Fee - A monthly charge per account (fund) will apply based on the number of foreign securities held.

¡ 1-25 foreign securities: $500

¡ 26-50 foreign securities: $1000

¡ Over 50 foreign securities: $1,500

¡ Euroclear – Eurobonds only. Eurobonds are held in Euroclear at a standard rate, but other types of securities (including but not limited to equities, domestic market debt and mutual funds) will be subject to a surcharge. In addition, certain transactions that are delivered within Euroclear or from a Euroclear account to a third party depository or settlement system, will be subject to a surcharge.

¡ For all other markets specified above, surcharges may apply if a security is held outside of the local market.

Tax Reclamation Services: Tax reclaims that have been outstanding for more than 6 (six) months with the client will be charged $50 per claim.

Out of Pocket Expenses

¡ Charges incurred by U.S. Bank, N.A. directly or through sub-custodians for local taxes, stamp duties or other local duties and assessments, stock exchange fees, foreign exchange transactions, postage and insurance for shipping, facsimile reporting, extraordinary telecommunications fees, proxy services and other shareholder communications or other expenses which are unique to a country in which the client or its clients is investing will be passed along as incurred.

¡ A surcharge may be added to certain out-of-pocket expenses listed herein to cover handling, servicing and other administrative costs associated with the activities giving rise to such expenses. Also, certain expenses are charged at a predetermined flat rate.

¡ SWIFT reporting and message fees.

5/2014 3