FIRST AMENDMENT TO INDIVIDUAL CUSTODIAN AGREEMENT


     This FIRST AMENDMENT TO INDIVIDUAL  CUSTODIAN  AGREEMENT (the  "Amendment")
dated this 6th day of September,  2006 is hereby entered into by and between the
Tilson  Investment  Trust, a Delaware  statutory trust ("Trust"),  and U.S. Bank
National Association, a national banking association ("U.S. Bank").

     WHEREAS,   the  Trust  previously  entered  into  an  Individual  Custodian
Agreement  dated as of December 17, 2004 (the  "Agreement")  with Wachovia Bank,
National  Association  ("Wachovia"),  successor  to First Union  National  Bank,
pursuant  to  which  the  Trust  established  a  custodian  account  ("Custodian
Account") and custodial relationship  ("Custodial  Relationship") with Wachovia;
and

     WHEREAS,  effective  December 30,  2005,  Wachovia  sold its  institutional
custody  services  business,  including  the  Custodial  Account  and  Custodial
Relationship referenced above, to U.S. Bank; and

     WHEREAS, the parties desire to amend the Agreement to reflect the change in
custodian under the Agreement from Wachovia to U.S. Bank; and

     WHEREAS,  Section 14 of the Agreement allows for its amendment by a written
instrument.

     NOW, THEREFORE, the parties agree as follows:

     1. U.S.  Bank is a national bank  authorized to accept and execute  custody
arrangements  under the authority  granted to it by the United States Department
of the Treasury,  Office of the  Comptroller  of the Currency.  U.S. Bank hereby
represents  and  warrants to the Trust as follows:  (i) U.S.  Bank is a national
bank authorized to accept and execute custody  arrangements  under the authority
granted to it by the United States  Department  of the  Treasury,  Office of the
Comptroller  of the  Currency;  (ii) U.S.  Bank is qualified  to  establish  and
maintain  the  Custodial  Account  and  Custodial  Relationship  and  to  act as
custodian under the governing documents thereof,  including the Agreement; (iii)
Wachovia has assigned to U.S. Bank, and U.S. Bank has assumed, all of Wachovia's
powers, rights,  functions,  duties and interests under the Agreement; (iv) U.S.
Bank is eligible and satisfies all applicable requirements and qualifications to
become  successor to Wachovia under the  Agreement;  and (v) U.S. Bank covenants
and agrees to perform all duties and  obligations of Wachovia as provided in the
Agreement and subject to the provisions currently set forth therein.

     2. All references to First Union National Bank and/or  Wachovia Bank,  N.A.
in the Agreement shall be replaced with U.S. Bank, N.A.

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








      [Signature Page to First Amendment to Individual Custodian Agreement]

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



TILSON INVESTMENT TRUST                     U.S. BANK, N.A.


By:   /s/ Julian G. Winters          By:    /s/ Michael R. McVoy
     ___________________________            ________________________________

Name:  Julian G. Winters             Name:  Michael R. McVoy
     ___________________________            ________________________________

Title:  Secretary                    Title: Vice President