Exhibit 99.(h)(11)

AMENDMENT TO THE

FUND SUB-ADMINISTRATION SERVICING AGREEMENT

THIS AMENDMENT dated as of November 23, 2009, to the Fund Sub-Administration Servicing Agreement, dated as of October 5, 2006, as previously amended (the “Agreement”), is entered into by and between MAIRS AND POWER GROWTH FUND, INC., and MAIRS AND POWER BALANCED FUND, INC., both Minnesota corporations (collectively the “Companies”), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

RECITALS

WHEREAS, the parties have entered into a Fund Sub-Administration Servicing Agreement; and

WHEREAS, the parties desire to amend said Agreement; and

WHEREAS, Section 10 of the Agreement allows for its amendment by a written instrument executed by all parties.

NOW, THEREFORE, the parties agree as follows:

Section 2 of the Agreement, Services and Duties of USBFS, is hereby superseded and replaced with the following Section 2:

2.Services and Duties of USBFS

Effective January 1, 2010, USBFS shall provide the following fund sub-administration services to the Funds:

A.  Performance Reporting

B.  Financial Reporting

(1)Prepare semi-annual and annual financial statements

(2)Prepare quarterly financial information; distribute quarterly financial information

(3)Prepare footnotes to financial statements

(4)Prepare and process ROCSOP adjustments for financial statements

(5)Prepare tax schedules for annual financial statements

(6)Provide trade date adjustments for financial statements.

(7)Provide performance information for financial statements.

(8)Prepare financial highlights section of financial reports.

(9)Prepare Schedule of Investments.

(10)Prepare Statement of Assets and Liabilities.

(11)Prepare Statement of Operations.

(12)Prepare Statement of Cash Flows.

(13)Prepare Statement of Changes.

(14)Provide appropriate assistance with respect to the Fund’s annual financial audits conducted by the Fund’s independent accountants, including communication with independent accountants and compiling data and other information.

(15)Assists with independent auditor report (opinion).

(16)Coordinate creation of printer’s proof of each financial statement selected above.  Circulate printer’s proof for review by client, auditor and legal counsel.  Coordinate comments and revisions.

(17)Coordinate printing and mailing of each financial statement selected above.

(18)Prepare Form N-Q.

(19)Prepare Form N-SAR.

(20)Prepare N-CSR.

(21)Prepare Form N24-F2.

(22)File Form N-Q with the SEC.

(23)Monitor expense accrual by preparing quarterly expense analysis and communicating adjustments to the Companies.

(24)Maintain disbursements journal and prepare expense authorizations.  The Fund and USBFS will approve based on the expense.

Exhibit B, the fee schedule of the Agreement, is hereby superseded and replaced with Amended Exhibit B attached hereto.

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

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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.

MAIRS AND POWER GROWTH FUND, INC.

By:	/s/ William B. Frels
Name:	William B. Frels
Title:	President
MAIRS AND POWER BALANCED FUND, INC.
By:	/s/ William B. Frels
Name:	William B. Frels
Title:	President
U.S. BANCORP FUND SERVICES, LLC
By::	/s/ Michael R. McVoy
Name:	Michael R. McVoy
Title:	Executive Vice President

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