SUB-ITEM 77I:  Terms of new or amended securities
77I(b) - Attached is the Amended and Restated Multiple
 Class Plan of The Huntington Funds.  The information
contained in the attached Exhibit
serves as the description of Investment A Shares,
Investment B

Shares, Trust Shares and Interfund Shares as required by this
Item.

HUNTINGTON FUNDS
MULTIPLE CLASS PLAN
Amended and Restated April 30, 2003


This Multiple Class Plan ("Plan") is adopted by the
HUNTINGTON FUNDS (the "Trust"), a Massachusetts business
trust, with respect to all of the
classes of shares ("Classes") of all of the series of the Trust
(the "Funds").

1.	Purpose

The Board of Trustees of the Trust, including a majority
of the Trustees
who are not "interested persons" of the Trust, as such
term is defined
by the Investment Company Act of 1940, as amended
(the "1940 Act"), has determined to adopt this Plan,
as amended and restated, in accordance
with Rule 18f-3(d) under the 1940 Act to enable the
Funds to provide
appropriate services to certain designated Classes.
2.	Separate Arrangements/Class Differences
a. Designation of Classes:  Each of the Funds may
offer up to three
classes of shares:  Investment A Shares, Investment
B Shares and
Trust Shares.  In addition, the Huntington Money Market
Fund may
offer Interfund Shares.
b. Sales Charges:  Purchases of Investment A Shares
are subject to
a front-end sales charge, certain redemptions of
Investment A Shares
are subject to contingent deferred sales charges,
and certain redemptions
of Investment B Shares are subject to a contingent
deferred sales
charge, each as described in the applicable prospectus
or statement of additional information.  Purchases and
redemptions of Trust Shares
and Interfund Shares are not subject to sales charges.
Quantity
discounts, accumulated purchases, concurrent purchases,
purchases in
conjunction with a letter of intent, reinstatement
privileges, systematic withdrawals, waivers and other
purchases at net asset value as they
relate to Investment A Shares are as described in the
applicable
prospectus or statement of additional information.
Waivers of contingent deferred sales charges as they
relate to Investment B Shares are as
described in the applicable prospectus or statement of
additional
information.
c. Distribution of Shares:  Investment A Shares and
Investment B Shares
may be purchased through The Huntington Investment
Company, Huntington
Personal Bankers, as well as from the Trust's
Distributor.  Trust Shares
may be purchased through procedures established by the
Distributor in
connection with the requirements of fiduciary, advisory,
agency and other similar accounts maintained by or on behalf
of customers of Huntington
Bank or its affiliates or correspondent banks as well as
similar customers
of third party financial institutions.  Interfund Shares
may only be
purchased by the bond and equity funds of the Huntington
Funds.
d. Minimum Investment Amounts:  The minimum initial
investment for
Investment A Shares, Investment B Shares or Trust Shares is
$1,000 for investments made outside the Systematic Investment
Program and $50 for investments made within the Systematic
Investment Program.  Subsequent investments in Investment
A Shares or Investment B Shares are subject to
a $50 minimum.  Subsequent investments in Trust Shares are
subject to a
$500 minimum for investments made outside the Systematic
Investment
Program and $50 for investments made within the Systematic
Investment
Program.  There is no minimum or subsequent investment amount
for Interfund Shares.
e. Voting Rights:  Shareholders of each class are entitled to
one vote for
each share held on the record date for any action requiring a
vote by the shareholders and a proportionate fractional vote for
each fractional share
held.  Shareholders of the Trust will vote in the aggregate and
not by
Fund or class, except (i) as otherwise expressly required by law
or when
the Trustees determine that the matter to be voted upon affects
only the interests of shareholders of a particular Fund or class,
and (ii) only
holders of Investment A Shares and/or Investment B Shares will
be entitled
to vote on matters applicable to one or both classes submitted
to shareholder vote with respect to the Trust's Distribution and
Shareholder Services Plan adopted pursuant to Rule 12b-1
(the "Rule 12b-1 Plan").
3.	Expense Allocations
All or a portion of certain expenses may be attributable only
to a particular class of shares of each Fund.  These class
expenses are charged directly to
the net assets of the particular class and are borne on a pro
rata basis
by the shareholders of that class.  The expenses incurred
pursuant to
the Rule 12b-1 Plan will be borne solely by the holders of
Investment
A Shares and Investment B Shares classes, as specified in the
Rule 12b-1 Plan.  Shareholder servicing fees will be borne
solely by the holders of
Investment A Shares, Investment B Shares or Trust Shares.
Certain other expenses, not including advisory or custodial
fees or other expenses
related to the management of the Trust's assets, may, in the
discretion
of the Board of Trustees, also be charged to a particular
class if such
expenses are incurred in a different amount by that class,
or if the
class receives services of a different kind or to a different
degree than
other classes.  All other expenses will be allocated to
each class on the
basis of the relative net asset value of that class in
relation to the
net asset value of the Fund.

4.	Exchange Features

Shareholders may exchange Trust Shares in any Fund for Trust
Shares
in any other Fund at the respective net asset values next
determined
after receipt of the request in good order.

Shareholders may exchange Investment A Shares in any Fund for
Investment A Shares in any other Fund offering Investment A
Shares at the respective net asset value next determined after
receipt of the request in good order,
plus any applicable sales charge.  No sales charge applies
when Investment A Shares are exchanged from a Fund that imposes
a sales charge to a Fund with
no sales charge.  If a shareholder seeks to exchange Investment
A Shares of
a Fund that does not impose a sales charge for Investment A
Shares of a
Fund that imposes a sales charge, the shareholder will be
required to pay
the applicable sales charge of the Fund into which the
Investment A Shares
are exchanged.  In all cases, shareholders will be required
to pay a sales charge only once.

Shareholders may exchange Investment B Shares in any Fund for
Investment B Shares in any other Fund offering Investment B shares
at the respective net asset value next determined after receipt of
the request in good order.

5.	Conversion Feature
Investment B Shares (together with any Investment B Shares
purchased through
the reinvestment of a dividend or distribution with respect
to those
Investment B Shares) which are held for eight years from the
date of
purchase will automatically convert to Investment A Shares
of the same
series of the Trust based on the relative net asset values
of Investment A Shares and Investment B Shares, without the
imposition of any sales charge
or any other fee.  The holding periods for shares which
have been exchanged
will be added together for purposes of determining the
conversion date.

6.	Dividends
As a result of fees charged by Investment A Shares and
Investment B Shares
under the Rule 12b-1 Plan as well as under shareholder
servicing
arrangements, dividends payable on Investment A Shares,
Trust Shares and Interfund Shares may be more than dividends
payable on Investment B Shares, dividends payable on Trust
Shares and Interfund Shares may be more than dividends payable
on Investment A Shares or Investment B Shares, dividends payable
on Interfund Shares may be more than dividends payable on Trust
Shares, and dividends payable on Investment A Shares may be
more than
dividends payable on Investment B Shares.

7.	Termination and Amendment
This Plan may be terminated or amended pursuant to the
requirements of
Rule 18f-3(d) under the 1940 Act.

8.	Effectiveness
This Plan shall become effective with respect to each
class, (i) to the
extent required by Rule 18f-3, after approval by a
majority vote of:
(a) the Trust's Board of Trustees; (b) the members of
the Board of the  Trust who are not interested persons
of the Trust
and have no direct or indirect financial interest in the
operation of
the Trust's Plan  and/or (ii) upon execution of an
exhibit adopting
this Plan with respect to such class.


Amended as of April 30, 2003
	EXHIBIT
to
THE HUNTINGTON FUNDS
MULTIPLE CLASS PLAN


Fund		Effective Date

Money Market Fund
	Investment A Shares	April 18, 1995
	Investment B Shares	April 26, 2000
	Trust Shares	April 18, 1995
	Interfund Shares	August 16, 2001
Ohio Municipal Money Market Fund
	Investment A Shares	April 18, 1995
Trust Shares	April 18, 1995
U.S. Treasury Money Market Fund
	Investment A Shares	April 18, 1995
	Trust Shares	April 18, 1995
Growth Fund
	Investment A Shares	April 18, 1995
	Investment B Shares	April 26, 2000
	Trust Shares	April 18, 1995
Mortgage Securities Fund
	Investment A Shares	April 18, 1995
	Investment B Shares	April 30, 2003
	Trust Shares	April 18, 1995
Ohio Tax-Free Fund
	Investment A Shares	April 18, 1995
	Investment B Shares	April 30, 2003
	Trust Shares	April 18, 1995
Fixed Income Securities Fund
	Investment A Shares	April 18, 1995
	Investment B Shares	April 26, 2000
	Trust Shares	April 18, 1995
Income Equity Fund
	Investment A Shares	October 26, 1996
	Investment B Shares	April 26, 2000
	Trust Shares	October 26, 1996
Short/Intermediate Fixed Income Securities Fund
	Investment A Shares	April 30, 2003
	Trust Shares	October 26, 1996
Michigan Tax-Free Fund
	Investment A Shares	March 31, 1998
	Investment B Shares	April 30, 2003
	Trust Shares	March 31, 1998

Intermediate Government Income Fund
	Investment A Shares	April 6, 1998
	Investment B Shares	April 30, 2003
	Trust Shares	April 6, 1998
Florida Tax-Free Money Fund
	Investment A Shares	October 21, 1998
	Trust Shares	October 21, 1998
Dividend Capture Fund
	Investment A Shares	March 1, 2001
	Investment B Shares	March 1, 2001
	Trust Shares	March 1, 2001
International Equity Fund
	Investment A Shares	March 1, 2001
	Investment B Shares	March 1, 2001
	Trust Shares	March 1, 2001
Mid Corp America Fund
	Investment A Shares	March 1, 2001
	Investment B Shares	March 1, 2001
	Trust Shares	March 1, 2001
New Economy Fund
	Investment A Shares	March 1, 2001
	Investment B Shares	March 1, 2001
	Trust Shares	March 1, 2001
Rotating Index Fund (to be renamed Rotating Markets Fund (4/30/03)
	Investment A Shares	May 1, 2001
	Trust Shares	May 1, 2001
Situs Small Cap Fund
	Investment A Shares	August 1, 2002
	Investment B Shares	August 1, 2002
	Trust Shares	August 1, 2002


Witness the due execution hereof as of this 30th day of April, 2003.


HUNTINGTON FUNDS



By:  /s/ James E. Ostrowski
Name:  James E. Ostrowski
Title:  Vice President






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