PROFESSIONALLY MANAGED PORTFOLIOS

AMENDMENT TO THE DISTRIBUTION AGREEMENT

THIS AMENDMENT dated as of the 15^th day of November, 2016, to the Distribution Agreement, dated as of July 10, 2006, as amended, the ("Agreement"), is by and among PROFESSIONALLY MANAGED PORTFOLIOS, a Massachusetts business trust (the "Trust"), on behalf of its series, the Osterweis Funds, QUASAR DISTRIBUTORS, LLC, a Delaware limited liability company (the "Distributor"), OSTERWEIS CAPITAL MANAGEMENT, INC., the investment advisor on behalf of the Osterweis Funds, and OSTERWEIS CAPITAL MANAGEMENT, LLC, the investment advisor on behalf of the Osterweis Strategic Income Fund, the Osterweis Strategic Investment Fund and the Osterweis Institutional Equity Fund, (collectively the "Advisor").

WHEREAS, the parties desire to amend the series of the Trust to add the

Osterweis Emerging Opportunity Fund and Osterweis Total Return Fund in the manner set forth herein;

NOW THEREFORE, pursuant to section 11 of the Agreement, the parties hereby amend the Agreement as follows:

Amended Exhibit A of the Agreement shall be amended and replaced in its entirety by the Amended Exhibit A ("Amended Exhibit A") attached herein.

The Agreement, as amended, shall remain in full force and effect.

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 first above written.

PROFESSIONALLY MANAGED PORTFOLIOS	QUASAR DISTRIBUTORS, LLC
By: ____________________________	By: _______________________________
Name: Elaine E. Richards	Name: James R. Schoenike
Title: President	Title: President
OSTERWEIS CAPITAL MANAGEMENT, INC.
By: ______________________________
Name: ____________________________
Title: _____________________________
OSTERWEIS CAPITAL MANAGEMENT, LLC
By: ______________________________
Name: ____________________________
Title: _____________________________

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Amended Exhibit A

to the

Distribution Agreement – Professionally Managed Portfolios

Separate Series

Name of Series

Osterweis Fund

Osterweis Strategic Income Fund

Osterweis Strategic Investment Fund

Osterweis Institutional Equity Fund

Osterweis Emerging Opportunity Fund

Osterweis Total Return Fund

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