CCMI FUNDS

                            Shareholder Services Plan
                      (as amended effective August 1, 2003)

     This  Shareholder  Services Plan ("Plan") was adopted as of this 1st day of
September,  1994,  by the Board of  Trustees  of CCMI  Funds  (the  "Trust"),  a
Massachusetts business trust, with respect to certain classes ("Classes") of the
portfolios of the Trust (the "Portfolios") set forth in exhibits hereto.

     1. This Plan is adopted to allow the Trust to make payments as contemplated
herein  to  obtain  certain  personal  services  for  shareholders   and/or  the
maintenance of shareholder accounts ("Services").

     2.  This  Plan  is  designed  to   compensate   broker/dealers   and  other
participating   financial  institutions  and  other  persons  ("Providers")  for
providing  services  to the  Trust  and  its  shareholders.  The  Plan  will  be
administered by Unified Financial Securities,  Inc. ("UFS"). In compensation for
the services  provided  pursuant to this Plan,  Providers will be paid a monthly
fee computed at the annual rate not to exceed .25% of the average  aggregate net
asset value of the shares of the applicable Portfolio held during the month.

     3. Any payments  made by the  Portfolios  to any Provider  pursuant to this
Plan will be made pursuant to a "Shareholder Services Agreement" entered into by
UFS on behalf of the Trust and the  Provider.  Providers  which have  previously
entered into "Shareholder Services Agreements,"  "Administrative  Agreements" or
"Rule 12b-1 Agreements" with Federated Securities Corp. may be compensated under
this  Plan for  Services  performed  pursuant  to  those  Agreements  until  the
Providers have executed a "Shareholder Services Agreement" hereunder.

     4. The  Trust  has the right (i) to  select,  in its sole  discretion,  the
Providers to participate in the Plan and (ii) to terminate  without cause and in
its sole discretion any Shareholder Services Agreement.

     5.  Quarterly  in each year that this Plan  remains  in  effect,  UFS shall
prepare  and  furnish to the Board of  Trustees  of the Trust,  and the Board of
Trustees shall review, a written report of the amounts expended under the Plan.

     6. This Plan shall become  effective (i) after  approval by majority  votes
of: (a) the Trust's  Board of Trustees;  and (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 or in any  related
documents to the Plan  ("Disinterested  Trustees"),  cast in person at a meeting
called for the  purpose  of voting on the Plan;  and (ii) upon  execution  of an
exhibit adopting this Plan.

     7. This Plan shall  remain in effect with  respect to each Class  presently
set forth on an exhibit and any subsequent  Classes added pursuant to an exhibit
during the initial year of the Plan for the period of one year from the date set
forth  above  and may be  continued  thereafter  if this Plan is  approved  with
respect to each Class at least  annually by a majority  of the Trust's  Board of
Trustees  and a  majority  of the  Disinterested  Trustees,  cast in person at a
meeting  called for the purpose of voting on such Plan.  If this Plan is adopted
with  respect to a Class  after the first  annual  approval  by the  Trustees as
described above,  this Plan will be effective as to that Class upon execution of
the applicable  exhibit  pursuant to the provisions of paragraph 6(ii) above and
will  continue  in effect  until the next  annual  approval  of this Plan by the
Trustees and thereafter  for successive  periods of one year subject to approval
as described above.

     8. All material  amendments  to this Plan must be approved by a vote of the
Board of Trustees of the Trust and of the Disinterested Trustees, cast in person
at a meeting called for the purpose of voting on it.

     9. This Plan may be  terminated  at any time by: (a) a majority vote of the
Disinterested  Trustees;  or (b) a vote of a majority of the outstanding  voting
securities of the Trust as defined in Section 2(a)(42) of the Investment Company
Act of 1940, as amended.

     10. While this Plan shall be in effect,  the  selection  and  nomination of
Disinterested  Trustees of the Trust shall be committed to the discretion of the
Disinterested Trustees then in office.

     11. All agreements with any person relating to the  implementation  of this
Plan shall be in writing and any agreement related to this Plan shall be subject
to  termination,  without  penalty,  pursuant to the  provisions  of Paragraph 9
herein.

     12. This Plan shall be  construed  in  accordance  with and governed by the
laws of the State of Indiana.