Walthausen & Co., LLC 2691 Route 9, Suite 102 Malta, NY 12020

Walthausen & Co., LLC
0000 Xxxxx 0, Xxxxx 000
Xxxxx, XX 00000

October 9, 2020

To: Walthausen Funds
0000 Xxxxx 0, Xxxxx 000
Xxxxx, XX 00000

Dear Trustees:

     Pursuant to a Services Agreement dated as of January 30, 2013, you have engaged Walthausen & Co., LLC to perform the services described in the Services Agreement for the Walthausen Focused Small Cap Value Fund (the "Fund"), formerly the Walthausen Select Value Fund.

     Effective October 15, 2020, we hereby agree to reduce the Services Agreement fee to 0.20% of the Fund’s average daily net assets.

Very truly yours,

Walthausen & Co., LLC

By: /s/ Xxxxxxx X. Xxxxxxxx Xx.

Print Name: Xxxxxxx X. Xxxxxxxx Xx.

Title: Managing Director

Acceptance: The foregoing agreement is hereby accepted.

Walthausen Funds

By: /s/ Xxxx X. Xxxxx            

Print Name: Xxxx X. Xxxxx

Title: Secretary