SecProbe.io

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<TYPE>CORRESP
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<FILENAME>c91933corresp.txt
<DESCRIPTION>CORRESPONDENCE
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Kevin S. Thompson
Vice President, Deputy General Counsel
Office of General Counsel
Phone:   608.231.8588
Fax:     608.238.2472
E-mail:  kevin.thompson@cunamutual.com

February 7, 2005

SENT VIA EDGAR

Mr. Jeff Long
U.S. Securities and Exchange Commission
Division of Investment Management
450 5th Street, N.W.
Washington, D.C.  20549-0901

Re:      MEMBERS Mutual Funds ("MMF") File No. 811-08261

Dear Mr. Long:

This is in response to our telephone conversation on Friday, January 7, 2005.

Set forth below are MEMBERS Mutual Fund's responses to each item mentioned
during our conversation. For your convenience and ease of review, we have
restated each comment, and provided our response immediately thereafter.

ITEM NO. 1:
In the schedule of investments, if a security has a right or warrant we must
disclose the strike price pursuant to Rule 408(i)(4) of regulation SX.

RESPONSE NO. 1:
We will make the appropriate disclosures pursuant to Rule 408(i)(4) in the next
applicable filing.

ITEM NO. 2:
In our financial statements any securities that are on loan as part of a
securities lending program need to be identified by a "tick mark" pursuant to
the SEC's Audit Guide.

RESPONSE NO. 2:
We will identify the securities in our securities lending program with a "tick
mark" in the next applicable filing.

ITEM NO. 3:
The adviser's contractual fee waiver is for a one year period. Accordingly, the
fee example in the prospectus should only reflect the subsidized fees for year
one and not for the later years.

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Mr. Jeff Long
February 4, 2005
Page 2

RESPONSE NO. 3:
We will reflect the contractual fee waiver in the fee example for only the first
year in our next post effective amendment filing that is expected to be made in
February 2005.

ITEM NO. 4:
In the notes to the financial statements, when there are reclassification
adjustments, we should consider including the amount of the adjustment in the
notes.

RESPONSE NO. 4:
We will consider this going forward. In the past, we took the "broad discussion"
approach because the number of journal entries could lead to shareholder
misunderstanding or confusion.

ITEM NO. 5:
On Form NCSR we need to include the Section 906 certifications.

RESPONSE NO. 5:
The omission of Section 906 certifications in our last filing was an oversight.
Attached is a copy of the certification. The certifications will be properly
included in the next filing.

In  making this response, the fund acknowledges:
     o   the fund is responsible for the adequacy and accuracy of the disclosure
         in filings;
     o   staff comments or changes to disclosure in response to staff comments
         in the filings reviewed by the staff do not foreclose the Commission
         from taking any action with respect to the filing; and
     o   the fund may not assert staff comments as a defense in any proceedings
         initiated by the Commission or any person under the federal securities
         laws of the United States.

Please give me a call if you have any questions.

Very truly yours,

/s/ Kevin S. Thompson

Kevin S. Thompson
Vice President, Deputy General Counsel

KST/cjl
Attachment

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                        FORM OF SECTION 906 CERTIFICATION

                                                              EX-99.906CERT MAIL

Lawrence R. Halverson, President, and Mary E. Hoffmann, Treasurer, of MEMBERS
Mutual Funds (the "Registrant"), to the best of their knowledge, each certify
that:

1.   The Registrant's periodic report on Form N-CSR for the period ended October
     31, 2004 (the "Form N-CSR") fully complies with the requirements of Section
     15(d) of the Securities Exchange Act of 1934, as amended; and

2.   The information contained in the Form N-CSR fairly presents, in all
     material respects, the financial condition and results of operations of the
     Registrant.

PRESIDENT                                                  TREASURER

/s/ Lawrence R. Halverson                                 /s/ Mary E. Hoffmann
-------------------------                                 ----------------------
Lawrence R. Halverson                                    Mary E. Hoffmann

Date: December 21, 2004                                  Date: December 21, 2004
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