EXHIBIT 12(a)(2)(ii)

I, Holly S. Baggot, certify that:

1.  I have reviewed this report on Form N-CSR of Ultra Series Fund;

2.  Based on my knowledge, this report does not contain any untrue statement of
    a material fact or omit to state a material fact necessary to make the
    statements made, in light of the circumstances under which such statements
    were made, not misleading with respect to the period covered by this report;

3.  Based on my knowledge, the financial statements, and other financial
    information included in this report, fairly present in all material respects
    the financial condition, results of operations, changes in net assets, and
    cash flows (if the financial statements are required to include a statement
    of cash flows) of the registrant as of, and for, the periods presented in
    this report;

4.  The registrant's other certifying officer and I are responsible for
    establishing and maintaining disclosure controls and procedures (as defined
    in Rule 30a-3(c) under the Investment Company Act of 1940) and internal
    control over financial reporting (as defined in Rule 30a-3(d) under the
    Investment Company Act of 1940 for the registrant and have:

    a) Designed such disclosure controls and procedures, or caused such
       disclosure controls and procedures to be designed under our supervision,
       to ensure that material information relating to the registrant, including
       its consolidated subsidiaries, is made known to us by others within those
       entities, particularly during the period in which this report is being
       prepared;

    b) Designed such internal control over financial reporting, or caused such
       internal control over financial reporting to be designed under our
       supervision, to provide reasonable assurance regarding the reliability of
       financial reporting and the preparation of financial statements for
       external purposes in accordance with generally accepted accounting
       principles;

    c) Evaluated the effectiveness of the registrant's disclosure controls and
       procedures and presented in this report our conclusions about the
       effectiveness of the disclosure controls and procedures, as of a date
       within 90 days prior to the filing date of this report based on such
       evaluation; and

    d) Disclosed in this report any change in the registrant's internal control
       over financial reporting that occurred during the second fiscal quarter
       of the period covered by this report that has materially affected, or is
       reasonably likely to materially affect, the registrant's internal control
       over financial reporting; and



5.  The registrant's other certifying officer and I have disclosed to the
    registrant's auditors and the audit committee of the registrant's board of
    directors (or persons performing the equivalent functions):

    a) All significant deficiencies and material weaknesses in the design or
       operation of internal control over financial reporting which are
       reasonably likely to adversely affect the registrant's ability to record,
       process, summarize, and report financial information; and

    b) Any fraud, whether or not material, that involves management or other
       employees who have a significant role in the registrant's internal
       control over financial reporting.

Date: 2/25/09                  /s/ Holly S. Baggot
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                               Holly S. Baggot
                               Treasurer, Ultra Series Fund