Xxxx Xxxxx Partners Adjustable Rate Income Fund
Item 77Q1
April 9, 2007
State Street Bank and Trust Company
Xxx Xxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Re: Custodian Services Agreement
Ladies and Gentlemen:
Reference is made to the Custodian Services Agreement,
dated as of January 1, 2007 (as amended to date, the
"Agreement"), by and among State Street Bank and Trust
Company, a Massachusetts trust company, and each management
investment company identified as an "Existing Fund" on
Schedule I hereto (each, a "Fund" and, collectively, the
"Funds") on behalf of each of its series, if any,
identified as "Existing Portfolio" on Schedule I hereto
(each, a "Portfolio" and, collectively, the "Portfolios")
and certain other affiliated management investment
companies.
In connection with a restructuring of the complex of
which the Funds are a part, as of the close of business on
April 13, 2007 or April 27, 2007, as indicated on Schedule
I hereto (each, a "Closing Date"), many of the Funds and
Portfolios will be reorganized as set forth on Schedule I
hereto. Additionally, as indicated on Schedule I, several
Funds and Portfolios have recently ceased or shall cease
operations following fund combinations (or otherwise) on
the date indicated on Schedule I hereto (each, a
"Termination Date").
On each applicable Closing Date, (i) each management
company identified as a "Successor Fund" shall become a
"Fund" party to the Agreement on behalf of each of its
series identified on Schedule I as a "Successor Portfolio"
and shall assume all of the rights and obligations under
the Agreement of the corresponding Existing Fund with
respect to each applicable Existing Portfolio (or, if such
Existing Fund has no Existing Portfolios, with respect to
the Existing Fund itself), (ii) each such Successor
Portfolio shall be deemed a "Portfolio" within the meaning
of the Agreement, and (iii) the corresponding Existing
Portfolio shall cease be deemed to be a "Portfolio" under
the Agreement. As of each applicable Termination Date,
each Existing Portfolio indicated on Schedule I hereto as
terminating operations shall cease to be deemed a
"Portfolio" under the Agreement.
As of the date on which an Existing Fund has no
further rights or obligations under the Agreement, by
virtue of (i) all of the rights and obligations of its
Existing Portfolios (or, if such Existing Fund has no
Existing Portfolios, the Existing Fund itself) having been
assumed by one or more Successor Funds and/or (ii) its
Existing Portfolios (or, if such Existing Fund has no
Existing Portfolios, the Existing Fund itself) having
ceased operations in connection with a fund combination,
such Existing Fund shall cease to be a party to the
Agreement and shall have no rights or obligations
thereunder.
Additionally, attached as Exhibit A hereto is a
replacement of "Exhibit A" to the Agreement, effective as
of the close of business on April 27, 2007.
Except to the extent expressly set forth herein, this
letter shall not be deemed to otherwise amend or modify any
term of the Agreement.
Please sign below to evidence your consent and
agreement to the above.
EACH MANAGEMENT INVESTMENT COMPANY
IDENTIFIED ON SCHEDULE I HERETO AS
A "EXISTING FUND"
OR A "SUCCESSOR FUND"
By:
Name:
Title:
Consented and Agreed to:
STATE STREET BANK AND TRUST COMPANY
By:
Name: Xxxxxx X. Xxxxxx
Title: Executive Vice President
Schedule I
Old Fund: Xxxx Xxxxx Partners Adjustable Rate Income Fund
(f/k/a SB Adjustable Rate Income Fund)
Old Portfolio: n/a
Restructuring, Fund Combination or Other Cessation of Operations: Restructuring
New Fund: Xxxx Xxxxx Partners Income Trust
New Portfolio: Xxxx Xxxxx Partners Adjustable Rate Income Fund
Closing Date or Termination Date (as applicable): 4/13/07
Exhibit A
Xxxx Xxxxx Partners Equity Trust
Xxxx Xxxxx Partners Aggressive Growth Fund
Xxxx Xxxxx Partners All Cap Fund
Xxxx Xxxxx Partners Appreciation Fund
Xxxx Xxxxx Partners Capital and Income Fund
Xxxx Xxxxx Partners Capital Fund
Xxxx Xxxxx Partners Classic Values Fund
Xxxx Xxxxx Partners Convertible Fund
Xxxx Xxxxx Partners Diversified Large Cap Growth Fund
Xxxx Xxxxx Partners Dividend Strategy Fund
Xxxx Xxxxx Partners Emerging Markets Equity Fund
Xxxx Xxxxx Partners Equity Fund
Xxxx Xxxxx Partners Financial Services Fund
Xxxx Xxxxx Partners Fundamental Value Fund
Xxxx Xxxxx Partners Global Equity Fund
Xxxx Xxxxx Partners International All Cap Opportunity
Fund
Xxxx Xxxxx Partners Investors Value Fund
Xxxx Xxxxx Partners Large Cap Growth Fund
Xxxx Xxxxx Partners Lifestyle Allocation 100%
Xxxx Xxxxx Partners Lifestyle Allocation 85%
Xxxx Xxxxx Partners Lifestyle Allocation 70%
Xxxx Xxxxx Partners Lifestyle Allocation 50%
Xxxx Xxxxx Partners Lifestyle Allocation 30%
Xxxx Xxxxx Partners Lifestyle Income Fund
Xxxx Xxxxx Partners Mid Cap Core Fund
Xxxx Xxxxx Partners S&P 500 Index Fund
Xxxx Xxxxx Partners Small Cap Core Fund
Xxxx Xxxxx Partners Small Cap Growth Fund
Xxxx Xxxxx Partners Small Cap Value Fund
Xxxx Xxxxx Partners Social Awareness Fund
Xxxx Xxxxx Partners Income Trust
Xxxx Xxxxx Partners Adjustable Rate Income Fund
Xxxx Xxxxx Partners California Municipals Fund
Xxxx Xxxxx Partners Core Bond Fund
Xxxx Xxxxx Partners Core Plus Bond Fund
Xxxx Xxxxx Partners Diversified Strategic Income Fund
Xxxx Xxxxx Partners Global High Yield Bond Fund
Xxxx Xxxxx Partners Government Securities Fund
Xxxx Xxxxx Partners High Income Fund
Xxxx Xxxxx Partners Inflation Management Fund
Xxxx Xxxxx Partners Intermediate Maturity California
Municipals Fund
Xxxx Xxxxx Partners Intermediate Maturity New York
Municipals Fund
Xxxx Xxxxx Partners Intermediate-Term Municipals Fund
Xxxx Xxxxx Partners Investment Grade Bond Fund
Xxxx Xxxxx Partners Managed Municipals Fund
Xxxx Xxxxx Partners Massachusetts Municipals Fund
Xxxx Xxxxx Partners Municipal High Income Fund
Xxxx Xxxxx Partners New Jersey Municipals Fund
Xxxx Xxxxx Partners New York Municipals Fund
Xxxx Xxxxx Partners Oregon Municipals Fund
Xxxx Xxxxx Partners Pennsylvania Municipals Fund
Xxxx Xxxxx Partners Short Duration Municipal Income
Fund
Xxxx Xxxxx Partners Short/Intermediate U.S. Government
Fund
Xxxx Xxxxx Partners Short-Term Investment Grade Bond
Fund
Western Asset Emerging Markets Debt Portfolio
Western Asset Global High Yield Bond Portfolio
Xxxx Xxxxx Partners Variable Equity Trust
Xxxx Xxxxx Partners Variable Aggressive Growth
Portfolio
Xxxx Xxxxx Partners Variable Appreciation Portfolio
Xxxx Xxxxx Partners Variable Capital and Income
Portfolio
Xxxx Xxxxx Partners Variable Dividend Strategy
Portfolio
Xxxx Xxxxx Partners Variable Equity Index Portfolio
Xxxx Xxxxx Partners Variable Fundamental Value
Portfolio
Xxxx Xxxxx Partners Variable International All Cap
Opportunity Portfolio
Xxxx Xxxxx Partners Variable Investors Portfolio
Xxxx Xxxxx Partners Variable Large Cap Growth
Portfolio
Xxxx Xxxxx Partners Variable Lifestyle Allocation 50%
Xxxx Xxxxx Partners Variable Lifestyle Allocation 70%
Xxxx Xxxxx Partners Variable Lifestyle Allocation 85%
Xxxx Xxxxx Partners Variable Mid Cap Core Portfolio
Xxxx Xxxxx Partners Variable Multiple Discipline
Portfolio-All Cap Growth and Value
Xxxx Xxxxx Partners Variable Multiple Discipline
Portfolio-Global All Cap Growth and Value
Xxxx Xxxxx Partners Variable Multiple Discipline
Portfolio-Large Cap Growth and Value
Xxxx Xxxxx Partners Variable Small Cap Growth
Portfolio
Xxxx Xxxxx Partners Variable Social Awareness
Portfolio
Xxxx Xxxxx Partners Variable Income Trust
Xxxx Xxxxx Partners Variable Adjustable Rate Income
Portfolio
Xxxx Xxxxx Partners Variable Diversified Strategic
Income Portfolio
Xxxx Xxxxx Partners Variable Global High Yield Bond
Portfolio
Xxxx Xxxxx Partners Variable Government Portfolio
Xxxx Xxxxx Partners Variable High Income Portfolio
Xxxx Xxxxx Partners Variable Money Market Portfolio
Xxxx Xxxxx Partners Variable Strategic Bond Portfolio
Xxxx Xxxxx Partners Money Market Trust
Citi California Tax Free Reserves
Citi Cash Reserves
Citi Connecticut Tax Free Reserves
Citi New York Tax Free Reserves
Citi Tax Free Reserves
Citi U.S. Treasury Reserves
Western Asset California Municipal Money Market Fund
Western Asset Government Money Market Fund
Western Asset Massachusetts Municipal Money Market
Fund
Western Asset Money Market Fund
Western Asset Municipal Money Market Fund
Western Asset New York Municipal Money Market Fund
Xxxx Xxxxx Partners Institutional Trust
Citi Institutional Cash Reserves
Citi Institutional Enhanced Income Fund
Citi Institutional Liquid Reserves
Citi Institutional Tax Free Reserves
Citi Institutional U.S. Treasury Reserves
SMASh Series C Fund
SMASh Series EC Fund
SMASh Series M Fund
Western Asset Institutional Government Money Market
Fund
Western Asset Institutional Money Market Fund
Western Asset Institutional Municipal Money Market
Fund
Xxxx Xxxxx Partners Premium Money Market Trust
Citi Premium Liquid Reserves
Citi Premium U.S. Treasury Reserves
Master Portfolio Trust
Liquid Reserves Portfolio
U.S. Treasury Reserves Portfolio
Tax Free Reserves Portfolio
Prime Cash Reserves Portfolio
Institutional Enhanced Portfolio
SMASh Series M Portfolio
SMASh Series C Portfolio
SMASh Series EC Portfolio
Xxxx Xxxxx Partners Trust II
Xxxx Xxxxx Partners Capital Preservation Fund
Xxxx Xxxxx Partners Capital Preservation Fund II
Western Asset Intermediate Muni Fund Inc.
Western Asset High Income Opportunity Fund Inc.
Western Asset Managed High Income Fund Inc.
Western Asset Managed Municipals Portfolio Inc.
Western Asset Municipal High Income Fund Inc.
LMP Real Estate Income Fund Inc.
LMP Corporate Loan Fund Inc.
Western Asset Zenix Income Fund Inc.
Xxxxxxx Opportunity Fund, Inc.
Western Asset Emerging Markets Debt Fund Inc.
Western Asset Emerging Markets Income Fund Inc.
Western Asset Emerging Markets Income Fund II Inc.
Western Asset Emerging Markets Floating Rate Fund Inc.
LMP Capital & Income Fund Inc.
Western Asset Global Partners Income Fund Inc.
Western Asset Global High Income Fund Inc.
Western Asset High Income Fund Inc.
Western Asset High Income Fund II Inc.
Western Asset Inflation Management Fund Inc.
Western Asset Worldwide Income Fund Inc.
Western Asset 2008 Worldwide Dollar Government Term Trust
Inc.
Western Asset Municipal Partners Fund Inc.
Western Asset Municipal Partners Fund II Inc.
Western Asset Variable Rate Strategic Fund Inc.
