AMENDMENT TO "TRANSFER AGENCY AGREEMENT"
AND "FUND SUB-ADMINISTRATION AGREEMENT"
BETWEEN MAS FUNDS
AND UNITED STATES TRUST COMPANY OF NEW YORK
BOTH AGREEMENTS DATED NOVEMBER 18, 1993
This Amendment is between United States Trust Company of New York and
MAS Funds with respect to the Transfer Agency Agreement ("Transfer Agency
Agreement") and the Fund Sub-Administration Agreement ("Administration
Agreement"), which are hereby amended as follows:
Pursuant to Section 13 ("Amendments") of the Transfer Agency Agreement,
Schedule B is hereby amended by the addition of the following Portfolios:
SCHEDULE B
Listing of Portfolios Subject to this Agreement
24. Multi-Asset Class
25. Intermediate Duration Fixed Income
26. Advisory Foreign Fixed Income
27. Mid Cap Value
28. Emerging Markets
29. Advisory Mortgage
Pursuant to Section 14 ("Amendments") of the Administration Agreement,
Schedule A is hereby amended by the addition of the following Portfolios:
SCHEDULE A
Listing of Portfolios Subject to this Agreement
24. Multi-Asset Class
25. Intermediate Duration Fixed Income
26. Advisory Foreign Fixed Income
27. Mid Cap Value
28. Emerging Markets
29. Advisory Mortgage
In all other respects, the Transfer Agency Agreement and the Administration
Agreement are confirmed and shall continue to be effective.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to
be executed by their officer thereunto duly authorized as of this ___ day of
August, 1995. This Amendment will be effective as of _________, 1995.
UNITED STATES TRUST MAS FUNDS
COMPANY OF NEW YORK
By: /s/ Xxxxxx X. Xxxxx By: /s/ Xxxxx X. Xxxxxx
------------------------- ------------------------------
Title: Chairman Title: President