Exhibit 99.b8
DIMENSIONAL INVESTMENT GROUP INC.
CUSTODIAN AGREEMENT
ADDENDUM NUMBER ONE
THIS AGREEMENT is made as of the 8th day of December, 1998 by and between
DIMENSIONAL INVESTMENT GROUP INC., formerly known as the "DFA U.S. Large Cap
Portfolio, Inc.," a Maryland corporation (the "Fund"), and PNC BANK, N.A.,
formerly known as "Provident National Bank," a national banking association
("PNC").
W I T N E S S E T H:
WHEREAS, the Fund is registered as an open-end, management investment
company under the Investment Company Act of 1940, as amended, and its shares are
registered under the Securities Act of 1933, as amended; and
WHEREAS, the Fund has retained PNC to provide certain custodian services
pursuant to a Custodian Agreement dated July 12, 1991, as amended (the
"Agreement") which as of the date hereof, is in full force and effect; and
WHEREAS, PNC presently provides such services to the existing portfolios
of the Fund, including a new series of the Fund, designated as Tax-Managed U.S.
Marketwide Value Portfolio II, which are listed on Schedule A, attached hereto;
and
WHEREAS, Paragraph 1. of the Agreement provides that PNC shall provide
such services to any Portfolio organized by the Fund after the date of the
Agreement as agreed to in writing by PNC and the Fund;
NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained, and intending to be legally bound, the parties hereto agree as
follows:
1. The Agreement hereby is amended effective December 8, 1998 by:
(a) replacing all references to the "DFA U.S. Large Cap
Portfolio, Inc." with "Dimensional Investment Group Inc."
(b) replacing all references to "Provident National Bank" with
"PNC Bank, N.A.";
(c) replacing all references to "Provident" with "PNC";
(d) re-stating Paragraph 1 of the Agreement, to read as
follows:
"1. APPOINTMENT.
The Fund hereby appoints PNC to act as custodian of
the securities of the portfolio securities, cash and
other property belonging to each of the series of
the Fund, as listed on Schedule A, attached hereto,
(the "Portfolios") on the terms set forth in this
Agreement. PNC accepts such appointment and agrees
to furnish the services herein set forth in return
for the compensation as provided in Paragraph 21 of
this Agreement.
(e) re-stating Paragraph 2. of the Agreement to read as
follows:
"2. DELIVERY OF DOCUMENTS.
The Fund has furnished PNC with copies of properly
certified or authenticated copies of each of the
following:
(a) Current resolutions of the Fund's
Board of Directors authorizing the
appointment of PNC as custodian of the
portfolio securities, cash and other
property belonging to each Portfolio
of the Fund as provided herein and
approving this Agreement;
(b) Appendix A identifying and containing
the signatures of the Fund's officers
authorized to issue Oral Instructions
and to sign Written Instructions, as
hereinafter defined, on behalf of the
Fund;
(c) The Fund's Articles of Incorporation,
as amended;
(d) The Fund's current By-Laws, as
amended;
(e) The current forms of specimen stock
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certificates issued on behalf of the
applicable portfolios;
(f) The current Investment Advisory
Agreements between Dimensional Fund
Advisors Inc. ("DFA") and the various
series of the Fund);
(g) The current Sub-Advisory Agreement;
(h) The current Facility Agreement between
DFA and the Fund (the "Facility
Agreement");
(i) The current Distribution Agreement
between the Fund and DFA Securities
Inc. (the "Distribution Agreement");
(j) The current Transfer Agency Agreement
between PFPC Inc. (formerly,
"Provident Financial Processing
Corporation") (the "Transfer Agent")
and the Fund dated as of July 12,
1991, as amended (the "Transfer
Agency Agreement");
(k) The current Administration and
Accounting Services Agreement between
the Transfer Agent and the Fund dated
as of July 12, 1991, as amended (the
"Accounting Services Agreement"); and
(l) The Fund's current Prospectuses and
Statements of Additional Information
relating to each of its Portfolios.
The Prospectuses and Statements of
Additional Information, and all
amendments and supplements thereto
are hereinafter described as the
"Prospectuses."
The Fund agrees to furnish to PNC from time to
time properly certified or authenticated copies
of all amendments or supplements to the
foregoing, as applicable."
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(f) re-stating Paragraph 5. (a)(v), to read as follows:
"(v) for the redemption of the Fund's Shares pursuant to
the procedures set forth in the Fund's current
Prospectuses or Written Instructions amending such
procedures."
2. The fee schedules of PNC applicable to the Portfolios shall be as
agreed in writing from time to time.
3. This Addendum supercedes all prior Amendments to the Agreement.
4. In all other respects, the Agreement shall remain unchanged and in
full force and effect.
5. This Addendum may be executed in two or more counterparts, each of
which shall be deemed an original, but all of which together shall constitute
one and the same instrument.
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IN WITNESS WHEREOF, the parties hereto have caused this Addendum to the
Agreement to be executed by their duly authorized officers designated below on
the day and year first above written.
DIMENSIONAL INVESTMENT GROUP INC.
By: /S/ XXXXX X. XXXXXXX
--------------------
Xxxxx X. Xxxxxxx
Vice President
PNC BANK, N.A.
By: /S/ XXXXXX XXXXXXXX
-------------------
Xxxxxx Xxxxxxxx
Senior Vice President
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AMENDED AND
RESTATED DECEMBER 8, 1998
APPENDIX A
DIMENSIONAL INVESTMENT GROUP INC.
Name Signature
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AMENDED AND
RESTATED DECEMBER 8, 1998
SCHEDULE A
SERIES OF
DIMENSIONAL INVESTMENT GROUP INC.
DFA 6-10 INSTITUTIONAL PORTFOLIO (4/93)
U.S. LARGE CAP VALUE PORTFOLIO II (7/94)
U.S. 6-10 VALUE PORTFOLIO II (7/94)
THE DFA INTERNATIONAL VALUE PORTFOLIO (12/93)
DFA INTERNATIONAL VALUE PORTFOLIO II (7/94)
DFA INTERNATIONAL VALUE PORTFOLIO III (12/94)
DFA ONE-YEAR FIXED INCOME PORTFOLIO II (10/94)
U.S. LARGE CAP VALUE PORTFOLIO III (12/94)
RWB/DFA U.S. HIGH BOOK TO MARKET PORTFOLIO (3/96)
RWB/DFA TWO-YEAR CORPORATE FIXED INCOME PORTFOLIO (3/96)
RWB/DFA TWO-YEAR GOVERNMENT PORTFOLIO (3/96)
EMERGING MARKETS PORTFOLIO II (8/97)
DFA INTERNATIONAL VALUE PORTFOLIO IV (8/97)
TAX-MANAGED U.S. MARKETWIDE VALUE PORTFOLIO II (12/98)
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