LMP Money Market Trust
00-Xxx-00
"Xxxxxx Financial Data Services, Inc."
0 Xxxxxxxx Xxxxx
"Xxxxx Xxxxxx, XX 00000"
Re: Transfer Agency and Services Agreement
Ladies and Gentlemen:
Reference is made to the Transfer Agency and
"Services Agreement (the Agreement), dated as of "
"January 1, 2006, by and among Boston Financial "
"Data Services, Inc., a Massachusetts corporation, "
and each management investment company identified
"as an Old Fund on Exhibit A hereto (each, a "
"Fund and, collectively, the Funds) on behalf "
of each of its series identified as Old
"Portfolios on Exhibit A hereto (each, a "
"Portfolio and, collectively, the Portfolios)."
In connection with a restructuring of the
complex of which the Funds and Portfolios are a
"part, as of the close of business on April 13, "
"2007 (the Closing Date), the Funds and "
Portfolios will be reorganized as set forth on
Exhibit A hereto.
" On the Closing Date, (i) each management "
investment company identified as a New Fund
shall become a Fund party to the Agreement on
behalf of each of its series identified on Exhibit
A as a New Portfolio and shall assume all of the
rights and obligations under the Agreement of the
corresponding Old Fund with respect to each
applicable Old Portfolio (ii) each Old Fund shall
cease to be a party to the Agreement and shall
"have no rights or obligations thereunder, "
(iii) each such New Portfolio shall be deemed a
"Portfolio within the meaning of the Agreement, "
and (iv) each Old Portfolio shall cease be deemed
to be a Portfolio under the Agreement.
Except to the extent expressly set forth
"herein, this letter shall not be deemed to "
otherwise amend or modify any term of the
Agreement.
[signature page to follow]
Please sign below to evidence your consent
and agreement to the above.
EACH MANAGEMENT
INVESTMENT COMPANY
IDENTIFIED ON
EXHIBIT A HERETO AS
AN OLD FUND
OR A NEW FUND
By:
Name:
Title:
Consented and Agreed to:
"BOSTON FINANCIAL DATA SERVICES, INC."
By:
Name:
Title:
Exhibit A
Old Fund
Old Portfolio
New Fund
New Portfolio
Xxxx Xxxxx
Partners
Investment Trust
(f/k/a Xxxxx
Xxxxxx Investment
Trust)
Xxxx Xxxxx
Partners S&P 500
Index Fund (f/k/a
Xxxxx Xxxxxx S&P
500 Index Fund)
Xxxx Xxxxx
Partners Equity
Trust
Xxxx Xxxxx
Partners S&P
500 Index Fund
CitiFunds Trust
III
Citi Cash
Reserves (Co-
Transfer Agent)
Xxxx Xxxxx
Partners Money
Market Trust
Citi Cash
Reserves (Co-
Transfer Agent)
Citi US Treasury
Reserves (Co-
Transfer Agent)
Xxxx Xxxxx
Partners Money
Market Trust
Citi U.S.
Treasury
Reserve (Co-
Transfer Agent)
Citi California
Tax Free Reserves
(Co-Transfer
Agent)
Xxxx Xxxxx
Partners Money
Market Trust
Citi California
Tax Free
Reserves (Co-
Transfer Agent)
Citi Connecticut
Tax Free Reserves
(Co-Transfer
Agent)
(includes Xxxxx
Xxxxxx
Connecticut Money
Market Portfolio
#NAME?
Class Y shares)
Xxxx Xxxxx
Partners Money
Market Trust
Citi
Connecticut Tax
Free Reserves
(Co-Transfer
Agent)
(includes
Western Asset
Connecticut
Money Market -
Class A and
Class I shares)
Citi New York Tax
Free Reserves
(Co-Transfer
Agent)
Xxxx Xxxxx
Partners Money
Market Trust
Citi New York
Tax Free
Reserves (Co-
Transfer Agent)
Citi Tax Free
Reserves (Co-
Transfer Agent)
Xxxx Xxxxx
Partners Money
Market Trust
Citi Tax Free
Reserves (Co-
Transfer Agent)
CitiFunds
Institutional
Trust
Citi
Institutional
Liquid Reserves
(Co-Transfer
Agent)
Xxxx Xxxxx
Partners
Institutional
Trust
Citi
Institutional
Liquid Reserves
(Co-Transfer
Agent)
Citi
Institutional
Cash Reserves
(Co-Transfer
Agent)
Xxxx Xxxxx
Partners
Institutional
Trust
Citi
Institutional
Cash Reserves
(Co-Transfer
Agent)
Citi
Institutional
U.S. Treasury
Reserves (Co-
Transfer Agent)
Xxxx Xxxxx
Partners
Institutional
Trust
Citi
Institutional
U.S. Treasury
Reserves (Co-
Transfer Agent)
Citi
Institutional Tax
Free Reserves
(Co-Transfer
Agent)
Xxxx Xxxxx
Partners
Institutional
Trust
Citi
Institutional
Tax Free
Reserves (Co-
Transfer Agent)
Citi
Institutional
Enhanced Income
Fund (Co-Transfer
Agent)
Xxxx Xxxxx
Partners
Institutional
Trust
Citi
Institutional
Enhanced Income
Fund (Co-
Transfer Agent)
CitiFunds Premium
Trust
Citi Premium
Liquid Reserves
Xxxx Xxxxx
Partners Premium
Money Market
Trust
Citi Premium
Liquid Reserves
Citi Premium U.S.
Treasury Reserves
Xxxx Xxxxx
Partners Premium
Money Market
Trust
Citi Premium
U.S. Treasury
Reserves
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BUSDOCS/1631962.3
BUSDOCS/1631962.3
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BUSDOCS/1631962.3
BUSDOCS/1631962.3