CONSENT TO ASSIGNMENT
This Consent to Assignment (this "Consent") is dated and made effective
as of December 26, 2005 by each Delaware statutory trust listed on Attachment A
hereto (each, a "Trust" and collectively, the "Trusts"), severally and for and
on behalf of certain of their respective portfolios listed on Attachment A
hereto (each, a "Fund" and collectively, the "Funds") for the benefit of
Wachovia Bank, National Association, a national bank ("Wachovia"), and U.S.
Bank, National Association, a national bank and the lead bank of U.S. Bancorp.
("U.S. Bank").
Reference is hereby made to that certain Mutual Fund Custody Agreement
dated as of March 6, 2003, as amended on May 14, 2004 (the "Custody Agreement")
between the Trusts and Wachovia pursuant to which Wachovia provides certain
custodial services to the Trusts and the Funds on the terms and subject to the
conditions set forth in the Custody Agreement. Effective on or about December
31, 2005, Wachovia intends to assign all of its right, title and interest in and
to the Custody Agreement to U.S. Bank. Pursuant to Section 33 of the Custody
Agreement, the Trusts hereby consent to the assignment of the Custody Agreement
from Wachovia to U.S. Bank.
Except as provided herein, all of the terms and conditions of the
Custody Agreement shall remain in full force and effect.
Each of the open-end investment
companies listed on Attachment A
By: _/s Xxxxxx X. Xxxxxxx
Name: ___Thomas X. Xxxxxxx
Title: ___Treasurer
ACCEPTED AND AGREED TO BY:
Wachovia Bank, National Association
By: __/s Xxxx X. Xxxxxx
Name: __Paul X. Xxxxxx
Title: __Vice President
U.S. Bank, National Association
By: __/s Xxx X. Xxxxxxx
Name: __Joe X. Xxxxxxx
Title: __Senior Vice President
ATTACHMENT A
Trusts and Funds
Vanguard Balanced Index Fund
Vanguard California Tax-Free Funds
Vanguard California Intermediate-Term Tax-Exempt Fund
Vanguard California Long-Term Tax-Exempt Fund
Vanguard California Tax-Exempt Money Market Fund
Vanguard CMT Funds
Vanguard Municipal Cash Management Fund
Vanguard Convertible Securities Fund
Vanguard Fenway Funds
Vanguard Growth Equity Fund
Vanguard Florida Tax-Free Funds
Vanguard Florida Long-Term Tax-Exempt Fund
Vanguard Institutional Index Fund
Vanguard Massachusetts Tax-Exempt Funds
Vanguard Massachusetts Tax-Exempt Fund
Vanguard Municipal Bond Funds Vanguard High-Yield Tax-Exempt Fund Vanguard
Insured Long-Term Tax-Exempt Fund Vanguard Intermediate-Term Tax-Exempt
Fund Vanguard Limited-Term Tax-Exempt Fund Vanguard Long-Term
Tax-Exempt Fund Vanguard Short-Term Tax-Exempt Fund Vanguard Tax-Exempt
Money Market Fund
Vanguard New Jersey Tax-Free Funds
Vanguard New Jersey Long-Term Tax-Exempt Fund
Vanguard New Jersey Tax-Exempt Money Market Fund
Vanguard New York Tax-Free Funds
Vanguard New York Long-Term Tax-Exempt Fund
Vanguard New York Tax-Exempt Money Market Fund
Vanguard Ohio Tax-Free Funds
Vanguard Ohio Long-Term Tax-Exempt Fund
Vanguard Ohio Tax-Exempt Money Market Fund
Vanguard Pennsylvania Tax-Free Funds
Vanguard Pennsylvania Long-Term Tax-Exempt Fund
Vanguard Pennsylvania Tax-Exempt Money Market Fund
Vanguard Quantitative Funds
Vanguard Growth and Income Fund
Vanguard STAR Funds
Vanguard STAR Fund
Vanguard Total International Stock Index Fund
Vanguard Variable Annuity Funds
Balanced Portfolio
Diversified Value Portfolio
Equity Index Portfolio
High-Yield Bond Portfolio
Mid-Cap Index Portfolio
REIT Index Portfolio
Small Company Growth Portfolio
Total Bond Market Index Portfolio
Vanguard World Fund
FTSE Social Index Fund (fka Vanguard Xxxxxxx Social Index Fund)