AMENDMENT NO. 2 TO THE MUTUAL FUND CUSTODY AGREEMENT This Amendment is made as of this 16th day of December, 1996 to the Mutual Fund Custody Agreement between SBSF Funds, Inc. (d/b/a Key Mutual Funds) (the "Company"), on behalf of the various...

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                                                                     EX-99.B8(c)

                                 AMENDMENT NO. 2
                      TO THE MUTUAL FUND CUSTODY AGREEMENT


   
     This Amendment is made as of this 16th day of December, 1996 to the Mutual
Fund Custody Agreement between SBSF Funds, Inc. (d/b/a Key Mutual Funds) (the
"Company"), on behalf of the various investment portfolios of the Company (each
a "Fund" and, collectively, the "Funds"), and Key Trust Company of Ohio, N.A.
(the "Custodian") dated as of November 3, 1995, (the "Agreement").
    

     WHEREAS, the Agreement provides for the Custodian to act as custodian for
four funds of the Company; and

     WHEREAS, Paragraph 37 of the Agreement provides that the Agreement may be
amended only by an instrument in writing;

     WHEREAS, the Company desires that the Custodian serve in such capacities
with respect to three additional funds of the Company and the Custodian is
willing to furnish such services;

     NOW, THEREFORE, the parties agree as follows:

     1.   The Company hereby appoints and constitutes the Custodian as custodian
          for the additional funds referred to below, and the Custodian accepts
          such appointments and agrees to perform the duties set forth in the
          Agreement with respect to the additional portfolios which are as
          follows: KeyChoice Growth Fund, KeyChoice Moderate Growth Fund and
          KeyChoice Income and Growth Fund.

     2.   Attachment A to the Agreement is hereby amended and restated to
          include KeyChoice Growth Fund, KeyChoice Moderate Growth Fund and
          KeyChoice Income and Growth Fund.

     3.   In all other respects the Agreement is confirmed.

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         IN WITNESS WHEREOF, the parties hereto have caused this Amendment to
the Agreement to be executed by their duly authorized Officers as of the day and
year first above written.

                                        SBSF Funds, Inc.
                                        d/b/a Key Mutual Funds


                                        By:  /s/ Xxxxx X. Xxxxxxxxx
                                        Name:  Xxxxx X. Xxxxxxxxx
                                        Title:  Vice President and Assistant
                                                       Secretary


Key Trust Company of Ohio, N.A.


By:    /s/ Xxxxxxx Xxxxxx Xxxxxxxx
Name:  Xxxxxxx Xxxxxx Xxxxxxxx
Title:  Vice President


By:    /s/ Xxxxxx Xxxxx
Name: Xxxxxx Xxxxx
Title:   Vice President




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