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Exhibit 23(h)(2)
AMENDMENT TO TRANSFER AGENCY AND SERVICE AGREEMENT
THIS AMENDMENT to the Transfer Agency and Service Agreement by and
between Prudential High Yield Fund, Inc. (the "Fund") and Prudential
Mutual Fund Services LLC (successor to Prudential Mutual Fund Services,
Inc.)("PMFS") is entered into as of August 24, 1999.
WHEREAS, the Fund and PMFS have entered into a Transfer Agency
and Service Agreement (the "Agreement") pursuant to which PMFS serves
as transfer agent, dividend disbursing agent and shareholder servicing
agent for the Fund; and
WHEREAS, the Fund and PMFS desire to amend the Agreement to
confirm the Fund's agreement to pay transfer agency account fees and
expenses for beneficial owners holding shares through omnibus accounts
maintained by The Prudential Insurance Company of America, its
subsidiaries or affiliates.
NOW, THEREFORE, for and in consideration of the continuation
of the Agreement, and other good and valuable consideration, Article 8
of the Agreement is amended by adding the following section to the
Agreement:
8.04 PMFS may enter into agreements with Prudential
or any subsidiary or affiliate of Prudential whereby PMFS will
maintain an omnibus account and the Fund will reimburse PMFS
for amounts paid by PMFS to Prudential, or such subsidiary or
affiliate, in an amount not in excess of the annual
maintenance fee for each beneficial shareholder account and
transactional fees and expenses with respect to such
beneficial shareholder account as if each beneficial
shareholder account were maintained by PMFS on the Fund's
records, subject to the fee schedule attached hereto as
Schedule A. Prudential, its subsidiary or affiliate, as the
case may be, shall maintain records relating to each
beneficial shareholder account that underlies the omnibus
account maintained by PMFS.
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IN WITNESS WHEREOF, the parties hereto have caused this
Amendment to be executed in their names and on their behalf by and
through their duly authorized officers, as of the day and year first
above written.
PRUDENTIAL HIGH YIELD ATTEST:
FUND, INC.
By: /s/Xxxxxx X. Xxxxx By: /s/Xxxxxxx X. Docs
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Xxxxxx X. Xxxxx Xxxxxxx X. Docs
Vice President Secretary
PRUDENTIAL MUTUAL FUND SERVICES LLC
ATTEST:
By: ________________________ By: ___________________
Xxxxx X. Xxxxxxxxx Xxxxxxx X. Xxxxxx
President Secretary
