AMENDMENT TO CUSTODIAN CONTRACT
This Amendment to the Custodian Contract is made as of
June 1, 1999, by and between Alliance Institutional Funds, Inc.
(the "Fund") and State Street Bank and Trust Company (the
"Custodian"). Capitalized terms used in this Amendment without
definition shall the respective meanings given to such terms in
the Custodian Contract referred to below.
WHEREAS, the Fund and the Custodian entered into a
Custodian Contract dated as of December 10, 1997 (as amended and
in effect from time to time, the "Contract"); and
WHEREAS, the Fund is authorized to issue shares in
separate series, with each such series representing interests in
a separate portfolio of securities and other assets, and the Fund
has made subject to the Contract initially three series, the
Alliance Premier Growth Institutional Fund, Alliance Quasar
Institutional Fund, Alliance Real Estate Institutional Fund; and
WHEREAS, the Fund and the Custodian desire to amend
certain provisions of the Contract to accommodate the Custodian's
delegation of sub-custody responsibilities to its affiliate,
State Street Trust Company Canada;
NOW THEREFORE, in consideration of the foregoing and the
mutual covenants and agreements hereinafter contained, the
parties hereby agree to amend the Contract, pursuant to the terms
thereof, as follows:
I. Paragraph 3.10 is hereby amended to read as follows:
3.10 Liability of Custodian. The Custodian shall be liable
for the acts or omissions of a foreign banking
institution to the same extent as set forth with respect
to sub-custodians generally in this Contract and,
regardless of whether assets are maintained in the
custody of a foreign banking institution, a foreign
securities depository, or a branch of a U.S. bank as
contemplated by paragraph 3.13 hereof, the Custodian
shall not be liable for any loss, damage, cost, expense,
liability or claim resulting from nationalization,
expropriation, currency restrictions, or acts or war or
terrorism or any loss where the sub-custodian has
otherwise exercised reasonable care. Notwithstanding
the foregoing provisions of this paragraph 3.10, (i) in
delegating custody duties to State Street London Ltd.,
the Custodian shall not be relieved of any
responsibility to the Fund for any loss due to such
delegation, except such loss as may result from (a)
political risk (including, but not limited to, exchange
control restrictions, confiscation, expropriation,
nationalization, insurrection, civil strife or armed
hostilities) or (b) other losses (excluding a bankruptcy
or insolvency of State Street London Ltd. not caused by
political risk) due to Acts of God, nuclear incident or
other losses under circumstances where the Custodian and
State Street London Ltd. have exercised reasonable car;
and (ii) the delegation by State Street Bank and Trust
Company to its affiliate, State Street Trust Company
Canada, of sub-custody duties in Canada shall not
relieve State Street Bank and Trust Company of any
responsibility for any loss due to the delegation to
State Street Trust Company Canada, except (a) such loss
as may result from political risk (e.g., exchange
control restrictions, confiscation, expropriation,
nationalization, insurrection, civil strife or armed
hostilities) and (b) other losses (excluding losses
resulting from a bankruptcy or insolvency of State
Street Trust Company Canada not caused by political
risk) under circumstances where State Street Bank and
Trust Company and State Street Trust Company Canada have
exercised reasonable care (including, without
limitation, Acts of God, nuclear incident and the like).
II. In all respects not inconsistent herewith, the Contract is
hereby ratified and affirmed.
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IN WITNESS WHEREOF, each of the parties has caused this
Amendment to be executed in its name and behalf by its duly
authorized representative as of the date first written above.
WITNESSED BY: STATE STREET BANK AND
TRUST COMPANY
/s/ Xxxx X. Xxxx /s/ Xxxxxx X. Xxxxx
__________________________ By:______________________
Name: Xxxx X. Xxxx Name: Xxxxxx X. Xxxxx
Title: Associate Counsel Title: Vice Chairman
WITNESSED BY: ALLIANCE INSTITUTIONAL
FUNDS, INC.
/s/ Xxxx Xxx Xxxxxx /s/ Xxxxxx X. Xxxxxx, Xx.
_________________________ By:_________________________
Name: Xxxx Xxx Xxxxxx Name: Xxxxxx X. Xxxxxx, Xx.
Title: Legal Administrative Title: Secretary
Officer
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00250237.AN2
