EXHIBIT 8(D)
ADDENDUM TO CUSTODIAN AGREEMENT
[Fidelity Funds Letterhead]
The Bank of New York
00 Xxxxxxxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attn: Xxxxxxx X. Grunston
Re: Addendum to Custodian Agreement, effective August 31, 1996, between
Fidelity Aberdeen Street Trust, on behalf of each of its series portfolios
known as the Fidelity Freedom Funds, and The Bank of New York
Dear Sirs and Mesdames:
This letter agreement shall serve as an addendum to the Custodian
Agreement (the "Custodian Agreement"), effective August 31, 1996, between
Fidelity Aberdeen Street Trust (the "Fund"), on behalf of each of its
series portfolios, Fidelity Freedom Income Fund, Fidelity Freedom 2000
Fund, Fidelity Freedom 2010 Fund, Fidelity Freedom 2020 Fund and Fidelity
Freedom 2030 Fund (each a "Freedom Portfolio" and collectively the "Freedom
Portfolios"), and The Bank of New York (the "Custodian"). This Addendum
shall also apply to any future Freedom portfolio of the Fund added to
Appendix A in accordance with the terms of the Custodian Agreement.
Capitalized terms not otherwise defined herein shall have the meanings
specified in the Custodian Agreement.
Each Freedom Portfolio seeks to meet its investment objective by investing
primarily in shares of other open-end mutual funds (the "Underlying Funds")
managed by Fidelity Management & Research Company ("FMR") or its affiliates
or successors. The Fund, on behalf of each of the Freedom Portfolios, and
the Custodian hereby agree that the Bank shall maintain custody of the
Freedom Portfolios' investments in Underlying Fund shares in accordance
with the following provisions:
1. Manner of Holding Underlying Fund Shares. Notwithstanding the
provisions of Section 2.02 of the Custodian Agreement, the Custodian is
hereby authorized to maintain the shares of the Underlying Funds owned by
the Freedom Portfolios in book entry form directly with the transfer agent
or a designated sub-transfer agent of each such Underlying Fund (an
"Underlying Fund Transfer Agent"), subject to and in accordance with the
following provisions:
a. Such Underlying Fund shares shall be maintained in separate custodian
accounts for each such Freedom Portfolio in the Custodian's name or
nominee, as custodian for such Freedom Portfolio.
b. The Custodian will implement appropriate control procedures (the
"Control Procedures") to ensure that (i) only authorized personnel of the
Custodian will be authorized to give instructions to an Underlying Fund
Transfer Agent in connection with a Freedom Portfolio's purchase or sale of
Underlying Fund shares, and (ii) that confirmations received from the
Underlying Fund Transfer Agents are properly affirmed through the
Custodian's standard affirmation matching procedure.
2. Purchases of Underlying Fund Shares. Notwithstanding the provisions
of Section 2.03 of the Custodian Agreement, upon receipt of Proper
Instructions, the Custodian shall pay for and receive Underlying Fund
shares purchased for the account of a Freedom Portfolio, provided that (i)
the Custodian shall only send instructions to purchase such shares to an
Underlying Fund Transfer Agent in accordance with the Control Procedures
("Purchase Instructions") upon receipt of matching instructions from FMR's
custody operations, on the one hand, and FMR's trading operations, on the
other, and (ii) the Custodian shall release funds to an Underlying Fund
Transfer Agent only after receiving confirmation from such Underlying Fund
Transfer Agent that it has received the Purchase Instructions.
3. Sales of Underlying Fund Shares. Notwithstanding the provisions of
Section 2.05 of the Custodian Agreement, upon receipt of Proper
Instructions, the Custodian shall release Underlying Fund shares sold for
the account of a Freedom Portfolio, provided that the Custodian shall only
send instructions to sell such shares to an Underlying Fund Transfer Agent
in accordance with the Control Procedures upon receipt of matching
instructions from FMR's custody operations, on the one hand, and FMR's
trading operations, on the other.
4. Fee Schedule. Notwithstanding the provisions of the fee schedule
currently in effect pursuant to Article VI of the Custodian Agreement, the
Custodian will charge each Freedom Portfolio $10.00 for each transaction in
Underlying Fund shares by such Freedom Portfolio. Such $10.00 transaction
fee will cover all services (other than corresponding wire transfers) to be
performed by the Custodian in connection with transactions in Underlying
Fund shares by the Freedom Portfolios. All other account activity by the
Freedom Portfolios will be charged in accordance with the fee schedule in
effect from time to time in accordance with the terms of Article VI of the
Custodian Agreement, provided that, notwithstanding anything herein to the
contrary, the Custodian will not charge any Asset Fee on the Freedom
Portfolio accounts.
5. Other Provisions of the Custodian Agreement Remain in Effect. The
terms of this Addendum apply solely to shares of the Underlying Funds held
in custody by the Custodian on behalf of the Freedom Portfolios.
Notwithstanding anything herein to the contrary, this Addendum shall not
apply to any investment company listed on Appendix "A" attached to the
Custodian Agreement, other than the Fund on behalf of the Freedom
Portfolios, and this Addendum shall have no force or effect upon the terms
and conditions of the Custodian Agreement, except to the extent such terms
and conditions are expressly modified or supplemented by the provisions of
this Addendum in respect of shares of the Underlying Funds held by the
Freedom Portfolios.
If you are in agreement with the foregoing, please execute the enclosed
counterpart to this letter and return it to the undersigned, whereupon this
letter shall become an binding Addendum to the Custodian Agreement,
enforceable by the Custodian and the Fund in accordance with its terms.
FIDELITY ABERDEEN STREET TRUST, on behalf of Fidelity Freedom Income Fund,
Fidelity Freedom 2000 Fund, Fidelity Freedom 2010 Fund, Fidelity Freedom
2020 Fund and Fidelity Freedom 2030 Fund
By /s/Xxxx Xxxxxxxx
Name: Xxxx Xxxxxxxx
Title: Assistant Treasurer
Agreed and Accepted as of the Date Hereof:
THE BANK OF NEW YORK
By Xxxxxxx X. Grunston
Name: Xxxxxxx X. Grunston
Title: Vice President
