CUSTODIAN AGREEMENT
AMENDMENT NUMBER ONE
THIS AGREEMENT is made as of the 26th day of February, 1990 by and between
DFA INVESTMENT DIMENSIONS GROUP INC., a Maryland corporation (the "Fund"), and
PROVIDENT NATIONAL BANK, a national banking association ("Provident").
W I T N E S S E T H :
WHEREAS, the Fund is registered as an open-end, diversified management
investment company under the Investment Company Act of 1940, as amended (the
"1940 Act"); and
WHEREAS, the Fund has retained Provident to provide custodian services
pursuant to a Custodian Agreement dated as of June 19, 1989 (the "Agreement")
which, as of the date hereof, is in full force and effect; and
WHEREAS, Provident presently provides such services to the four Portfolios
of the Fund that were in existence on June 19, 1989 which are defined in section
1. of the Agreement as the "Covered Portfolios"; and
WHEREAS, the Fund has since organized a new Portfolio, designated "The
U.S. Large Company Portfolio", and the parties hereto desire that Provident
shall provide such Portfolio with the same services that Provident provides
to the Covered Portfolios of the Fund pursuant to the Agreement; and
WHEREAS, Section I of the Agreement provides that Provident shall provide
such services to any Portfolio organized by the Fund after the date of the
Agreement as may be mutually agreed by Provident and the Fund.
NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained, it is agreed by the parties hereto as follows:
1. The Fund has delivered to Provident copies of:
(a) post-effective amendment numbers 16 and 17 of the registration
statement of the Fund, as filed with the U.S. Securities and Exchange
Commission on December 29, 1989 and February 26, 1990, respectively,
wherein The U.S. Large Company Portfolio is described;
(b) The exhibits to such post-effective amendments consisting of
Articles Supplementary to the Articles of Incorporation, amendments to the
bylaws, the form of investment advisory agreement, specimen stock
certificate, all of which pertain to The U.S. Large Company Portfolio; and
(c) Amendment Number One, dated February 26, 1990, of each of the
following agreements:
(i) the Administration and Accounting Services Agreement between the Fund
and Provident Financial Processing Corporation ("PFPC") dated as of June
19, 1989; and
(ii) the Transfer Agency Agreement between the Fund and PFPC dated as of
June 19, 1989.
2. The Agreement hereby is amended effective February 26, 1990 by:
(a) adding the following words, "and, effective February 26, 1990,
The U.S. Large Company Portfolio," immediately after the words, "The DFA
Five-Year Government Portfolio" in the first sentence of Section 1;
(b) adding the following words, "as amended February 26, 1990" after
the word "1989" in Section 2.(j);
(c) deleting the words, "April 1, 1989," and inserting in lieu
thereof the words, "February 26, 1990" in section 5.(a)(v); and
(d) adding a new sentence immediately following the second sentence
of Section 25 as follows: "The foregoing provisions of this Section 25
notwithstanding, this Agreement shall remain in effect in respect of The
U.S. Large Company Portfolio for a period of 18 months commencing on
February 26, 1990 and, thereafter, may be terminated by either party upon
not less than 180 days prior written notice to the other party."
3. The Fee Schedule of Provident applicable to The U.S. Large Company
Portfolio shall be as agreed in writing from time to time.
4. In all other respects the Agreement shall remain unchanged and in full
force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment Number
One to the Agreement to be executed by their duly authorized officers designated
below on the day and year first above written.
DFA INVESTMENT DIMENSIONS
GROUP INC.
Attest: Xxxxxx Xxxxxxxxxxx By: Xxxxxxx X. Xxxxxxxx
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PROVIDENT NATIONAL BANK
Attest: Xxxxxx X. Xxxxxx By: Xxxxxx X. Xxxxx
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