AMENDMENT NO. 1 TO
CUSTODY AGREEMENT
AMENDMENT NO. 1 dated as of June 1, 2003, to the Custody Agreement, dated
as of August 14, 1992, between AMERICAN PENSION INVESTORS TRUST (the "Trust"),
acting on behalf of several series of the Trust as agreed between the parties
(each, a "Fund") and CUSTODIAL TRUST COMPANY (the "Custodian").
The Trust and Custodian hereby agree as follows:
1. EXHIBIT A. The introductory paragraph of the Agreement is deleted in its
entirety and replaced with the following:
"This Agreement, dated as of August 14, 1992, and amended as of June
1, 2003, by and between AMERICAN PENSION INVESTORS TRUST (the `Trust'), a
business trust organized under the laws of the Commonwealth of
Massachusetts, acting with respect to the several series of the Trust
identified on Exhibit C hereto (each, a `Fund') and CUSTODIAL TRUST
COMPANY, a bank and trust company organized under the laws of the State of
New Jersey (the `Custodian')."
2. SECURITIES DEPOSITORIES, BOOK-ENTRY SYSTEMS AND TRANSFER AGENTS. Section
3.5 is supplemented by adding thereto a new sub-section (h), as follows:
"(h) No Book-Entry System, Securities Depository, Transfer Agent or
other securities depository or clearing agency which it is or may become
standard market practice to use for the comparison and settlement of trades
in securities shall be an agent or sub-contractor of Custodian for purposes
of Section 3.3 above or otherwise."
3. DISBURSEMENT OF MONEYS FROM FUND CUSTODY ACCOUNTS. The introductory clause
of Section 3.6 is deleted in its entirety and replaced with the following:
"Upon receipt of Proper Instructions with respect to a Fund but subject to
its right to foreclose upon and liquidate collateral pledged to it pursuant
to Section 8.3 below, Custodian shall make payments from the Custody
Account of such Fund, but only in the following cases, provided, first,
that such payments are in connection with the clearance and/or custody of
securities or other assets, second, that there are sufficient funds in such
Custody Account, whether belonging to such Fund or advanced to it by
Custodian in is sole and absolute discretion as set forth in Section 4.5
below, for Custodian to make such payments, and, third, that after the
making of such payments, such Fund would not be in violation of any margin
or other requirements agreed upon pursuant to Section 4.5 below:"
4. DELIVERY OF SECURITIES FROM FUND CUSTODY ACCOUNT. The introductory clause
of Section 3.7 is deleted in its entirety and replaced with the following:
"Upon receipt of Proper Instructions with respect to a Fund but subject to
its right to foreclose upon and liquidate collateral pledged to it pursuant
to Section 8.3 below, Custodian shall release and deliver Securities from
the Custody Account of such Fund, but only in the following cases,
provided, first, that such deliveries are in connection with the clearance
and/or custody of Securities or other assets, second, that there are
sufficient amounts and types of Securities or other assets in such Custody
Account for Custodian to make such deliveries, and, third, that after the
making of such deliveries, such Fund would not be in violation of any
margin or other requirements agreed upon pursuant to Section 4.5 below:"
5. PAYMENT FOR SECURITIES SOLD, ETC. Section 4.4 is supplemented by adding at
the end thereof the following: "For purposes of this Agreement, `final
payment' means payment in funds which are (or have become) immediately
available, under applicable law are irreversible, and are not subject to
any security interest, xxxx, xxxx or other encumbrance."
6. ADVANCES BY CUSTODIAN FOR SETTLEMENT. Section 4.5 is amended by deleting
the last sentence in its entirety and replacing it with the following: "Any
such advance (a) shall be repayable immediately upon demand made by
Custodian, (b) shall be fully secured as provided in Section 8.3 below, and
(c) shall bear interest at such rate, and be subject to such other terms
and conditions, as Custodian and the Trust may agree."
7. NOTICES. Article XIII is supplemented by designating the existing provision
"13.3 Addresses for Notices" and by inserting a new 13.1 and a new13.2, as
follows:
"13.1 AUTHORIZED PERSONS. Custodian may rely upon and act in
accordance with any notice, confirmation, instruction or other
communication which is reasonably believed by Custodian to have been given
or signed on behalf of the Trust by one of the Authorized Persons
designated by the Trust in Exhibit A hereto, as it may from time to time be
revised. The Trust may revise Exhibit A hereto at any time by notice in
writing to Custodian given in accordance with Section 13.3 below, but no
revision of Exhibit A hereto shall be effective until Custodian actually
receives such notice.
13.2 ORAL INSTRUCTIONS. Custodian may rely upon and act in accordance
with Oral Instructions. All Oral Instructions shall be confirmed to
Custodian in Written Instructions. However, if Written Instructions
confirming Oral Instructions are not received by Custodian prior to a
transaction, it shall in no way affect the validity of the transaction
authorized by such Oral Instructions or the authorization given by an
Authorized Person to effect such transaction. Custodian shall incur no
liability to any Fund or the Trust in acting upon Oral Instructions. To the
extent such Oral Instructions vary from any confirming Written
Instructions, Custodian shall advise the Trust of such variance, but unless
confirming Written Instructions are timely received, such Oral Instructions
shall govern."
8. MISCELLANEOUS. Article XIV is supplemented by adding thereto a new Section
14.11, as follows:
14.11 JURISDICTION. Any suit, action or proceeding with respect to
this Agreement may be brought in the Supreme Court of the State of New
York, County of New York, or in the United States District court for the
Southern District of New York, and the parties hereto hereby submit to the
non-exclusive jurisdiction of such courts for the purpose of any such suit,
action or proceeding, and hereby waive for such purpose any other
preferential jurisdiction by reason of their present or future domicile or
otherwise. Each of the parties hereto hereby irrevocably waives its right
to trial by jury in any suit, action or proceeding with respect to this
Agreement."
9. EFFECTIVE DATE. This Amendment No. 1 shall be effective as of the date
hereof.
IN WITNESS WHEREOF, each of the parties hereto has caused this Amendment
No. 1 to be executed by its representative thereunto duly authorized, all as of
the day and year first above written.
AMERICAN PENSION INVESTORS
TRUST on behalf of the Series identified
on Exhibit C hereto
By: ____________________________________
Authorized Officer
CUSTODIAL TRUST COMPANY
By: ____________________________________
Authorized Officer
EXHIBIT C
FUNDS
GROWTH FUND
CAPITAL INCOME FUND
MULTIPLE INDEX TRUST
YORKTOWN CLASSIC VALUE TRUST
TREASURIES TRUST
