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EXHIBIT 8(d)
AMENDMENT NO. 2 TO CUSTODIAN AGREEMENT
This Amendment, dated the 31st day of July 1991, is entered into
between MARKET STREET FUND, INC. (the "Fund"), a Maryland corporation, and
PROVIDENT NATIONAL BANK ("Provident"), a national banking association.
WHEREAS, the Fund and Provident have entered into a Custodian
Agreement dated as of December 12, 1985, and amended on September 9, 1988 (the
"Custodian Agreement"), pursuant to which the Fund appointed Provident to act
as custodian for its investment portfolios; and
WHEREAS, the Fund's Board of Directors has approved this Amendment;
and
WHEREAS, the Fund has established additional classes of Fund shares,
International Equity Portfolio shares and Aggressive Growth Portfolio shares,
with respect to which it wants to appoint Provident to act as custodian under
the Custodian Agreement; and
WHEREAS, Provident has notified the Fund that it wants to serve as
custodian for the Aggressive Growth Portfolio and custodian for certain
domestically held securities as designated by the Fund or its agent, the
adviser, for the International Equity Portfolio;
NOW THEREFORE, the parties hereto, intending to be legally bound,
hereby agree as follows:
1. Appointment. The Fund hereby appoints Provident to act as
custodian for the certain domestic property of the International Equity
Portfolio and custodian for the Aggressive Growth Portfolio for the period and
on the terms set forth in the Custodian Agreement. Provident hereby accepts
such appointment and agrees to render the services set forth in the Custodian
Agreement, for the compensation as agreed to between the Fund and Provident
from time to time.
2. Capitalized Terms. From and after the date hereof, the following
terms as used in the Custodian Agreement shall be deemed to include also the
meaning specified herein: "Shares" shall be deemed to include the classes of
International Equity Portfolio shares and Aggressive Growth Portfolio shares;
and "Portfolios" shall be deemed to include the International Equity Portfolio
shares and Aggressive Growth Portfolio shares.
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3. Miscellaneous. Except to the extent amended and supplemented
hereby, the Custodian Agreement shall remain unchanged and in full force and
effect and is hereby ratified and confirmed in all respects as amended and
supplemented hereby.
IN WITNESS WHEREOF, the undersigned have executed this Amendment as of
the date and year first above written.
MARKET STREET FUND, INC.
[SEAL] By: [sig]
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Title: TREASURER
PROVIDENT NATIONAL BANK
[SEAL] By: [sig]
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Title: VICE PRESIDENT
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November 1, 0000
Xxxxxx Xxxxxx Fund, Inc.: International Equity Portfolio
RE: CUSTODIAN SERVICES FEES
Madam/Sir:
This letter constitutes our agreement with respect to compensation to
be paid to Provident National Bank ("Provident") under the terms of a Custodian
Agreement dated December 12, 1985, between you (the "Fund") on behalf of the
International Equity Portfolio and Provident. Pursuant to Paragraph 11 of that
Agreement, and in consideration of the services to be provided to the
International Equity Portfolio, the fees shall be as follows:
1. A transaction charge of $10.00 for each purchase or sale of
a security, delivery of a security upon its maturity date
or delivery of a security for reissuance, $15.00 for each
repurchase trade with an institution other than Provident
and $7.50 for each repurchase trade with Provident.
2. Provident's charge for Federal Reserve wire fees will be
$5.00 per wire.
The fee for the period from the day of the year this agreement is
entered into until the end of that year shall be pro-rated according to the
proportion which such period bears to the full annual period.
If the foregoing accurately sets forth our agreement and you intend to
be legally bound thereby, please execute a copy of this letter and return it to
us.
Very truly yours,
PROVIDENT NATIONAL BANK
By: [sig]
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Accepted: MARKET STREET FUND, INC.
By: [sig]
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AMENDMENT TO CUSTODY AGREEMENT
THIS AMENDMENT to the Custody Agreement between The Market Street Fund, Inc.
(the ___, "Fund") and Provident National Bank ("Provident") is made this _____,
day of 1991.
WITNESSETH:
WHEREAS, the Fund and Provident entered into a Custody Agreement on December
12, 1985, as amended on September 9, 1988 and ___________; and
WHEREAS, the Fund established an International Class of shares on May 3, 1991;
and
WHEREAS, it is the desire of the Fund and Provident to amend the Custody
Agreement to include the International Class;
NOW THEREFORE, it is agreed between the parties that said Agreement is hereby
amended to include the International Class of the Fund.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to the
Custody Agreement to be duly executed as of the day and year first above
written.
[SEAL] THE MARKET STREET FUND, INC.
Attest: By:
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[SEAL] PROVIDENT NATIONAL BANK
Attest: By:
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