0000949377-06-000615 Sample Contracts

Exhibit h.9
Expense Limitation Agreement • July 28th, 2006 • Phoenix Ca Tax-Exempt Bond Fund • Delaware
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SECOND AMENDMENT TO THE TRANSFER AGENCY AND SERVICE AGREEMENT SECOND AMENDMENT TO THE TRANSFER AGENCY AND SERVICE AGREEMENT
Agency and Service Agreement • July 28th, 2006 • Phoenix Ca Tax-Exempt Bond Fund

THIS SECOND AMENDMENT is made by and between the undersigned entities (hereinafter singularly referred to as a "Fund" and collectively referred to as the "Phoenix Funds" or "Funds"), and Phoenix Equity Planning Corporation (hereinafter referred to as the "Transfer Agent") and amends the Transfer Agency and Service Agreement dated as of June 1, 1994, and amended by a First Amendment dated February 28, 2004 (the "Agreement"), pursuant to which the Transfer Agent has agreed to provide certain transfer agent and related services to the Funds.

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