Exhibit 8a
[▇▇▇▇ ▇▇▇▇▇ logo] Mutual
Funds
▇ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ (▇▇▇▇▇▇) ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
▇▇▇-▇▇▇-▇▇▇▇ (bullet) ▇▇▇-▇▇▇-▇▇▇▇
February 9, 1988
▇▇▇▇▇ ▇▇▇▇▇▇▇, Esq.
Legal Department
State Street Bank and Trust Company
▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Re: Amendment to Custodian Contract: ▇▇▇▇ ▇▇▇▇▇ Funds
Dear ▇▇▇▇▇:
This letter sets forth our agreement concerning changes in certain
provisions of Amendments to Custodian Contracts between State Street Bank and
Trust Company ("Custodian") and, respectively, ▇▇▇▇ ▇▇▇▇▇ Value Trust, Inc.,
▇▇▇▇ ▇▇▇▇▇ Total Return Trust, Inc., ▇▇▇▇ ▇▇▇▇▇ Special Investment Trust, Inc.,
and ▇▇▇▇ ▇▇▇▇▇ Income Trust, Inc. (collectively, "Funds"), with reference to the
establishment of a segregated account to hold collateral for each Fund's
obligations to the Custodian relating to a letter of credit. Each of the listed
changes is made to each such Amendment.
Section 4. The last sentence is deleted.
Section 6. The following phrase is inserted in the first sentence after "to the
Company:" "following receipt by the Fund of written notice from the Custodian of
such payment."
Section 7. The word "any" is substituted for the word "the" before "Fund custody
account" in the first sentence, and the following phrase is inserted after "Fund
custody account:" "opened and maintained pursuant to Section 2.4 of the
Custodian Contract." The following phrase is added to the end of the last
sentence: "or to any other account upon receipt of Proper Instructions from the
Fund."
Section 9. The following sentence is inserted after the first sentence: "The
Custodian shall maintain accounts and records for the collateral in the Letter
of Credit Custody Account separate from the accounts and records for any other
assets of the Fund held by the Custodian."
Section 14. The word "Custodian" is substituted for the word "Custody" in the
first line of the first sentence.
▇▇▇▇▇ ▇▇▇▇▇▇▇, Esq.
February 9, 1988
Page 2
Please arrange to have both copies of this letter signed in the place
indicated as to each Fund and return one fully signed copy to me.
ATTEST: ▇▇▇▇ ▇▇▇▇▇ VALUE TRUST, INC.
BY: /s/ ▇▇▇▇ ▇▇▇▇▇ BY: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
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ATTEST: ▇▇▇▇ ▇▇▇▇▇ TOTAL RETURN TRUST, INC.
BY: /s/ ▇▇▇▇ ▇▇▇▇▇ BY: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
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ATTEST: ▇▇▇▇ ▇▇▇▇▇ SPECIAL INVESTMENT
TRUST, INC.
BY: /s/ ▇▇▇▇ ▇▇▇▇▇ BY: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
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ATTEST: ▇▇▇▇ ▇▇▇▇▇ INCOME TRUST, INC.
BY: /s/ ▇▇▇▇ ▇▇▇▇▇ BY: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
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ATTEST: STATE STREET BANK AND TRUST
COMPANY
BY: /s/ ▇. ▇▇▇▇▇▇▇ BY: /s/ ▇. ▇. ▇▇▇▇▇▇, ▇▇.
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