SECOND AMENDMENT TO THE
CUSTODY AGREEMENT
BETWEEN
ACCESSOR FUNDS, INC.,
AND
THE FIFTH THIRD BANK
This SECOND AMENDENDMENT TO THE CUSTODY AGREEMENT (the "Second
Amendment"), is entered into this 19th day of February, 1998, by and between
ACCESSOR FUNDS, INC., a Maryland corporation (the "Fund"), and THE FIFTH THIRD
BANK, a banking company organized under the laws of the State of Ohio (the
"Custodian").
BACKGROUND
A. The Fund and Fifth Third entered into a CUSTODY AGREEMENT on October
4, 1996, wherein the Fund desires that the Securities and cash of each of the
investment portfolios (such investment portfolios individually referred to
herein as a "Portfolio" and collectively as the "Portfolios"), be held and
administered by the Custodian pursuant to the Custody Agreement.
The Fund and Fifth Third each wish to amend Section 3.5(e) to the
Custody Agreement to reflect that the Custodian shall promptly send to the Fund
reports it receives from the appropriate Federal Reserve Bank or clearing agency
on its respective system of internal accounting control.
AGREEMENT
Therefore, in consideration of the mutual covenants contained herein
and other valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties hereto agree as follows:
Section 3.5(e) of the Custody Agreement is amended in its entirety to
read as follows:
3.5 Securities Depositories and Book-Entry Systems. The
Custodian may deposit and/or maintain Securities of the Portfolios in a
Securities Depository or in a Book-Entry System, subject to the
following provisions:
(e) Upon request, the Custodian shall provide the
Portfolio with copies of any report (obtained by the Custodian
from a Book-Entry System or Securities Depository in which
Securities of the Portfolio is kept) on the internal
accounting controls and procedures for safeguarding Securities
deposited in such Book-Entry System or Securities Depository.
The Custodian, or its agent which deposits the securities,
shall promptly send to the Fund reports it receives from the
appropriate Federal Reserve Bank or clearing agency on its
respective system of internal accounting control.
IN WITNESS WHEREOF, the parties have entered into this Second Amendment
to the Custody Agreement as of the day and year first above set forth.
ACCESSOR FUNDS, INC.
By:/s/J. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ III, President
J. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ III, President
THE FIFTH THIRD BANK
By:/s/▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
Title: Officer