Exhibit 99.(h)(10)(d)
FIFTH AMENDMENT TO
SECURITIES LENDING AUTHORIZATION AGREEMENT
FIFTH AMENDMENT dated as of April 21, 1999 between STATE
STREET BANK AND TRUST COMPANY ("State Street") and XXXXXXX X. XXXXXXXXX FUND,
INC., on behalf of the International Value Portfolio (in such capacity, the
"Client").
WHEREAS, State Street and the Client are party to a Securities
Lending Authorization Agreement dated as of the 17th day of July, 1996 (as
amended from time to time, the "Agreement");
WHEREAS, Section 20 of the Agreement allows the Agreement to
be modified at any time by a writing signed by the party against whom
enforcement is sought;
WHEREAS, effective May 3, 1999 the name of the International
Value Portfolio of the Xxxxxxx X. Xxxxxxxxx Fund, Inc. shall be changed to the
Tax-Managed International Value Portfolio;
WHEREAS, State Street and Client wish to amend Schedule 7.3-A
to the Agreement, which lists the Approved Repo Counterparties and identifies
which Approved Repo Counterparties are the Restricted Repo Counterparties;
NOW THEREFORE, the parties hereto hereby agree as follows:
1. Portfolio Change of Name. Effective May 3, 1999:
(a) The definition of "Client" in the first paragraph of the
Agreement and in all Exhibits and Schedules thereto shall be amended in
its entirety to read "Xxxxxxx X. Xxxxxxxxx Fund, Inc., on behalf of the
Tax-Managed International Value Portfolio".
(b) The definition of "Portfolio" contained in paragraph (k)
of Section 13 of the Agreement shall be amended in its entirety to read
as follows:
"'Portfolio' means the Tax-Managed International
Value Portfolio of the Xxxxxxx X. Xxxxxxxxx Xxxx, Xxx."
0. Change of Approved Repo Counterparties. Schedule 7.3-A to
the Agreement shall be amended in its entirety to read as set forth on
Exhibit A hereto.
3. Notices. The contacts for Client in Paragraph 15 of the
Agreement shall be amended in their entirety to read as follows:
If to Client: Xxxxxxx X. Xxxxxxxxx Fund Inc.
c/o Xxxxxxx X. Xxxxxxxxx & Co., Inc.
0 Xxxxx Xxxxxxxxx Xxxxxx
Xxxxx Xxxxxx, XX 00000
Attention: Xxxx Xxxxxx, Senior Vice President
Telephone: (000) 000-0000
Facsimile: (000) 000-0000
Attention: Xxxx Xxxxxxx, Mutual Fund Accounting
Telephone: (000) 000-0000
Facsimile: (000) 000-0000
With a copy to: Xxxxxxx X. Xxxxxxxxx Fund, Inc.
c/o Xxxxxxx X. Xxxxxxxxx & Co., Inc.
000 Xxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000-0000
Telephone: (000) 000-0000
Facsimile: (000)000-0000
Attention: Xxxx Xxxxx Xxxx
4. Miscellaneous. Capitalized terms used herein but not
defined herein shall have the meaning assigned thereto in the
Agreement. Except as herein provided, the Agreement shall remain
unchanged and in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Fifth
Amendment to be duly executed and delivered as of the day and year first above
written.
XXXXXXX X. XXXXXXXXX FUND, INC., on
behalf of the International Value Portfolio
By
-----------------------------------
Name: Xxxx Xxxxx Xxxx
Title: Secretary
STATE STREET BANK AND TRUST COMPANY
By
-----------------------------------
Name:
Title:
2
EXHIBIT A
Schedule 7.3-C
APPROVED REPO COUNTERPARTIES
ABN-AMRO Inc
Bear Xxxxxxx Securities Corp.
Chase Securities Inc.
CIBC Oppenheimer Corporation
Citibank, NA
Deutsche Bank Securities Inc.
Xxxxxxxxx Lufkin & Xxxxxxxx Securities Corp.
First Chicago Capital Markets Inc.
Greenwich Capital Markets Inc.
Xxxxxxx, Sachs & Co.
X.X. Xxxxxx Securities Inc.
Xxxxxx Brothers Inc.
Xxxxxx Commercial Paper Inc.
Xxxxxxx Xxxxx Govt. Securities Inc.
Xxxxxxx Xxxxx Xxxxxx Xxxxxx & Xxxxx Inc.
Xxxxxx Xxxxxxx & Co.
NationsBanc Xxxxxxxxxx Securities LLC
Xxxxx Xxxxxx Inc.
Prudential Securities Inc.
Salomon Brothers Inc.
Restricted Repo Counterparties:
Credit Suisse First Boston Corporation
Dresdner Kleinwort Xxxxxx
XX Xxxxx Securities Corporation
Societe Generale
Warburg Xxxxxx Xxxx LLC
