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Exhibit 8(b)
MITSUBISHI GLOBAL CUSTODY
CUSTODIAN AGREEMENT
(FOREIGN AND DOMESTIC SECURITIES)
This Custodian Agreement is made by and between The Parkstone Group
("Principal") and THE BANK OF CALIFORNIA, NATIONAL ASSOCIATION ("Custodian").
Principal desires that Custodian hold and administer on behalf of Principal
certain Securities (as herein defined). Custodian is willing to do so on the
terms and conditions set forth in this Agreement. Accordingly, Principal and
Custodian agree as follows:
1. DEFINITIONS. Certain terms used in this Agreement are defined as
follows:
(a) "Account" means, collectively, each custodianship account maintained
by Custodian pursuant to Paragraph 3 of this Agreement.
(b) "Eligible Foreign Securities Depository" ("Depository") shall mean a
securities depository or clearing agency incorporated or organized under the
laws of a country other than the United States which operates (i) the central
system for handling securities or equivalent book-entries in that country, or
(ii) a transnational system for the central handling of securities or
equivalent book-entries.
(c) "Investment Manager" means an investment advisor or manager identified
by Principal in a written notice to Custodian as having the authority to direct
Custodian regarding the management, acquisition, or disposition of Securities.
(d) "Securities" means domestic or foreign securities or both within the
meaning of Section 2(a)(36) of the Investment Company Act of 1940 (" 1940 Act")
and regulations issued by the U.S. Securities and Exchange Commission ("SEC")
under Section 17(f) of the 1940 Act, 17 C.F.R. 270.17f-5(c)(1), as amended,
which are held by Custodian in the Account, and shall include cash of any
currency or other property of Principal and all income and proceeds of sale of
such securities or other property of Principal.
(e) "Eligible Foreign Custodian" ("Sub-Custodian") shall mean (i) a
banking institution or trust company incorporated or organized under the laws
of a country other than the United States that is regulated as such by that
country's government or an agency thereof and that has shareholders' equity in
excess of $200 million in U.S. currency (or a foreign currency equivalent
thereof), (ii) a majority owned direct or indirect subsidiary of a qualified
U.S. bank or bank holding company that is incorporated or organized under the
laws of a country other than the United States and that has shareholders'
equity in excess of $100 million in U.S. currency (or a foreign currency
equivalent thereof), (iii) a banking institution or trust company incorporated
or organized under the laws of a country other than the United States or a
majority owned direct or indirect subsidiary of a qualified U.S. bank as
defined in Rule 17f-5 or bank holding company that is incorporated or organized
under the laws of a country other than the
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United States which has such other qualifications as shall be specified in
Instructions and approved by the Bank; or (iv) any other entity that shall have
been so qualified by exemptive order, rule or other appropriate action of the
SEC. Custodian shall evaluate and determine at least annually the continued
eligibility of each Sub-Custodian as described in Paragraph 5.(d) of this
Agreement.
2. REPRESENTATIONS.
(a) Principal represents that with respect to any Account established by
Principal to hold Securities, Principal is authorized to enter into this
Agreement and to retain Custodian on the terms and conditions and for the
purposes described herein.
(b) Custodian represents that (i) it is organized under the laws of the
United States and has its principal place of business in the United States,
(ii) it is a bank within the meaning of Section 202(a)(2) of the Investment
Advisers Act of 1940 and Section 2(a)(5) of the Investment Company Act of 1940,
as amended, and (iii) it has equity capital in excess of $1 million.
3. ESTABLISHMENT OF ACCOUNTS. Principal hereby establishes with Custodian,
and may in the future establish, one or more Accounts in Principal's name. The
Account shall consist of Securities delivered to and receipted for by Custodian
or by any Sub-Custodian. Custodian, in its sole discretion, may reasonably
refuse to accept any property now or hereafter delivered to it for inclusion in
the Account. Principal shall be notified promptly of such refusal and any such
property shall be immediately returned to Principal.
4. CUSTODY. Subject to the terms of this Agreement, Custodian shall be
responsible for the safekeeping and custody of the Securities. Custodian may
(i) retain possession of all or any portion of the Securities in a foreign
branch or other office of Custodian, or (ii) retain, in accordance with
Paragraph 5 of this Agreement, one or more Sub-Custodians to hold all or any
portion of the Securities. Custodian and any Sub-Custodian may, in accordance
with Paragraph 5 of this Agreement, deposit definitive or book-entry Securities
with one or more Depositories.
(a) If Custodian retains possession of Securities, Custodian shall ensure
the Securities are at all times properly identified as being held for the
appropriate Account. Custodian shall segregate physically the Securities from
other securities or property held by Custodian. Custodian shall not be
required to segregate physically the Securities from other securities or
property held by Custodian for third parties as Custodian, but Custodian shall
maintain adequate records showing the true ownership of the Securities.
(b) If Custodian deposits Securities with a Sub-Custodian, Custodian shall
maintain adequate records showing the identity and location of the
Sub-Custodian, the Securities held by the Sub-Custodian, and each Account to
which such Securities belong.
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(c) If Custodian or any Sub-Custodian deposits Securities with a
Depository, Custodian shall maintain, or shall cause the Sub-Custodian to
maintain, adequate records showing the identity and location of the Depository,
the Securities held by the Depository, and each Account to which such
Securities belong.
(d) If Principal directs Custodian to deliver certificates or other
physical evidence of ownership of Securities to any broker or other party,
other than a Sub-Custodian or Depository employed by Custodian for purposes of
maintaining the Account, Custodian's sole responsibility shall be to exercise
care and diligence in effecting the delivery as instructed by Principal. Upon
completion of the delivery, Custodian shall be discharged completely of any
further liability or responsibility with respect to the safekeeping and custody
of Securities so delivered.
(e) Custodian shall ensure that (i) the Securities will not be subject to
any right, charge, security interest, lien, or claim of any kind in favor of
Custodian or any Sub-Custodian or Depositor, except for Custodian's expenses
relating to the Securities' safe custody or administration, and (ii) the
beneficial ownership of the Securities will be freely transferable without the
payment of money or value other than for safe custody or administration.
(f) Principal or its authorized representatives shall have reasonable
access to inspect books and records maintained by Custodian or any
Sub-Custodian or Depository holding Securities hereunder to verify the accuracy
of such books and records. Custodian shall notify Principal promptly of any
applicable law or regulation in any country where Securities are held that
would restrict such access or inspection.
5. SUB-CUSTODIANS AND DEPOSITORIES. With Principal's advance written
approval, as provided in Paragraph 5.(c) of this Agreement, Custodian may from
time to time retain one or more Sub-Custodians and Depositories to hold
Securities hereunder.
(a) Custodian shall exercise reasonable care in the selection of
Sub-Custodians and Depositories. In making its selection, Custodian shall
consider (i) the Sub-Custodian's or Depository's financial strength, general
reputation and standing in the country in which it is located, its ability to
provide efficiently the custodial services required, and the relative cost of
such services, (ii) whether the Sub-Custodian or Depository would provide a
level of safeguards for safekeeping and custody of Securities not materially
different from those prevailing in the U.S., (iii) whether the Sub-Custodian or
Depository has branch offices in the U.S. in order to facilitate jurisdiction
over and enforcement of judgments against it, and (iv) in the case of a
Depository, the number of its participants and its operating history.
(b) Custodian shall give written notice to Principal of its intention to
deposit Securities with a Sub-Custodian or (directly or through a
Sub-Custodian) with a Depository. The notice shall identify the proposed
Sub-Custodian or Depository and shall include reasonably available information
relied on by Custodian in making the selection.
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(c) Within 30 days of its receipt of a notice from Custodian pursuant to
Paragraph 5.(b) of this Agreement regarding Custodian's proposed selection of
one or more Sub-Custodians or Depositories, Principal shall give written notice
to Custodian of Principal's approval or disapproval of the proposed selection.
If Principal has not responded within 30 days of receipt of Custodian's request
for approval of a Sub-Custody, Principal will be deemed to have approved such
Sub-Custody. Principal hereby approves Custodian's retention of those
Sub-Custodians and Depositories, if any, which are identified in Appendix A of
this Agreement.
(d) Custodian shall evaluate and determine at least annually the continued
eligibility of each Sub-Custodian and Depository approved by Principal to act
as such hereunder. In discharging this responsibility, Custodian shall (i)
monitor continuously the day to day services and reports provided by each
Sub-Custodian or Depository, (ii) at least annually, obtain and review the
annual financial report published by such Sub-Custodian or Depository and any
reports on such Sub-Custodian or Depository prepared by a reputable independent
analyst, (iii) at least triennially, physically inspect the operations of such
Sub-Custodian or Depository and (iv) Custodian shall provide Principal with a
report of its annual review of each Sub-Custodian and Depository.
(e) If Custodian determines that any Sub-Custodian or Depository no longer
satisfies the applicable requirements described in Paragraph 1.(b) (in the case
of a Depository) or Paragraph 1.(e) (in the case of a Sub-Custodian) of this
Agreement or is otherwise no longer capable or qualified to perform the
functions contemplated herein, Custodian shall promptly give written notice
thereof to Principal. The notice shall, in addition, either (i) indicate
Custodian's intention to transfer Securities held by the removed Sub-Custodian
or Depository to another Sub-Custodian or Depository previously approved by
Principal, or (ii) include a notice pursuant to Paragraph 5.(b) of this
Agreement of Custodian's intention to deposit Securities with a new
Sub-Custodian or Depository.
6. REGISTRATION. Subject to any specific instructions from Principal,
Custodian shall hold or cause to be held all Securities in the name of
Custodian, or any Sub-Custodian or Depository approved by Principal pursuant to
Paragraph 5 of this Agreement, or in the name of a nominee of any of them, as
Custodian shall determine to be appropriate under the circumstances.
7. TRANSACTIONS. Principal or any Investment Manager from time to time may
instruct Custodian (which in turn shall be responsible for giving appropriate
instructions to any Sub-Custodian or Depository) regarding the purchase or sale
of Securities in accordance with this Paragraph 7:
(a) Custodian shall effect and account for each Securities and currency
sale on the date such transaction actually settles; provided, however, that
Principal may in its sole discretion direct Custodian, in such manner as shall
be acceptable to Custodian, to account for Securities and currency purchases
and sales on contractual settlement date, regardless of whether settlement of
such transactions actually occurs on contractual settlement date. Principal
may,
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from time to time, direct Custodian to change the accounting method employed by
Custodian in a written notice delivered to Custodian at least thirty (30) days
prior to the date a change in accounting method shall become effective.
(b) Custodian shall effect purchases by charging the Account with the
amount necessary to make the purchase and effecting payment to the seller or
broker for the securities or other property purchased. Custodian shall have no
liability of any kind to any person, including Principal, except in the case of
negligent or intentional tortious acts, or willful misconduct, if the Custodian
effects payment on behalf of Principal, and the seller or broker fails to
deliver the securities or other property purchased. Custodian shall exercise
such ordinary care and diligence as would be employed by a reasonably prudent
custodian and due diligence in examining and verifying the certificates or
other indicia of ownership of the property purchased before accepting them.
(c) Custodian shall effect sales by delivering certificates or other
indicia of ownership of the Property, and, as instructed, shall receive cash
for such sales. Custodian shall have no liability of any kind to any person,
including Principal, if Custodian exercises due diligence and delivers such
certificates or indicia of ownership and the purchaser or broker fails to
effect payment. If a purchase or sale is effected through a Depository,
Custodian shall exercise such ordinary care and diligence as would be employed
by a reasonably prudent custodian and due diligence in verifying proper
consummation of the transaction by the Depository.
(d) Principal or, where applicable, the Investment Manager, is responsible
for ensuring Custodian receives timely instructions and/or funds to enable
Custodian to effect settlement of any purchase or sale of Securities or
Currency Transactions. If Custodian does not receive such timely instructions
or funds, Custodian shall have no liability of any kind to any person,
including Principal, for failing to effect settlement. However, Custodian
shall use reasonable efforts to effect settlement as soon as possible after
receipt of appropriate instructions. Principal shall be liable for interest
compensation and/or principal amounts to Custodian and/or its counterparty for
failure to deliver instructions or funds in a timely manner to effect
settlements of foreign exchange funds movement.
(e) At the direction of Principal or the Investment Manager, as the case
may be, Custodian shall convert currency in the Account to other currencies
through customary channels including, without limitation, Custodian or any of
its affiliates, as shall be necessary to effect any transaction directed by
Principal or the Investment Manager. Principal or the Investment Manager, as
the case may be, acknowledges that 1) the foreign currency exchange department
is a part of the Custodian or one of its affiliates or subsidiaries, 2) the
Account is not obligated to effect foreign currency exchange with Custodian, 3)
the Custodian will receive benefits for such foreign currency transactions
which are in addition to the compensation which the Custodian receives for
administering the Account, and 4) the Custodian will make available the
relevant data so that Principal or the Investment Manager, as the case may be,
can determine
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that the foreign currency exchange transactions are as favorable to the Account
as terms generally available in arm's length transactions between unrelated
parties.
(f) Custodian shall have no responsibility to manage or recommend
investments of the Account or to initiate any purchase, sale, or other
investment transaction in the absence of instructions from Principal or, where
applicable, an Investment Manager.
8. CAPITAL CHANGES; INCOME.
(a) Custodian may, without further instructions from Principal or any
Investment Manager, exchange temporary certificates and may surrender and
exchange Securities for other securities in connection with any reorganization,
recapitalization, or similar transaction in which the owner of the Securities
is not given an option. Custodian has no responsibility to effect any such
exchange unless it has received actual notice of the event permitting or
requiring such exchange at its office designated in Paragraph 14 of this
Agreement or at the office of its designated agents.
(b) Custodian, or its designated agents, are authorized, as Principal's
agent, to surrender against payment maturing obligations and obligations called
for redemption, and to collect and receive payments of interest and principal,
dividends, warrants, and other things of value in connection with Securities.
Except as otherwise provided in Paragraph 15.(d) of this Agreement, Custodian
or its designated agents shall not be obligated to enforce collection of any
item by legal process or other means.
(c) Custodian or its designated agents are authorized to sign for
Principal all declarations, affidavits, certificates, or other documents that
may be required to collect or receive payments or distributions with respect to
Securities. Custodian or its designated agents are authorized to disclose,
without further consent of Principal, Principal's identity to issuers of
Securities, or the agents of such issuers, who may request such disclosure.
9. NOTICES RE ACCOUNT SECURITIES. Custodian shall notify Principal or,
where applicable, the Investment Manager, of any reorganization,
recapitalization, or similar transaction not covered by Paragraph 8, and any
subscription rights, proxies, and other shareholder information pertaining to
the Securities actual notice of which is received by Custodian at its office
designated in Paragraph 14 of this Agreement or at the offices of its
designated agents. Custodian's sole responsibility in this regard shall be to
give such notices to Principal or the Investment Manager, as the case may be,
within a reasonable time after Custodian receives them, and Custodian shall not
otherwise be responsible for the timeliness of such notices. Custodian has no
responsibility to respond or otherwise act with respect to any such notice
unless and until Custodian has received appropriate instructions from Principal
or the Investment Manager.
10. TAXES. Custodian shall pay or cause to be paid from the Account all
taxes and levies in the nature of taxes imposed on the Account or the
Securities thereof by any country.
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Custodian will use its best efforts to give the Investment Manager advance
written notice of the imposition of such taxes. However, Custodian shall use
reasonable efforts to obtain refunds of taxes withheld on Securities or the
income thereof that are available under applicable tax laws, treaties, and
regulations.
11. CASH. The Principal may from time to time, direct Custodian to hold
Account cash in The HighMark Group of mutual funds or in any investment company
for which Custodian or its affiliates or subsidiaries, acts as investment
advisor, custodies the assets, or provides other services. Principal shall
designate the particular HighMark fund or such other above-mentioned fund that
Principal deems appropriate for the Account. Principal or an Investment
Manager, where applicable, acknowledges that Custodian will receive fees for
such services which will be in addition to those fees charged by Custodian as
agent for the Account.
12. REPORTS. Custodian shall give written reports to Principal showing
(i) each transaction involving Securities effected by or reported to Custodian,
(ii) the identity and location of Securities held by Custodian as of the date
of the report, (iii) any transfer of location of Securities not otherwise
reported, and (iv) such other information as shall be agreed upon by Principal
and Custodian. Unless otherwise agreed upon by Principal and Custodian,
Custodian shall provide the reports described in this Paragraph 12 on a monthly
basis.
13. INSTRUCTIONS FROM PRINCIPAL.
(a) Principal shall certify or cause to be certified to Custodian in
writing the names and specimen signatures of all persons authorized to give
instructions, notices, or other communications on behalf of Principal or any
Investment Manager. Such certification shall remain effective until Custodian
receives notice to the contrary.
(b) Principal or authorized Investment Manager, as the case may be, may
give instruction, notice, or other communication called for by this Agreement
to Custodian in writing, or by telecopy, telex, telegram, or other form of
electronic communication acceptable to Custodian. Unless otherwise expressly
provided, all Instructions shall continue in full force and effect until
canceled or superseded. Principal or Investment Manager may give and Custodian
may accept oral instructions on an exception basis; provided, however, that
Principal or Investment Manager shall promptly confirm any oral communications
in writing or by telecopy or other means permitted hereunder. Principal will
hold Custodian harmless for the failure of Principal or Investment Manager to
send confirmation in writing, the failure of such confirmation to conform to
the telephone instructions received or the Custodians's failure to produce such
confirmation at any subsequent time. The Custodian may electronically record
any instruction given by telephone, and any other telephone discussions with
respect to the Custody Account.
(c) All such communications shall be deemed effective upon receipt by
Custodian at its address specified in Paragraph 14 of this Agreement, as
amended from time to
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time. Custodian without liability may rely upon and act in accordance with any
instruction that Custodian using ordinary care believes has been given by
Principal or an Investment Manager.
(d) Custodian may at any time request instructions from Principal and may
await such instructions without incurring liability. Custodian has no
obligation to act in the absence of such requested instructions, but may,
however, without liability take such action as it deems appropriate to carry
out the purposes of this Agreement.
14. ADDRESSES. Until further notice from either party, all communications
called for under this Agreement shall be addressed as follows:
If to Principal:
Name:
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Street Address:
-----------------------------------
City, State, Zip:
---------------------------------
Attn:
---------------------------------------------
Telephone:
----------------------------------------
Telecopier:
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Telex (Answerback):
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If to Custodian:
THE BANK OF CALIFORNIA, NATIONAL ASSOCIATION
Mitsubishi Global Custody
Attn: ▇▇. ▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Vice President
▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇
▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Telephone: (▇▇▇) ▇▇▇-▇▇▇▇
Telecopier: (▇▇▇) ▇▇▇-▇▇▇▇
Telex (Answerback): 21574
15. CUSTODIAN'S RESPONSIBILITIES AND LIABILITIES:
(a) Custodian's duties and responsibilities shall be limited to those
expressly set forth in this Agreement, or as otherwise agreed by Custodian in
writing. In carrying out its
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responsibilities, Custodian shall exercise no less than the same degree of care
and diligence it usually exercises with respect to similar property of its own.
(b) Custodian (i) shall not be required to maintain any special insurance
for the benefit of Principal, and (ii) shall not be liable or responsible for
any loss of or damage to Securities resulting from any causes beyond
Custodian's reasonable control including, without limitations, acts of God,
war, government action, civil commotion, fire, earthquake, or other casualty or
disaster. However, Custodian shall use reasonable efforts to replace
Securities lost or damaged due to such causes with securities of the same class
and issue with all rights and privileges pertaining thereto. The Custodian
shall be liable to the Principal for any loss which shall occur as the result
of the failure of a Sub-Custodian to exercise reasonable care with respect to
the safekeeping of assets to the same extent that the Custodian would be liable
to the Principal if the Custodian were holding such securities and cash in
their own premises. The Custodian shall be liable to the Principal only to the
extent of the Principal's direct damages, to be determined based on the market
value of the property which is subject to loss and without reference to any
special conditions or circumstances.
(c) The parties intend that Custodian shall not be considered a fiduciary
of the Account. Accordingly, Custodian shall have no power to make decisions
regarding any policy, interpretation, practice, or procedure with respect to
the Account, but shall perform the ministerial and administrative functions
described in this Agreement as provided herein and within the framework of
policies, interpretations, rules, practices, and procedures made by Principal
or an investment manager, where applicable, as the same shall be reflected in
instructions to Custodian from Principal or any Investment Manager.
(d) Custodian shall not be required to appear in or defend any legal
proceedings with respect to the Account or the Securities unless Custodian has
been indemnified to its reasonable satisfaction against loss and expense
(including reasonable attorneys' fees).
(e) With respect to legal proceedings referred to in paragraph 15.(d) of
this agreement, Custodian may consult with counsel acceptable to it after
written notification to Principal concerning its duties and responsibilities
under this Agreement, and shall not be liable for any action taken or not taken
in good faith on the advice of such counsel.
16. INDEMNITIES.
(a) Principal hereby agrees to indemnify Custodian against all liability,
claims, demands, damages, losses, and costs, including reasonable attorneys'
fees and expenses of legal proceedings, resulting from Custodian's compliance
with instructions from Principal or any Investment Manager and the terms of
this Agreement, except where Custodian has acted with negligence or willful
misconduct.
(b) Custodian's right to indemnity under Paragraph 16.(a) of this
Agreement shall survive the termination of this Agreement.
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17. COMPENSATION; EXPENSES. Principal shall reimburse Custodian for all
reasonable out-of-pocket expenses and processing costs incurred by Custodian in
the administration of the Account including, without limitation, reasonable
counsel fees incurred by Custodian pursuant to Paragraph 15.(e) of this
Agreement. Principal also shall pay Custodian reasonable compensation for its
services hereunder as specified in Appendix B. Custodian shall be entitled to
withdraw such expenses or compensation from the Account if Principal fails to
pay the same to Custodian within 45 days after Custodian has sent an
appropriate billing to Principal; provided, however, that Custodian will give
Principal ten (10) days prior written notice before withdrawing such funds.
18. AMENDMENT; TERMINATION. This Agreement may be amended at any time by a
written instrument signed by the parties. Either party may terminate this
Agreement and the Account upon 90 days' written notice to the other unless the
parties agree on a different time period. Upon such termination, Custodian
shall deliver or cause to be delivered the Securities, less any amounts due and
owing to Custodian under this Agreement, to a successor custodian designated by
Principal or, if a successor custodian has not accepted an appointment by the
effective date of termination of the Account, to Principal. Upon completion of
such delivery Custodian shall be discharged of any further liability or
responsibility with respect to the Securities so delivered.
19. SUCCESSORS. This Agreement shall be binding upon and inure to the
benefit of the parties hereto and their successors in interest. Without
consent of the parties, this agreement cannot be assigned to any third party.
20. GOVERNING LAW. The validity, construction, and administration of this
Agreement shall be governed by the applicable laws of the United States from
time to time in force and effect and, to the extent not preempted by such laws
of the United States, by the laws of the State of California from time to time
in force and effect.
21. EFFECTIVE DATE. This Agreement shall be effective as of the date
appearing below, and shall supersede any prior or existing agreements between
the parties pertaining to the subject matter hereof.
Date: July 30, 1995
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By: /s/ ▇▇▇ ▇. ▇▇▇▇▇▇
--------------------------
Authorized Signature
"Principal"
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The Bank of California, National Association
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇
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Title: Vice President
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By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇
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Title: Vice President
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"Custodian"
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APPENDIX A
MITSUBISHI GLOBAL CUSTODY SUB-CUSTODIAN NETWORK SUMMARY
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LAST REPORTED CREDIT RATINGS
------------- ---------------------------
MARKET SUB-CUSTODIAN EQUITY IBCA ▇▇▇▇▇'▇ S&P
------ ------------- ------ ---- ------- ---
Argentina Citibank $11,067 AA- A1 A+
Australia National Australia Bank $ 5,830 AA Aa3 AA
Austria Creditansalt-Bankverein $ 1,791 A+ ▇▇▇ ▇-▇
▇▇▇▇▇▇▇ Kredietbank $ 2,381 AA Aa2 A+
(1)Brazil Citibank $11,067 AA- A1 A+
Canada Royal Bank of Canada $ 6,066 AA- A1 A+
Chile Citibank $11,067 AA- Aa2 AA-
(1)China/Shenzen Standard Chartered Bank $ 1,982 A A2 -NR-
Denmark Den Danske Bank $ 2,960 AA- Aa3 A
Euro-CDs First National Bank of Chicago $ 4,264 A+ A1 A+
Finland Union Bank of Finland $ 1,354 A- A3 BBB
France Banque Indosuez $ 2,655 AA- A1 A+
Germany Dresdner Bank $ 7,077 AA+ Aaa A-1+
Hong Kong Hong King & Shanghai Bank $ 7,827 AA- A3 ▇-▇
▇▇▇▇▇▇ Standard Chartered Bank $ 1,982 A A2 -NR-
Indonesia Standard Chartered Bank $ 1,982 A A2 -NR-
Ireland Allied Irish Banks $ 1,784 A+ A1 A
Italy Banca Commerciale Italiana $ 3,631 AA- A1 A
Japan Mitsubishi Bank Limited $15,398 AA Aa3 AA-
(1)Korea (Rep. of) Standard Chartered Bank $ 1,982 A A2 -NR-
Malaysia Malayan Banking Berhad $ 1,330 A(2) -NR- -NR-
Mexico Citibank $11,067 AA- A1 A+
____________________
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Please see your Relationship Manager for further details.
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APPENDIX A
MITSUBISHI GLOBAL CUSTODY SUB-CUSTODIAN NETWORK SUMMARY
--------------------------------------------------------------------------------------------------
LAST REPORTED CREDIT RATINGS
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MARKET SUB-CUSTODIAN EQUITY IBCA ▇▇▇▇▇'▇ S&P
------ ------------- ------ ---- ------- ---
Netherlands MeesPierson N.V. $ 1,019 A1 -NR- -NR-
New Zealand National Australia Bank $ 5,830 AA Aa3 AA
Norway Christiania Bank $ 715 A ▇▇ ▇-▇
▇▇▇▇▇▇▇▇▇▇▇ Standard Chartered Bank $ 1,982 A A2 -NR-
Portugal Banco ▇▇▇▇▇ & Acores $ ▇▇▇ ▇ ▇▇ ▇-
▇▇▇▇▇▇▇▇▇ DBS Bank $ 2,860 AA2 -NR- -NR-
Spain Banco Bilbao Vizcaya $ 5,211 AA Aa2 AA-
Sweden Svenska Handelsbanken $ 2,528 AA- A1 A
Switzerland Union Bank of Switzerland $14,076 AAA Aaa AAA
(1)Taiwan Standard Chartered Bank $ 1,982 A A2 -NR-
Thailand Hong Kong & Shanghai Bank $ 7,827 AA- A3 A-1
U.K. Midland Bank $ 4,214 AA- Aa3 A
(1)Venezuela Citibank $11,067 AA- A1 A+
