Exhibit (1)(d)
STATE STREET RESEARCH MONEY MARKET TRUST
Amendment No. 5 to
Second Amended and Restated
Master Trust Agreement
INSTRUMENT OF AMENDMENT
Pursuant to Article VII, Section 7.3 of the Second Amended and Restated
Master Trust Agreement of the State Street Research Money Market Trust (the
"Trust") dated June 1, 1993 (the "Master Trust Agreement"), as heretofore
amended, Section 5.3 of Article V of the Master Trust Agreement is updated,
effective as of the time heretofore approved, in its entirety to read as
follows:
"Section 5.3 Record Dates. For the purpose of determining the
Shareholders who are entitled to vote or act at any meeting or any
adjournment thereof, or who are entitled to participate in any dividend
or distribution, or for the purpose of any other action, the Trustees
may from time to time close the transfer books for such period, not
exceeding 30 days (except at or in connection with the termination of
the Trust), as the Trustees may determine; or without closing the
transfer books the Trustees may fix a reasonable date and time prior to
the date of any meeting of Shareholders or other action as the date and
time of record for the determination of Shareholders entitled to vote
at such meeting or any adjournment thereof or to be treated as
Shareholders of record for purposes of such other action, and any
Shareholder who was a Shareholder at the date and time so fixed shall
be entitled to vote at such meeting or any adjournment thereof or to be
treated as a Shareholder of record for purposes of such other action,
even though he has since that date and time disposed of his Shares, and
no Shareholder becoming such after that date and time shall be so
entitled to vote at such meeting or any adjournment thereof or to be
treated as a Shareholder of record for purposes of such other action."
IN WITNESS WHEREOF, the undersigned updates the Master Trust Agreement
as authorized.
/s/ Darman A. Wing
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Darman A. Wing
Assistant Secretary
