Exhibit 99.(h)(8)
SEVENTH AMENDMENT TO THE TRANSFER AGENCY AGREEMENT
AGREEMENT made by and between State Street Bank and Trust Company (the
"Transfer Agent") and the ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Fund, Inc. (the "Fund").
WHEREAS, the Transfer Agent and the Fund are parties to a Transfer
Agency Agreement dated October 12, 1988, as amended April 30, 1990, March 18,
1992, April 19, 1994, August 21, 1995, July 16, 1996 and February 22, 1999 (the
"Transfer Agency Agreement"); and
WHEREAS, effective May 3, 1999, the name of the ▇▇▇▇▇▇▇▇▇ International
Value Portfolio of the Fund will be changed to the ▇▇▇▇▇▇▇▇▇ Tax-Managed
International Value Portfolio;
NOW, THEREFORE, in consideration of the premises and covenants
contained herein, the Transfer Agent and the Fund hereby agree that in
accordance with Paragraph 10 of the Transfer Agency Agreement, all references in
the Transfer Agency Agreement to the "▇▇▇▇▇▇▇▇▇ International Value Portfolio"
are hereby changed to the "▇▇▇▇▇▇▇▇▇ Tax-Managed International Value Portfolio."
IN WITNESS WHEREOF, each of the parties has caused this instrument to
be executed in its name and behalf by its duly authorized representative and its
seal to be hereunder affixed as of the 3rd day of May, 1999.
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ FUND, INC.
By:
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▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, Secretary
ATTEST:
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STATE STREET BANK AND TRUST COMPANY
By:
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Name:
Title:
ATTEST:
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Print Name
