EXHIBIT (g)
AMENDMENT TO CUSTODIAN CONTRACT
Amendment dated as of _______________, 2004, to the custodian contract,
dated June 23, 1992, as amended, by and between State Street Bank and Trust
Company (the "Custodian") and The Preferred Group of Mutual Funds (the "Fund")
(the "Contract").
In consideration of the promises and covenants contained herein, the
Custodian and the Fund hereby agree to amend and replace Article 5 of the
Contract as follows:
5. Proper Instructions
"PROPER INSTRUCTIONS", which may also be standing instructions, as used
throughout this Contract shall mean instructions received by the Custodian from
the Fund, or from the Fund's investment manager or subadvisor, as duly
authorized by the Fund. Such instructions may be in writing signed by the
authorized person or persons or may be in a tested communication or in a
communication utilizing access codes effected between electro-mechanical or
electronic devices or may be by such other means and utilizing such intermediary
systems and utilities as may be agreed to from time to time by the Custodian and
the person giving such instructions, provided that the Fund has followed any
security procedures agreed to from time to time by the Fund and the Custodian,
including, but not limited to, the security procedures selected by the Fund in
the Funds Transfer Addendum to this Contract. Oral instructions will be
considered Proper Instructions if the Custodian reasonably believes them to have
been given by a person authorized to give such instructions with respect to the
transaction involved. The Fund or the Fund's investment manager or subadvisor
shall cause all oral instructions to be confirmed promptly in writing. For
purposes of this Section, Proper Instructions shall include instructions
received by the Custodian pursuant to any multi-party agreement which requires a
segregated asset account in accordance with Section 2.11 of this Contract. The
Fund or the Fund's investment manager or subadviser shall cause its duly
authorized officer to certify to the Custodian in writing the names and specimen
signatures of persons authorized to give Proper Instructions. The Custodian
shall be entitled to rely upon the identity and authority of such persons until
it receives notice from the Fund to the contrary.
IN WITNESS WHEREOF, each of the parties has caused this instrument to
be executed in its name and on its behalf by its duly authorized representative
as of the date written above.
THE PREFERRED GROUP OF MUTUAL FUNDS
By:___________________________
Its: ____________________________
STATE STREET BANK AND TRUST COMPANY
By: _____________________________
Xxxxxx X. Xxxxxx
Executive Vice President
