Exhibit 99.B(g)(2)

AMENDMENT AND ASSIGNMENT OF
SEI INSTITUTIONAL INTERNATIONAL TRUST CUSTODY AGREEMENT

THIS AMENDMENT AND ASSIGNMENT dated this 16th day of August, 2006 to Mutual Fund Custody Agreement dated as of September 17, 2004 (the “Agreement”), by and between SEI Institutional International Trust (the “Fund”), a Massachusetts business trust and Wachovia Bank, National Association (“Wachovia”), shall be as follows:

WHEREAS, the Fund and Wachovia have previously entered into the Agreement and Fund has established and/or has an interest in one or more custodial accounts (each an “Account”) with Wachovia pursuant to the terms of the Agreement.

WHEREAS, effective December 30, 2005, Wachovia Corporation sold its institutional custody services business to U.S. Bank National Association (“U.S. Bank”).

WHEREAS, the parties desire to amend the Agreement to assign the Agreement from Wachovia to U.S. Bank; and

WHEREAS, section 31 of the Agreement allows for its amendment by a written instrument executed by both parties.

NOW, THEREFORE, the parties agree as follows:

Effective August 16th, 2006, all references to Wachovia Bank, N.A. in the Agreement should be replaced with U.S. Bank, N.A.

U.S. Bank represents that it is a national bank authorized to accept and execute custody arrangements under the authority granted to it by the United States Department of the Treasury, Office of the Comptroller of the Currency. U.S. Bank hereby: (i) confirms it is qualified to establish and maintain the Account(s) and act as custodian to the Fund; (ii) confirms the assignment and its acceptance of the powers, rights, functions, duties and interests as successor to Wachovia under the Agreement; (iii) represents that it is eligible, and satisfies all applicable requirements and qualifications to become successor custodian, and (iv) agrees to perform each of such duties and obligations provided in the Agreement and subject to the provisions currently set forth therein.

Except to the extent supplemented hereby, the Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment and Assignment to be executed by a duly authorized officer on one or more counterparts as of the date and year first written above.

SEI INSTITUTIONAL INTERNATIONAL TRUST		U.S. BANK, N.A.
By:	/s/ Sofia A. Rosala	By:	/s/ Michael R. McVoy
Name: Sofia A. Rosala		Name: Michael R. McVoy
Title: Vice President		Title: Vice President