EX-99.(9)(V) 4 dex999v.txt AMENDED MASTER CUSTODY AGREEMENT EX-99(9)(v) AMENDMENT Amendment made as of May 16, 2001 to that certain Master Custody Agreement dated as of February 16, 1996, as thereafter amended, between each of the investment companies listed on Schedule 1 hereto (each, a "Fund") and The Bank of New York ("Custodian") (such Master Custody Agreement hereinafter referred to as the "Custody Agreement"). W I T N E S S E T H : WHEREAS, Rule 17f-7 under the Investment Company Act of 1940, as amended (the "Rule"), was adopted on June 12, 2000 by the Securities and Exchange Commission; WHEREAS, the Fund and Custodian desire to amend the Custody Agreement to conform with the Rule; NOW, THEREFORE, the Fund and Custodian hereby agree as follows: A. The following new Article is hereby added to the Custody Agreement: FOREIGN DEPOSITORIES As used in this Article, the term "Foreign Depository" shall mean (a) Euroclear, (b) Clearstream Banking, societe anonyme, (c) each Eligible Securities Depository as defined in Rule 17f-7 under the Investment Company Act of 1940, as amended (the "Rule"), identified by Custodian to the Fund or its investment adviser(s) ("Adviser") from time to time, and (d) the respective successors and nominees of the foregoing. Notwithstanding any other provision in this Agreement, the Fund hereby represents and warrants, which representations and warranties shall be continuing and shall be deemed to be reaffirmed upon any delivery of a Certificate or any giving of Oral Instructions, Instructions, or Written Instructions, as the case may be, that the Fund or its Adviser has determined that the custody arrangements of each Foreign Depository provide reasonable safeguards against the custody risks associated with maintaining assets with such Foreign Depository within the meaning of the Rule. With respect to each Foreign Depository, Custodian shall exercise reasonable care, prudence, and diligence such as a person having responsibility for the safekeeping of the Fund's Foreign Assets (as defined in the Rule) would exercise: (i) to provide the Fund or Adviser with an analysis of the custody risks associated with maintaining assets with the Foreign Depository, and (ii) to monitor such custody risks on a continuing basis and promptly notify the Fund or Adviser of any material change in such risks. The Fund acknowledges and agrees that such analysis and monitoring shall be made on the basis of, and limited by, information gathered from Subcustodians or through publicly available information otherwise obtained by Custodian, and shall not include any evaluation of Country Risks. As used herein the term "Country Risks" shall mean with respect to any Foreign Depository: (a) the financial infrastructure of the country in which it is organized, (b) such country's prevailing settlement practices, (c) nationalization, expropriation or other governmental actions, (d) such country's regulation of the banking or securities industry, (e) currency controls, restrictions, devaluations or fluctuations, and (f) market conditions which affect the orderly execution of securities transactions or affect the value of securities. B. This Amendment may be executed in any number of counterparts, each of which shall be deemed to be an original, but such counterparts, shall, together, constitute only one amendment. IN WITNESS WHEREOF, the Fund and Custodian have caused this Amendment to be executed by their respective officers, thereunto duly authorized, as of the day and year first above written. EACH INVESTMENT COMPANY LISTED ON SCHEDULE 1 HERETO By: /s/ Murray L. Simpson --------------------- Title: Vice President Tax Identification No: THE BANK OF NEW YORK By: /s/ Ira R. Rosner ----------------- Title: Ira R. Rosner Vice President AMENDMENT TO MASTER CUSTODY AGREEMENT SCHEDULE 1 The following is a list of the Investment Companies and their respective Series for which the Custodian shall serve under the Foreign Custody Manager Agreement dated as of _______________________.
------------------------------------------------------------------------------------------------------------------------- INVESTMENT COMPANY ORGANIZATION SERIES ---(if applicable) ------------------------------------------------------------------------------------------------------------------------- Franklin Custodian Funds, Inc. Maryland Corporation DynaTech Series Growth Series Income Series Utilities Series Franklin Floating Rate Master Trust Delaware Business Trust Franklin Floating Rate Master Series Franklin Gold and Precious Metals Fund Delaware Business Trust Franklin Growth and Income Fund Delaware Business Trust Franklin High Income Trust Delaware Business Trust AGE High Income Fund Franklin Investors Securities Trust Fund Massachusetts Business Trust Franklin Convertible Securities Franklin Equity Income Fund Franklin Floating Rate Daily Access Fund Franklin Global Government Income Fund Franklin Total Return Fund Franklin Managed Trust Delaware Business Trust Franklin Rising Dividends Fund ------------------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------------------- INVESTMENT COMPANY ORGANIZATION SERIES ---(if applicable) ------------------------------------------------------------------------------------------------------------------------- Franklin Mutual Series Fund Inc. Maryland Corporation Mutual Beacon Fund Mutual Discovery Fund Mutual European Fund Mutual Financial Services Fund Mutual Qualified Fund Mutual Shares Fund Franklin Real Estate Securities Trust Delaware Business Trust Franklin Real Estate Securities Fund Franklin Strategic Mortgage Portfolio Delaware Business Trust Franklin Strategic Series Delaware Business Trust Franklin Aggressive Growth Fund Franklin Biotechnology Discovery Fund Franklin Blue Chip Fund Franklin Global Communications Fund Franklin Global Health Care Fund Franklin Large Cap Growth Fund Franklin Natural Resources Fund
Franklin Small Cap Growth Fund I Franklin Small Cap Growth Fund II Franklin Strategic Income Fund Franklin Technology Fund Franklin U.S. Long-Short Fund Franklin Templeton Fund Allocator Series Franklin Templeton Conservative Target Fund Franklin Templeton Moderate Target Fund Franklin Templeton Growth Target Fund Franklin Templeton International Trust Templeton Pacific Growth Fund Franklin Templeton Variable Massachusetts Business Trust Franklin Aggressive Growth Securities Fund Insurance Products Trust Franklin Global Communications Securities Fund Franklin Global Health Care Securities Fund Franklin Growth and Income Securities Fund
------------------------------------------------------------------------------------------------------------------------------- INVESTMENT COMPANY ORGANIZATION SERIES ---(if applicable) ------------------------------------------------------------------------------------------------------------------------------- Franklin Templeton Variable Franklin High Income Fund Insurance Products Trust (continued) Franklin Income Securities Fund Franklin Large Cap Growth Securities Fund Franklin Money Market Fund Franklin Natural Resources Securities Fund Franklin Real Estate Fund Franklin Rising Dividends Securities Fund Franklin Small Cap Fund Franklin Strategic Income Securities Fund Franklin S&P 500 Index Fund Franklin Technology Securities Fund Franklin U.S. Government Fund Franklin Value Securities Fund Franklin Zero Coupon Fund - 2005 Franklin Zero Coupon Fund - 2010 Mutual Discovery Securities Fund Mutual Shares Securities Fund Templeton Global Income Securities Fund Franklin Value Investors Trust Massachusetts Business Trust Franklin Balance Sheet Investment Fund Franklin Large Cap Value Fund Franklin MicroCap Value Fund Franklin Value Fund CLOSED END FUNDS: Franklin Floating Rate Trust Delaware Business Trust Franklin Multi-Income Trust Massachusetts Business Trust Franklin Universal Trust Massachusetts Business Trust -------------------------------------------------------------------------------------------------------------------------------