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Exhibit 99.(j)(2)
Execution Version
AMENDMENT
TO CUSTODY AGREEMENT
Amendment made as of March 30, 2022 (the “Effective Date”) to that certain Custody Agreement dated as of November 7, 2002, as amended from time to time, between each Fund listed on the attached Schedule A thereto, including any series thereof (each, a “Fund”) and The Bank of New York Mellon (formerly, The Bank of New York) (“Custodian”) (such Custody Agreement, as amended, hereinafter referred to as the “Custody Agreement”). Capitalized terms not otherwise defined herein shall have the meaning assigned to them pursuant to the Custody Agreement.
WHEREAS, the parties wish to amend the Custody Agreement to add certain Funds, as parties to the Custody Agreement;
NOW, THEREFORE, for and in consideration of the mutual promises hereinafter set forth, the parties hereto agree as follows:
| 1. | Schedule A of the Custody Agreement shall be amended as set forth in Exhibit I to this Amendment, attached hereto and made a part hereof. |
| 2. | Each party represents to the other that this Amendment has been duly executed. |
| 3. | Schedule A of the Custody Agreement, as amended by Exhibit I to this Amendment, shall become effective for each Fund as of the date of first service as listed in Exhibit I hereto upon execution by the parties hereto. From and after the execution hereof, any reference to the Custody Agreement shall be a reference to the Custody Agreement as amended hereby. Except as amended hereby, the Custody Agreement shall remain in full force and effect. |
| 4. | The parties expressly agree that this Amendment shall terminate upon the effective date of the termination of the Custody Agreement. |
| 5. | The parties expressly agree that this Amendment may be executed in one or more counterparts and expressly agree that such execution may occur by manual signature on a physically delivered copy of this Amendment, by a manual signature on a copy of this Amendment transmitted by facsimile transmission, by a manual signature on a copy of this Amendment transmitted as an imaged document attached to an email, or by “Electronic Signature”, which is hereby defined to mean inserting an image, representation or symbol of a signature into an electronic copy of this Amendment by electronic, digital or other technological methods. Each counterpart executed in accordance with the foregoing shall be deemed an original, with all such counterparts together constituting one and the same instrument. The exchange of executed counterparts of this Amendment or of executed signature pages to counterparts of this Amendment, in either case by facsimile transmission or as an imaged document attached to an email transmission, shall constitute effective execution and delivery of this Amendment and may be used for all purposes in lieu of a manually executed and physically delivered copy of this Amendment. |
| 6. | If any provision of the Agreement including this Amendment is found to be invalid, illegal or unenforceable, no other provision of the Agreement or this Amendment shall be affected, and all other provisions shall be enforced to the full extent of the law. |
| 7. | This Amendment shall be governed by the laws of the State of New York, without regard to its principles of conflicts of laws. |
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their duly authorized officers and their seals to be hereunto affixed, all as of the Effective Date. An authorized representative, if executing this Amendment by Electronic Signature, affirms authorization to execute this Amendment by Electronic Signature and that the Electronic Signature represents an intent to enter into this Amendment and an agreement with its terms.
| EACH FUND LISTED ON EXHIBIT I HERETO | ||
| By: | /s/ Christian J. Kelly | |
| Name: | Christian J. Kelly | |
| Title: | Assistant Treasurer | |
| THE BANK OF NEW YORK MELLON | ||
| By: | /s/ Richard Menia | |
| Name: | Richard Menia | |
| Title: | Vice President | |
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Exhibit I
SCHEDULE A TO THE CUSTODY AGREEMENT
INSURANCE FUNDS
| RIC/Fund Name | Former Name | Date of First Service |
|
Advanced Series Trust |
||
| AST AllianzGI World Trends Portfolios | AST RCM World Trends Portfolio and AST Moderate Asset Allocation Portfolio | 3/1/13 |
| AST American Funds Growth Allocation Portfolio | 4/5/18 | |
| AST BlackRock 60/40 Target Allocation ETF Portfolio | 12/11/18 | |
| AST BlackRock 80/20 Target Allocation ETF Portfolio | 12/11/18 | |
| AST BlackRock Corporate Bond Portfolio | 7/1/19 | |
| AST BlackRock Low Duration Bond Portfolio | PIMCO Limited Maturity Bond Portfolio | 7/1/15 |
| AST BlackRock/Loomis Sayles Bond Portfolio | 1/1/15 | |
| AST Bond Portfolio 2021 | 12/31/09 | |
| AST Bond Portfolio 2022 | 12/31/10 | |
| AST Bond Portfolio 2023 | 12/28/11 | |
| AST Bond Portfolio 2024 | 11/14/12 | |
| AST Bond Portfolio 2025 | 12/5/13 | |
| AST Bond Portfolio 2026 | 1/2/15 | |
| AST Bond Portfolio 2027 | 12/21/15 | |
| AST Bond Portfolio 2028 | 12/15/16 | |
| AST Bond Portfolio 2029 | 12/1/17 | |
| AST Bond Portfolio 2030 | 12/11/18 | |
| AST Bond Portfolio 2031 | 12/2/19 | |
| AST Bond Portfolio 2032 | ` | 12/11/20 |
| AST Bond Portfolio 2033 | 12/1/21 | |
| AST ClearBridge Dividend Growth Portfolio | 2/1/13 | |
| AST Dimensional Global Core Allocation Portfolio | 11/18/2019 | |
| AST Fidelity Institutional AM® Quantitative Portfolio | AST FI Pyramis Quantitative Portfolio and AST First Trust Balanced Target Portfolio | 2/1/14 |
| AST Global Bond Portfolio | AST Wellington Management Global Bond Portfolio | 7/8/15 |
| AST Investment Grade Bond Portfolio | 1/28/08 | |
| AST Jennison Large-Cap Growth Portfolio | 9/25/09 | |
| AST Large-Cap Core Portfolio | AST QMA Large-Cap Portfolio | 4/1/13 |
| AST Franklin 85/15 Diversified Allocation Portfolio | AST Legg Mason Diversified Growth Portfolio | 7/1/14 |
| AST MFS Growth Allocation Portfolio | AST New Discovery Asset Allocation Portfolio | 3/25/12 |
| AST MFS Large-Cap Value Portfolio | 8/20/12 | |
| AST Multi-Sector Fixed-Income Portfolio | AST Long Duration Bond Portfolio | 2/25/13 |
| AST PIMCO Corporate Bond Portfolio | 7/1/19 |
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| AST Prudential Core Bond Portfolio | 10/5/11 | |
| AST Prudential Corporate Bond Portfolio | 7/1/19 | |
| AST Prudential Flexible Multi-Strategy Portfolio | 4/15/14 | |
| AST QMA International Core Equity Portfolio | 1/5/15 | |
| AST QMA US Equity Alpha Portfolio | 4/1/13 | |
| AST Small-Cap Growth Opportunities Portfolio | 11/1/14 | |
| AST T. Rowe Price Corporate Bond Portfolio | 7/1/19 | |
| AST T. Rowe Price Diversified Real Growth Portfolio | 4/15/14 | |
| AST T. Rowe Price Growth Opportunities Portfolio | 12/5/13 | |
| AST T. Rowe Price Large-Cap Value Portfolio | AST Value Equity Portfolio and AST Herndon Large-Cap Value Portfolio | 10/1/16 |
| AST Wellington Management Hedged Equity Portfolio | AST Aggressive Asset Allocation Portfolio | 5/1/11 |
| AST Western Asset Core Plus Bond Portfolio | 11/1/2007 | |
| AST Western Asset Corporate Bond Portfolio | 7/1/19 | |
| AST Western Asset Emerging Markets Debt Portfolio | 8/20/12 | |
|
The Prudential Series Fund |
||
| PSF PGIM 50/50 Balanced Portfolio | Conservative Balanced Portfolio | 7/25/05 |
| PSF PGIM Total Return Bond Portfolio | Diversified Bond Portfolio | 7/25/05 |
| PSF PGIM Flexible Managed Portfolio | Flexible Managed Portfolio | 7/25/05 |
| PSF Global Portfolio | Global Portfolio | 7/25/05 |
| PSF PGIM Government Income Portfolio | Government Income Portfolio | 7/25/05 |
| PSF PGIM Government Money Market Portfolio | Government Money Market Portfolio, Money Market Portfolio | 9/12/05 |
| PSF PGIM High Yield Bond Portfolio | High Yield Bond Portfolio | 7/25/05 |
| PSF PGIM Jennison Growth Portfolio | Jennison Portfolio | 7/25/05 |
| PSF PGIM Jennison Focused Blend Portfolio | Jennison 20/20 Focus Portfolio | 7/25/05 |
| PSF Natural Resources Portfolio | Natural Resources Portfolio | 7/25/05 |
| PSF Small-Cap Stock Index Portfolio | Small Capitalization Stock Portfolio | 7/25/05 |
| PSF Stock Index Portfolio | Stock Index Portfolio | 7/25/05 |
| PSF PGIM Jennison Value Portfolio | Value Portfolio | 7/25/05 |
| PSF Mid-Cap Growth Portfolio | SP Prudential U.S. Emerging Growth Portfolio | 7/25/05 |
|
Prudential Gibraltar Fund |
7/25/05 |
RETAIL FUNDS
| RIC/Fund Name | Former Name | Date of First Service |
|
Prudential Global Total Return Fund, Inc. |
Dryden Global Total Return Fund, Inc. | |
| PGIM Global Total Return Fund | Prudential Global Total Return Fund, Prudential Global Total Return Fund, Inc. | 6/6/05 |
| PGIM Global Total Return (USD Hedged) Fund | Prudential Global Total Return (USD Hedged) Fund | 12/1/17 |
| Prudential Government Money Market Fund, Inc. | Prudential MoneyMart Assets, Inc., MoneyMart Assets, Inc. |
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| PGIM Government Money Market Fund | Prudential Government Money Market Fund, Inc. | 6/6/05 |
|
Prudential Investment Portfolios, Inc. |
||
| PGIM Balanced Fund | Prudential Balanced Fund, Prudential Asset Allocation Fund, Dryden Asset Allocation Fund, Dryden Active Allocation Fund | 6/6/05 |
| PGIM Jennison Focused Value Fund | PGIM Jennison Equity Opportunity Fund, Prudential Jennison Equity Opportunity Fund, Jennison Equity Opportunity Fund | 6/27/05 |
| PGIM Jennison Growth Fund | Prudential Jennison Growth Fund, Jennison Growth Fund | 6/27/05 |
|
Prudential Investment Portfolios 2 |
Dryden Core Investment Fund | |
| PGIM Quant Solutions Commodity Strategies Fund |
PGIM QMA Commodity Strategies Fund Prudential Commodity Strategies Fund |
11/1/16 |
| PGIM Commodity Strategies Subsidiary, Ltd. | Prudential Commodity Strategies Subsidiary, Ltd. | 11/1/16 |
| PGIM Core Conservative Bond Fund | Prudential Core Conservative Bond Fund | 11/1/16 |
| PGIM Core Short Term Bond Fund | Prudential Core Short Term Bond Fund, Short Term Bond Series | 6/6/05 |
| PGIM Core Ultra Short Bond Fund | Prudential Core Ultra Short Bond Fund, Prudential Core Taxable Money Market Fund, Taxable Money Market Series | 6/6/05 |
| PGIM Institutional Money Market Fund | Prudential Institutional Money Market Fund | 7/15/16 |
| PGIM Jennison Small-Cap Core Equity Fund | Prudential Jennison Small-Cap Core Equity Fund | 11/1/16 |
| PGIM Quant Solutions Emerging Markets Equity Fund | Prudential QMA Emerging Markets Equity Fund | 11/1/16 |
| PGIM Quant Solutions International Developed Markets Index Fund | Prudential QMA International Developed Markets Index Fund | 11/1/16 |
| PGIM Quant Solutions Mid-Cap Core Fund |
PGIM QMA Mid-Cap Core Equity Fund Prudential QMA Mid-Cap Core Equity Fund |
11/1/16 |
| PGIM Quant Solutions US Broad Market Index Fund |
PGIM QMA US Broad Market Index Fund Prudential QMA US Broad Market Index Fund |
11/1/16 |
| PGIM TIPS Fund | Prudential TIPS Fund | 11/1/16 |
| Prudential Investment Portfolios 3 | Jennison Dryden Opportunity Funds, Strategic Partners Opportunity Funds | |
| PGIM Jennison Focused Growth Fund | Prudential Jennison Select Growth Fund, Jennison Select Growth Fund, Strategic Partners Focused Growth Fund | 12/9/02 |
| PGIM Quant Solutions Large-Cap Value Fund | PGIM QMA Large-Cap Value Fund | 4/1/14 |
| PGIM Strategic Bond Fund | Prudential Unconstrained Bond Fund, PGIM Unconstrained Bond Fund | 6/1/15 |
| PGIM Global Dynamic Bond Fund | Prudential Global Absolute Return Bond Fund, PGIM Global Absolute Return Bond Fund | 10/1/15 |
| PGIM Wadhwani Systematic Absolute Return Fund | PGIM QMAW Systematic Absolute Return Fund | 09/28/21 |
|
Prudential Investment Portfolios 4 |
Dryden Municipal Bond Fund | |
| PGIM Muni High Income Fund | Prudential Muni High Income Fund, High Income Series | 6/6/05 |
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|
Prudential Investment Portfolios 5 |
Strategic Partners Style Specific Funds | |
| PGIM 60/40 Allocation Fund | 9/1/15 | |
| Prudential Day One Income Fund | 11/1/16 | |
| Prudential Day One 2015 Fund | 11/1/16 | |
| Prudential Day One 2020 Fund | 11/1/16 | |
| Prudential Day One 2025 Fund | 11/1/16 | |
| Prudential Day One 2030 Fund | 11/1/16 | |
| Prudential Day One 2035 Fund | 11/1/16 | |
| Prudential Day One 2040 Fund | 11/1/16 | |
| Prudential Day One 2045 Fund | 11/1/16 | |
| Prudential Day One 2050 Fund | 11/1/16 | |
| Prudential Day One 2055 Fund | 11/1/16 | |
| Prudential Day One 2060 Fund | 11/1/16 | |
| Prudential Day One 2065 Fund | 12/16/19 | |
| PGIM Jennison Diversified Growth Fund | Prudential Jennison Diversified Growth Fund and Prudential Jennison Conservative Growth Fund | 11/18/02 |
| PGIM Jennison Rising Dividend Fund | Prudential Jennison Rising Dividend Fund | 3/5/14 |
|
Prudential Investment Portfolios 6 |
Dryden California Municipal Fund | |
| PGIM California Muni Income Fund | Prudential California Muni Income Fund | 9/12/05 |
|
Prudential Investment Portfolios 7 |
JennisonDryden Portfolios | |
| PGIM Jennison Value Fund | Prudential Jennison Value Fund | 6/27/05 |
|
Prudential Investment Portfolios 8 |
Dryden Index Series Fund | |
| PGIM Quant Solutions Stock Index Fund |
PGIM QMA Stock Index Fund Prudential QMA Stock Index Fund, Prudential Stock Index Fund |
6/27/05 |
| PGIM Securitized Credit Fund | 7/1/19 | |
|
Prudential Investment Portfolios 9 |
Dryden Tax-Managed Funds | |
| PGIM Absolute Return Bond Fund | Prudential Absolute Return Bond Fund | 3/30/11 |
| PGIM International Bond Fund | Prudential International Bond Fund | 11/1/16 |
| PGIM Quant Solutions Large-Cap Core Fund |
PGIM QMA Large-Cap Core Equity Fund Prudential QMA Large-Cap Core Equity Fund, Prudential Large-Cap Core Equity Fund, Dryden Large-Cap Core Equity Fund |
6/27/05 |
| PGIM Select Real Estate Fund | Prudential Select Real Estate Fund | 7/7/14 |
| PGIM Real Estate Income Fund | Prudential Real Estate Income Fund | 6/1/15 |
|
Prudential Investment Portfolios 12 |
Prudential Global Real Estate Fund | |
| PGIM Short Duration Muni Fund | PGIM Short Duration Muni High Income Fund, Prudential Short Duration Muni High Income Fund | 5/28/14 |
| PGIM Jennison Technology Fund | 6/18/18 |
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| PGIM Jennison NextGeneration Global Opportunities Fund | 09/14/21 | |
| PGIM Jennison International Small-Mid Cap Opportunities Fund | 09/14/21 | |
|
Prudential Investment Portfolios, Inc. 14 |
Prudential Government Income Fund, Inc. | |
| PGIM Government Income Fund | Prudential Government Income Fund, Dryden Government Income Fund, Inc. | 7/25/05 |
| PGIM Floating Rate Income Fund | Prudential Floating Rate Income Fund | 3/30/11 |
| Prudential Investment Portfolios, Inc. 15 | Prudential High Yield Fund, Inc., Dryden High Yield Fund, Inc. | |
| PGIM Short Duration High Yield Income Fund | Prudential Short Duration High Yield Income Fund | 9/24/12 |
| PGIM High Yield Fund | Prudential High Yield Fund | 7/25/05 |
| PGIM ESG High Yield Fund | 12/8/21 | |
| Prudential Investment Portfolios 16 | ||
| PGIM Income Build Fund | 12/30/15 | |
| Prudential Investment Portfolios, Inc. 17 | Prudential Total Return Bond Fund, Inc., Dryden Total Return Bond Fund, Inc. | |
| PGIM Total Return Bond Fund | Prudential Total Return Bond Fund | 7/25/05 |
| PGIM Short Duration Multi-Sector Bond Fund | Prudential Short Duration Multi-Sector Bond Fund | 12/5/13 |
| PGIM ESG Total Return Bond Fund | 09/30/21 | |
| Prudential Investment Portfolios 18 | Prudential Jennison 20/20 Focus Fund, Jennison 20/20 Focus Fund | 6/27/05 |
| PGIM Jennison MLP Fund | Prudential Jennison MLP Fund | 12/5/13 |
| Prudential Jennison Blend Fund, Inc | Jennison Blend Fund, Inc., Strategic Partners Equity Fund, Inc. | |
| PGIM Jennison Blend Fund | Prudential Jennison Blend Fund, Inc | 9/12/05 |
| Prudential Jennison Mid-Cap Growth Fund, Inc. | Jennison Mid-Cap Growth Fund, Inc., Jennison U.S. Emerging Growth Fund, Inc. | |
| PGIM Jennison Mid-Cap Growth Fund | Prudential Jennison Mid-Cap Growth Fund, Inc. | 6/27/05 |
|
Prudential Jennison Natural Resources Fund, Inc. |
Jennison Natural Resources Fund, Inc. | |
| PGIM Jennison Natural Resources Fund | Prudential Jennison Natural Resources Fund, Inc. | 6/27/05 |
|
Prudential Jennison Small Company Fund, Inc. |
Jennison Small Company Fund, Inc. | |
| PGIM Jennison Small Company Fund | Prudential Jennison Small Company Fund, Inc. | 6/27/05 |
|
Prudential National Muni Fund, Inc. |
Dryden National Municipals Fund, Inc. | |
| PGIM National Muni Fund | Prudential National Muni Fund, Inc. | 9/12/05 |
|
Prudential Sector Funds |
Jennison Sector Funds, Inc. | |
| PGIM Jennison Financial Services Fund | Prudential Jennison Financial Services Fund and Prudential Financial Services Fund | 6/27/05 |
| PGIM Jennison Health Sciences Fund | Prudential Health Sciences Fund d/b/a Prudential Jennison Health Sciences Fund, Jennison Health Sciences Fund | 6/27/05 |
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| PGIM Jennison Utility Fund | Prudential Utility Fund d/b/a Prudential Jennison Utility Fund, Jennison Utility Fund | 6/27/05 |
|
Prudential Short-Term Corporate Bond Fund, Inc. |
Dryden Short-Term Bond Fund, Inc. | |
| PGIM Short-Term Corporate Bond Fund | Prudential Short-Term Corporate Bond Fund, Inc. | 6/6/05 |
|
Prudential World Fund, Inc. |
||
| PGIM Emerging Markets Debt Local Currency Fund | Prudential Emerging Markets Debt Local Currency Fund | 3/30/11 |
| PGIM Emerging Markets Debt Hard Currency Fund | Prudential Emerging Markets Debt Hard Currency Fund | 12/1/17 |
| PGIM Quant Solutions International Equity Fund |
PGIM QMA International Equity Fund Prudential QMA International Equity, Fund Prudential International Equity Fund |
6/6/05 |
| PGIM Jennison Emerging Markets Equity Opportunities Fund | Prudential Jennison Emerging Markets Equity Fund | 9/3/14 |
| PGIM Jennison Global Infrastructure Fund | Prudential Jennison Global Infrastructure Fund | 8/12/13 |
| PGIM Jennison Global Opportunities Fund | Prudential Jennison Global Opportunities Fund | 3/14/12 |
| PGIM Jennison International Opportunities Fund | Prudential Jennison International Opportunities Fund | 6/5/12 |
|
The Target Portfolio Trust |
||
| PGIM Corporate Bond Fund | 5/1/15 | |
| PGIM Quant Solutions Small Cap Value | 9/1/2017 | |
| PGIM Core Bond Fund | 2/1/15 |
CLOSED END FUNDS
| RIC/Fund Name | Former Name | Date of First Service |
| PGIM High Yield Bond Fund, Inc. | Prudential Short Duration High Yield Fund, Inc. | 3/8/12 |
| PGIM Global High Yield Fund, Inc. | Prudential Global Short Duration High Yield Fund, Inc. | 9/24/12 |
| PGIM Short Duration High Yield Opportunities Fund | 10/9/20 | |
| PGIM Private Real Estate Fund, Inc. | 3/30/2022 |
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