CUSTODY AGREEMENT



     AGREEMENT, dated as of November 7, 2002 between each Fund listed on the

attached Schedule A hereto, including any series thereof (each a "Fund") each

having its principal office and place of business at 100 Mulberry Street,

Newark, New Jersey 07102 (the "Fund") and The Bank of New York, a New York

corporation authorized to do a banking business having its principal office and

place of business at One Wall Street, New York, New York 10286 ("Custodian").



                              W I T N E S S E T H:



that for and in consideration of the mutual promises hereinafter set forth the

Fund and Custodian agree as follows:



                                    ARTICLE I

                                   DEFINITIONS



     Whenever used in this Agreement, the following words shall have the

meanings set forth below:



     1.  "AUTHORIZED PERSON" shall be any person, whether or not an officer or

employee of the Fund, duly authorized by the Fund's board to execute any

Certificate or to give any Oral Instruction with respect to one or more

Accounts, such persons to be designated in a Certificate annexed hereto as

Schedule I hereto or such other Certificate as may be received by Custodian from

time to time.



     2.  "BNY AFFILIATE" shall mean any office, branch or subsidiary of The Bank

of New York Company, Inc.



     3.  "BOOK-ENTRY SYSTEM" shall mean the Federal Reserve/Treasury book-entry

system for receiving and delivering securities, its successors and nominees.



     4.  "BUSINESS DAY" shall mean any day on which Custodian and relevant

Depositories are open for business.



     5.  "CERTIFICATE" shall mean any notice, instruction, or other instrument

in writing, authorized or required by this Agreement to be given to Custodian,

which is actually received by Custodian by letter or facsimile transmission and

signed on behalf of the Fund by an Authorized Person or a person reasonably

believed by Custodian to be an Authorized Person.



     6.  "COMPOSITE CURRENCY UNIT" shall mean the Euro or any other composite

currency unit consisting of the aggregate of specified amounts of specified

currencies, as such unit may be constituted from time to time.



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     7.  "DEPOSITORY" shall include (a) the Book-Entry System, (b) the

Depository Trust Company, (c) any other clearing agency or securities depository

registered with the Securities and Exchange Commission identified to the Fund

from time to time, and (d) the respective successors and nominees of the

foregoing.



     8.  "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, identified to the

Fund from time to time, and (d) the respective successors and nominees of the

foregoing.



     9.  "INSTRUCTIONS" shall mean communications transmitted by electronic or

telecommunications media, including S.W.I.F.T., computer-to-computer interface,

or dedicated transmission lines.



     10. "ORAL INSTRUCTIONS" shall mean verbal instructions received by

Custodian from an Authorized Person or from a person reasonably believed by

Custodian to be an Authorized Person.



     11. "SERIES" shall mean the various portfolios, if any, of the Funds listed

on Schedule A hereto, and if none are listed references to Series shall

be references to the Funds.



     12. "SECURITIES" shall include, without limitation, any common stock and

other equity securities, bonds, debentures and other debt securities, notes,

mortgages or other obligations, and any instruments representing rights to

receive, purchase, or subscribe for the same, or representing any other rights

or interests therein (whether represented by a certificate or held in a

Depository or by a Subcustodian).



     13. "SUBCUSTODIAN" shall mean a bank (including any branch thereof) or

other financial institution (other than a Foreign Depository) located outside

the U.S. which is utilized by Custodian in connection with the purchase, sale or

custody of Securities hereunder and identified to the Fund from time to time,

and their respective successors and nominees.



                                   ARTICLE II

                       APPOINTMENT OF CUSTODIAN; ACCOUNTS;

                   REPRESENTATIONS, WARRANTIES, AND COVENANTS



     1.   (a) The Fund hereby appoints Custodian as custodian of all Securities

and cash at any time delivered to Custodian during the term of this Agreement,

and authorizes Custodian to hold Securities in registered form in its name or

the name of its nominees. Custodian hereby accepts such appointment and agrees

to establish and maintain one or more securities accounts and cash accounts for

each Series in which Custodian will hold Securities and cash as provided herein.

Custodian shall maintain books and records segregating the assets of each Series

from the assets of any other Series. Such accounts (each, an "Account";

collectively, the "Accounts") shall be in the name of the Fund.



          (b) Custodian may from time to time establish on its books and records

such sub-accounts within each Account as the Fund and Custodian may agree upon

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