Midas Series Trust (Form: NSAR-B, Received: 02/26/2018 11:25:18)

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EX.99.77Q1

Midas Series Trust

A Delaware Trust

AMENDED BY-LAWS

Table of Contents

ARTICLE I PRINCIPAL OFFICE AND SEAL

Section 1.01. Principal Office.

Section 1.02. Delaware Office.

Section 1.03. Seal.

ARTICLE II SHAREHOLDERS

Section 2.01. Annual Meetings.

Section 2.02. Special Meetings.

Section 2.03. Notice of Meetings.

Section 2.04. Adjournment.

Section 2.05. Voting – Proxies.

Section 2.06. Concerning Validity of Proxies, Ballots, Etc.

Section 2.07. Organization.

Section 2.08. Record Date.

Section 2.09. Action Without Meeting.

Section 2.10. Abstentions and Broker Non-Votes.

ARTICLE III BOARD OF TRUSTEES

Section 3.01. Number and Term of Office.

Section 3.02. General Powers.

Section 3.03. Regular Meetings.

Section 3.04. Special Meetings.

Section 3.05. Meetings by Telephone

Section 3.06. Notice.

Section 3.07. Waiver of Notice.

Section 3.08. Quorum and Voting.

Section 3.09. Compensation.

Section 3.10. Action Without a Meeting.

ARTICLE IV COMMITTEES

Section 4.01. Establishment.

Section 4.02. Proceedings, Quorum and Manner of Acting.

Section 4.03. Powers of the Executive Committee.

Section 4.04. Other Committees.

ARTICLE V BOARD CHAIRMAN AND TRUST OFFICERS

Section 5.01. General.

Section 5.02. Election, Term of Office and Qualifications.

Section 5.03. Resignation.

Section 5.04. Removal.

Section 5.05. Vacancies and Newly Created Offices.

Section 5.06. Powers.

Section 5.07. Subordinate Officers.

Section 5.08. Remuneration.

Section 5.09. Surety Bond.

ARTICLE VI EXECUTION OF INSTRUMENTS, VOTING OF SECURITIES

Section 6.01. General.

Section 6.02. Checks, Notes, Drafts, Etc.

Section 6.03. Voting of Securities.

ARTICLE VII SHARES OF BENEFICIAL INTEREST

Section 7.01. No Share Certificates.

Section 7.02. Register.

Section 7.03. Transfer of Shares.

ARTICLE VIII MISCELLANEOUS

Section 8.01. Inspection of Records and Reports.

Section 8.02. Waiver of Notice.

Section 8.03. Severability

Section 8.04. Headings

Section 8.05. Exclusive Forum

ARTICLE IX AMENDMENTS

AMENDED BY-LAWS

Midas Series Trust

These Amended By-laws of Midas Series Trust, a Delaware statutory trust, are subject to the Trust Instrument of the Trust dated January 10, 2017, as from time to time amended, supplemented or restated (the "Trust Instrument"). Capitalized terms used herein and not herein defined have the same meanings as in the Trust Instrument. In the event of any inconsistency between the terms hereof and the terms of the Trust Instrument, the terms of the Trust Instrument control.

ARTICLE I
PRINCIPAL OFFICE AND SEAL

Section 1.01. Principal Office. The principal executive office of the Trust shall be located in the State of New York or such other location as the Trustees determine. The Trust may establish and maintain such other offices and places of business as the Board of Trustees may, from time to time, determine.

Section 1.02. Delaware Office. The registered office of the Trust in the State of Delaware is located at 919 North Market Street, Suite 425. The name of the registered agent of the Trust for service of process at such location is InCorp Services, Inc.

Section 1.03. Seal. The Board of Trustees may adopt a seal for the Trust in such form and with such inscription as the Trustees determine. The seal may be used by causing it or a facsimile to be impressed or affixed or printed or otherwise reproduced. Any Trustee or officer of the Trust shall have authority to affix the seal of the Trust to any document requiring the same.

ARTICLE II
SHAREHOLDERS

Section 2.01. Annual Meetings. There shall be no Shareholders' meetings for the election of Trustees and the transaction of other proper business except as provided herein or in the Trust Instrument or as otherwise required by law.

Section 2.02. Special Meetings. Special meetings of Shareholders may be called by the secretary whenever ordered by the Chairman of the Board of Trustees or the president. Special meetings of the Shareholders shall be called by the secretary upon the written request of the Shareholders as provided in the Trust Instrument, provided that (a) such request shall state the purposes of such meeting and the matters proposed to be acted on, and (b) the Shareholders requesting such meeting shall have paid to the Trust the reasonably estimated cost of preparing and mailing the notice thereof, which the secretary shall determine and specify to such Shareholders. No special meeting need be called upon the request of the Shareholders to consider any matter which is substantially the same as a matter voted upon at any special meeting of the Shareholders held during the preceding twelve months.

Section 2.03. Notice of Meetings. The secretary or an assistant secretary shall call a meeting of Shareholders by order pursuant to Section 2.02 by giving written notice of the place, date and hour, and general nature of the business to be transacted at that meeting not less than ten (10) days before the date of the meeting, to each Shareholder entitled to vote at such meeting. Notice of any meeting of Shareholders shall be (i) given either by hand delivery, telephone, overnight courier, facsimile, telex, telecopier, electronic mail, or other electronic means or by mail, postage prepaid, and (ii) addressed to the Shareholder at the address of that Shareholder appearing on the books of the Trust or its transfer agent. Notice shall be deemed to have been given at the time when delivered personally, deposited in the mail or sent by telegram or other means of written communication or electronic submission. Notice of any Shareholders' meeting need not be given to any Shareholder who shall sign a written waiver of such notice whether before or after the time of such meeting, which waiver shall be filed with the record of such meeting, or to any Shareholder who shall attend such meeting in person or by proxy. Irregularity in the notice of any meetings to, or the non-receipt of notice by, any of the Shareholders shall not invalidate any action otherwise by or at any such meeting.

Section 2.04. Adjournment. A Shareholders' meeting may be adjourned by the chairman of the meeting one or more times for any reason, including the failure of a quorum to be present at the meeting or the failure of any proposal to receive sufficient votes for approval. A Shareholders' meeting may be adjourned by the chairman of the meeting as to one or more proposals regardless of whether action has been taken on other matters. No notice of adjournment of a meeting to another time or place need be given to Shareholders if such time and place are announced at the meeting at which the adjournment is taken or reasonable notice is given to persons present at the meeting, and if the adjourned meeting is held within a reasonable time after the date set for the original meeting. Any business that might have been transacted at the original meeting may be transacted at any adjourned meeting. If, after the adjournment, a new record date is fixed for the adjourned meeting, the secretary shall give notice of the adjourned meeting to Shareholders of record entitled to vote at such meeting. Any irregularities in the notice of any meeting or the nonreceipt of any such notice by any of the Shareholders shall not invalidate any action otherwise properly taken at any such meeting.

Section 2.05. Voting – Proxies. At all meetings of the Shareholders, every Shareholder of record entitled to vote thereat shall be entitled to vote either in person or by proxy, which term shall include proxies provided by such Shareholder, or his duly authorized attorney, through written, electronic, telephonic, computerized, facsimile, telecommunications, telex or oral communication or by any other form of communication, each pursuant to such voting procedures and through such systems as are authorized by the Board of Trustees or one or more executive officers of the Trust. Notwithstanding the foregoing, if a proposal is submitted to a vote of the Shareholders of any Series or Class by anyone other than the officers or Trustees, or if there is a proxy contest or proxy solicitation or proposal in opposition to any proposal by the officers or Trustees, shares may be voted only in person or by written proxy.

Unless the proxy provides otherwise, it shall not be valid for more than eleven (11) months after the date such proxy is executed. All proxies shall be delivered to the secretary or other person responsible for recording the proceedings before being voted. A valid proxy which does not state that it is irrevocable shall continue in full force and effect unless (i) revoked by the person executing it before the vote pursuant to that proxy is taken (a) by a writing delivered to the Trust stating that the proxy is revoked, (b) by a subsequent proxy executed by such person, (c) attendance at the meeting and voting in person by the person executing that proxy, or (d) revocation by such person using any electronic, telephonic, computerized, or other alternative means authorized by the Trustees for authorizing the proxy to act; or (ii) written notice of the death or incapacity of the maker of that proxy is received by the Trust before the vote pursuant to that proxy is counted.

A proxy with respect to Shares held in the name of two or more persons shall be valid if executed by one of them unless at or prior to exercise of such proxy the Trust receives a specific written notice to the contrary from any one of them. Unless otherwise specifically limited by their terms, proxies shall entitle the Shareholder to vote at any adjournment of a Shareholders' meeting.

Section 2.06. Concerning Validity of Proxies, Ballots, Etc. At every meeting of the Shareholders, all proxies shall be received and taken in charge of and all ballots shall be received and canvassed by the secretary of the meeting, who shall decide all questions touching the qualification of voters, the validity of proxies, and the acceptance or rejection of votes, unless inspectors of election shall have been appointed as provided below in this section, in which event such inspectors of election shall decide all such questions.

At any election of Trustees, the Board of Trustees prior thereto may, or, if they have not so acted, the chairman of the meeting may, appoint two inspectors of election who shall first subscribe an oath or affirmation to execute faithfully the duties of inspectors at such election with strict impartiality and according to the best of their ability, and shall after the election make a certificate of the result of the vote taken. No candidate for the office of Trustee shall be appointed such inspector.

The chairman of a Shareholder meeting may permit or prohibit a vote by ballot to be taken upon any election or matter, in the chairman's sole discretion.

Section 2.07. Organization. At every meeting of Shareholders, the president, or in his or her absence, a vice president or secretary, or in the absence of any of the foregoing officers, a chairman chosen by majority vote of the Shareholders present in person or by proxy and entitled to vote thereat, shall act as chairman. The secretary, or in his or her absence, an assistant secretary or other designee of the secretary, shall act as secretary at all meetings of Shareholders.

The Board of Trustees of the Trust shall be entitled to make such rules and regulations for the conduct of meetings of Shareholders as it shall deem necessary, appropriate or convenient. Subject to such rules and regulations of the Board of Trustees, if any, the chairman of any meeting of the Shareholders shall determine the order of business and the procedures for conduct of business at the meeting, including regulation of the manner of voting, the conduct of discussion, the appointment of inspectors, the adjournment of the meeting, and the determination of all questions relating to the qualifications of voters, the validity of proxies, and the acceptance or rejection of votes.

Section 2.08. Record Date. The Trustees may fix in advance a date up to one hundred and twenty (120) days before the date of any Shareholders' meeting as a record date for the determination of the Shareholders entitled to notice of, and to vote at, any such meeting. The Shareholders of record entitled to vote at a Shareholders' meeting shall be deemed the Shareholders of record at any meeting reconvened after one or more adjournments, unless the Trustees have fixed a new record date.

Section 2.09. Action Without Meeting. Any action to be taken by Shareholders may be taken without a meeting if a majority (or such greater amount as may be required by law) of the Outstanding Shares entitled to vote on the matter consent to the action in writing. Such written consents shall be filed with the records of Shareholders' meetings. Such written consent shall be treated for all purposes as a vote at a meeting of the Shareholders.

Section 2.10. Abstentions and Broker Non-Votes. Abstentions and broker non-votes will be included for purposes of determining whether a quorum is present at a Shareholders' meeting. Abstentions and broker non-votes will be treated as votes present at a Shareholders' meeting, but will not be treated as votes cast. Abstentions and broker non-votes, therefore, will have no effect on proposals which require a plurality or majority of votes cast for approval, but will have the same effect as a vote "against" on proposes requiring a majority or other specified percentage of outstanding voting securities for approval.

ARTICLE III
BOARD OF TRUSTEES

Section 3.01. Number and Term of Office. The initial Trustee shall be the person initially signing the Trust Instrument. The number of Trustees (other than the initial Trustee) shall be fixed from time to time by a majority of the Trustees; provided, however, that there shall be at least two (2) Trustees.

Section 3.02. General Powers.

(a) The property, affairs and business of the Trust shall be managed by or under the direction of the Board of Trustees, which may exercise all the powers of the Trust except those powers vested solely in the Shareholders of the Trust by statute, by the Trust Instrument, or by these By-laws.

(b) All acts done by any meeting of the Trustees or by any person acting as a Trustee, so long as his or her successor shall not have been duly elected or appointed, shall, notwithstanding that it be afterwards discovered that there was some defect in the election of the Trustees or of such person acting as aforesaid or that they or any of them were disqualified, be as valid as if the Trustees or such other person, as the case may be, had been duly elected and were or was qualified to be Trustees.

Section 3.03. Regular Meetings. Regular meetings of the Board of Trustees shall be at such time and place as shall be fixed by the Trustees. Such regular meetings may be held without notice.

Section 3.04. Special Meetings. Special meetings of the Board of Trustees or any committee for any purpose or purposes shall be held whenever and wherever ordered by the Chairman of the Board or the president.

Section 3.05. Meetings by Telephone. Subject to any applicable requirements of the 1940 Act, any meeting, regular or special, of the Board of Trustees (or any committee) may be held by conference telephone or similar communications equipment, by means of which all persons participating in the meeting can hear each other at the same time; and participation by such means shall constitute presence in person at a meeting.

Section 3.06. Notice. Except as otherwise provided, notice of any special meeting shall be given by the secretary to each Trustee, by (a) mailing to him or her, postage prepaid, addressed to him or her at his or her address as registered on the books of the Trust or, if not so registered, at his or her last known address, a written or printed notification of such meeting at least three (3) days before the meeting, (b) by providing such notice by telephone or sending such notice by facsimile transmission, or other electronic means to him or her at least one day before the meeting.

Section 3.07. Waiver of Notice. No notice of any meeting need be given to any Trustee who attends such meeting in person or to any Trustee who waives notice of such meeting in writing, (which waiver shall be filed with the records of such meeting), whether before or after the time of the meeting. Any written consent or waiver may be provided and delivered to the Trust by facsimile or other electronic means.

Section 3.08. Quorum and Voting. At all meetings of the Board of Trustees the presence of a majority or more of the number of Trustees then in office shall constitute a quorum for the transaction of business, provided that when there are no Shares outstanding, the initial Trustee will constitute a quorum. In the absence of a quorum, a majority of the Trustees present may adjourn the meeting, from time to time, until a quorum shall be present. The action of a majority of the Trustees present at a meeting at which a quorum is present shall be the action of the Board of Trustees unless the concurrence of a greater proportion is required for such action by law, by the Trust Instrument, or by these By-laws.

Section 3.09. Compensation. Each Trustee may receive such remuneration for his or her services as shall be fixed from time to time by resolution of the Board of Trustees.

Section 3.10. Action Without a Meeting. Except as otherwise provided under the 1940 Act, any action required or permitted to be taken at any meeting of the Board of Trustees may be taken without a meeting if written consents thereto are signed by a majority of the Trustees. Any such written consent may be executed and given by electronic means. Such written consents shall be filed with the minutes of the proceedings of the Board of Trustees. If any action is so taken by the Trustees by the written consent of less than all of the Trustees, prompt notice of the taking of such action shall be furnished to each Trustee who did not execute such written consent, provided that the effectiveness of such action shall not be impaired by any delay or failure to furnish such notice.

ARTICLE IV
COMMITTEES

Section 4.01. Establishment. The Board of Trustees may designate one or more committees of the Trustees, including an executive committee. The Trustees shall determine the number of members of each committee and its powers and shall appoint its members.

Section 4.02. Proceedings, Quorum and Manner of Acting. In the absence of an appropriate resolution of the Board of Trustees, any committee may adopt such rules and regulations governing its proceedings, quorum, and manner of acting as it shall deem proper and desirable. In the absence of any member of any such committee, the members thereof present at any meeting, whether or not they constitute a quorum, may appoint a member of the Board of Trustees to act in the place of such absent member.

Section 4.03. Powers of the Executive Committee. Except as further limited by the Board of Trustees, when the Board of Trustees is not in session the executive committee shall have and may exercise all powers of the Board of Trustees in the management of the business and affairs of the Trust. The executive committee shall consist of the Chairman and one or more other Trustees as determined by resolution of the Board of Trustees.

Section 4.04. Other Committees. The Board of Trustees may appoint other committees, each consisting of one or more Trustees. Each such committee shall have such powers and perform such duties as may be assigned to it from time to time by the Board of Trustees, but shall not exercise any power which may lawfully be exercised only by the Board of Trustees or another committee thereof.

ARTICLE V
BOARD CHAIRMAN AND TRUST OFFICERS

Section 5.01. General. The officers of the Trust shall be a president one or more vice-presidents (including executive and senior vice presidents), a secretary, a treasurer, assistant secretaries and assistant treasurers and may include such other officers appointed in accordance with Section 5.07 hereof. The Board of Trustees may elect, but shall not be required to elect, a comptroller, Chairman and vice chairman of the Board.

Section 5.02. Election, Term of Office and Qualifications. The Trustees shall elect the officers of the Trust (unless such power has been delegated pursuant to Section 5.07 hereof). Each officer elected by the Trustees shall hold office until his or her successor shall have been elected and qualified or until his or her earlier death, inability to serve, or resignation. No officer need be a Shareholder or a Trustee.

The Chairman of the Board of Trustees shall be chosen from among the Trustees and may hold such office only so long as he or she continues to be a Trustee. No other officer need be a Trustee. Any person may hold one or more offices of the Trust except that the president may not hold the office of vice president, the secretary may not hold the office of assistant secretary, and the treasurer may not hold the office of assistant treasurer; provided further that a person who holds more than one office may not act in more than one capacity to execute, acknowledge or verify an instrument required by law to be executed, verified or acknowledged by more than one officer.

Section 5.03. Resignation. Any officer may resign his or her office at any time by delivering a written resignation to the Board of Trustees, the Chairman of the Board, the president, the secretary, or any assistant secretary. Unless otherwise specified therein, such resignation shall take effect upon delivery. Any resignation is without prejudice to the rights, if any, of the Trust under any contract to which the officer is a party.

Section 5.04. Removal. Any officer may be removed from office with or without cause by the vote of a majority of the Board of Trustees or by the Chairman. In addition, any officer or agent appointed in accordance with the provisions of Section 5.07 hereof may be removed, either with or without cause, by any officer upon whom such power of removal shall have been conferred by the Board of Trustees.

Section 5.05. Vacancies and Newly Created Offices. Whenever a vacancy shall occur in any office or if any new office is created, the Board of Trustees or the Chairman may fill such vacancy or new office or, in the case of any office created pursuant to Section 5.07 hereof, any officer upon whom such power shall have been conferred by the Board of Trustees may fill such vacancy.

Section 5.06. Powers. The officers of the Trust shall have such powers and duties as generally pertain to their respective offices, as well as such powers and duties as may be assigned to them from time to time by the Board of Trustees or the executive committee.

Section 5.07. Subordinate Officers. The Board of Trustees or the Chairman from time to time may appoint such other officers or agents as it may deem advisable, including one or more assistant treasurers and one or more assistant secretaries, each of whom shall have such title, hold office for such period, have such authority and perform such duties as the Board of Trustees may determine. The Board of Trustees from time to time may delegate to one or more officers or agents the power to appoint any such subordinate officers or agents and to prescribe their respective rights, terms of office, authorities and duties.

Section 5.08. Remuneration. The salaries or other compensation of the officers of the Trust shall be fixed from time to time by resolution of the Board of Trustees, except that the Board of Trustees may by resolution delegate to any person or group of persons the power to fix the salaries or other compensation of any officers or agents.

Section 5.09. Surety Bond. The Trustees may require any officer or agent of the Trust to execute a bond (including, without limitation, any bond required by the 1940 Act and the rules and regulations of the Commission) to the Trust in such sum and with such surety or sureties as the Trustees may determine, conditioned upon the faithful performance of his or her duties to the Trust, including responsibility for negligence and for the accounting of any of the Trust's property, funds or securities that may come into his or her hands.

ARTICLE VI
EXECUTION OF INSTRUMENTS, VOTING OF SECURITIES

Section 6.01. General. Subject to any other provisions of the Trust Instrument or these By-laws, all deeds, documents, transfers, contracts, agreements and other instruments requiring execution by the Trust shall be signed by the president, a vice president, the treasurer, or the secretary, or as the Board of Trustees may otherwise, from time to time, authorize. Any such authorization may be general or confined to specific instances.

Section 6.02. Checks, Notes, Drafts, Etc. So long as the Trust shall employ a custodian to keep custody of the cash and securities of the Trust, all checks and drafts for the payment of money by the Trust may be signed in the name of the Trust by the custodian or its nominee. Except as otherwise authorized by the Board of Trustees, all requisitions or orders for the assignment of securities standing in the name of the custodian or its nominee, or for the execution of powers to transfer the same, shall be signed in the name of the Trust by the president or a vice president and by the treasurer or an assistant treasurer. Promissory notes, checks or drafts payable to the Trust may be endorsed only to the order of the custodian or its nominee and only by the treasurer or president or a vice president or by such other person or persons as shall be authorized by the Board of Trustees.

Section 6.03. Voting of Securities. Unless otherwise ordered by the Board of Trustees, the president or any vice president shall have full power and authority on behalf of the Trust to attend and to act and to vote, or in the name of the Trust to execute proxies to vote, at any meeting of shareholders of any company in which the Trust may hold stock. At any such meeting such officer shall possess and may exercise (in person or by proxy) any and all rights, powers and privileges incident to the ownership of such stock. The Board of Trustees may by resolution from time to time confer like powers upon any other person or persons.

ARTICLE VII
SHARES OF BENEFICIAL INTEREST

Section 7.01. No Share Certificates. Neither the Trust nor any Series or Class shall issue certificates certifying the ownership of Shares, unless the Trustees shall have otherwise specifically authorized the issuance of such certificates.

Section 7.02. Register. A register shall be kept by the Trust under the direction of the Trustees which shall contain the names and addresses of the Shareholders and interests held by each Shareholder. Each such register shall be conclusive as to the identity of the Shareholders of the Trust and the persons who shall be entitled to payments of distributions or otherwise to exercise or enjoy the rights of Shareholders. A Shareholder shall not be entitled to receive payment of any distribution, or to have notice given to the Shareholder as herein provided, until the Shareholder has given the Shareholder's address to such officer or agent of the Trustees as shall keep the said register for entry thereon.

Section 7.03. Transfer of Shares. The Trustees shall make such rules as they consider appropriate for the transfer of shares and similar matters. To the extent certificates are issued in accordance with Section 7.01 hereof, upon surrender to the Trust or the transfer agent of the Trust of such certificate for shares duly endorsed or accompanied by proper evidence of succession, assignment or authority to transfer, it shall be the duty of the Trust to issue a new certificate to the person entitled thereto, cancel the old certificate and record the transaction upon its books.

ARTICLE VIII
MISCELLANEOUS

Section 8.01. Inspection of Records and Reports. Every Trustee shall have the absolute right at any reasonable time to inspect all books, records, and documents of every kind and the physical properties of the Trust. This inspection by a Trustee may be made in person or by an agent or attorney and the right of inspection includes the right to copy and make extracts of documents. No Shareholder shall have any right to inspect any account, book or document of the Trust that is not publicly available, except as conferred by the Trustees. The books and records of the Trust may be kept at such place or places as the Board of Trustees may from time to time determine, except as otherwise required by law.

Section 8.02. Waiver of Notice. Whenever any notice whatever is required to be given by these By-laws or the Trust Instrument or the laws of the State of Delaware, a waiver thereof in writing, by telephone, or by facsimile transmission by the person or persons entitled to said notice, whether before or after the time stated therein, shall be deemed equivalent thereto.

Section 8.03. Severability. The provisions of these By-laws are severable. If the Board of Trustees determines, with the advice of counsel, that any provision hereof conflicts with the 1940 Act, the regulated investment company provisions of the Internal Revenue Code of 1986, as amended, or other applicable laws and regulations, the conflicting provision shall be deemed never to have constituted a part of these By-laws to the extent of such conflict; provided, however, that such determination shall not affect any of the remaining provisions of these By-laws or render invalid or improper any action taken or omitted prior to such determination. If any provision hereof shall be held invalid or unenforceable in any jurisdiction, such invalidity or unenforceability shall attach only to such provision only in such jurisdiction and shall not affect any other provision of these By-laws.

Section 8.04. Headings. Headings are placed in these By-laws for convenience of reference only and in case of any conflict, the text of these By-laws rather than the headings shall control.

Section 8.05. Exclusive Forum. Unless the Trust consents in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware (or, in the event that the Court of Chancery does not have jurisdiction, the Superior Court of the State of Delaware or, if no state court located within the State of Delaware has jurisdiction, the federal district court for the District of Delaware) shall, to the fullest extent permitted by law, be the sole and exclusive forum for (i) any derivative action or proceeding brought on behalf of the Trust, (ii) any action asserting a claim of breach of any duty owed by any Trustee or officer or other employee of the Trust to the Trust or to the Shareholders of the Trust, including, for purposes of this Section, record and beneficial owners, (iii) any action asserting a claim against the Trust or any Trustee or officer or other employee of the Trust arising pursuant to any provision of the Delaware Statutory Trust Act or the Trust Instrument or these By-laws, (iv) any action to interpret, apply, enforce or determine the validity of the Trust Instrument or these By-laws, or (v) any action asserting a claim against the Trust or any Trustee or officer or other employee of the Trust that is governed by the internal affairs doctrine.

If any action within the scope of this Section is filed in a court other than the Court of Chancery of the State of Delaware, the Superior Court of the State of Delaware, or the federal district court for the District of Delaware (a "Foreign Action") in the name of any Shareholder, such Shareholder shall be deemed to have consented to (i) the personal jurisdiction of the Court of Chancery of the State of Delaware, the Superior Court of the State of Delaware, and the federal district court for the District of Delaware in connection with any action brought in any such court to enforce this Section 8.05, and (ii) having service of process made upon such Shareholder in any such action by service upon such Shareholder's counsel in the Foreign Action as agent for such Shareholder.

ARTICLE IX
AMENDMENTS

These By-laws may be amended by the Trustees of the Trust without any Shareholder vote.

EX.99.77Q3

STATE STREET BANK AND TRUST COMPANY

Midas Funds

Fee Schedule

Dated December 14, 2017 and Effective As of August 1, 2016

CUSTODY SERVICES

Reference is hereby made to (a) the Custodian Agreement (the " Custody Agreement ") dated as of April 8, 2002 by and between State Street Bank and Trust Company (" State Street ") and each Fund listed on Exhibit A thereto (each, individually, a " Fund " and, collectively, the " Funds "), as such Custody Agreement may be amended, supplemented, restated or otherwise modified from time to time. The parties have entered into this fee schedule (" Fee Schedule ") dated December 14, 2017 and effective as of August 1, 2016 (the " Effective Date ") in order to memorialize their agreement on the compensation to be paid by the Funds to State Street for the performance of the services specified in the Custody Agreement (the " Services "). This Fee Schedule shall be subject to the terms and conditions of the Custody Agreement as if it were a part thereof. Unless otherwise agreed by the parties, this Fee Schedule shall apply to the provision of the Services to each Fund which is a party or is otherwise subject to the Custody Agreement from time to time. In the event of any conflict between the terms of the Custody Agreement and the terms of this Fee Schedule relating to fees, charges, expenses or other financial terms, the terms of this Fee Schedule shall control. Unless otherwise defined, capitalized terms used herein shall have the meaning given to them in the Custody Agreement, as the context requires.

Custody

In consideration for the provision of custody services by State Street pursuant to the Custody Agreement and the discharge of its other obligations thereunder, each Fund shall be obligated to pay State Street the fees and charges set forth in this Section I, together with any applicable fees and charges payable under Sections III, IV and V below. On a monthly basis, each Fund shall pay a domestic custody fee equal to the Domestic Custody Basis Point Fee, plus the applicable Foreign Custody Fee, Transaction Processing and Activity Based Fees and DDA Charges, in each case as specified below. ¹

1. Domestic Custody Basis Point Fee (per Fund/per year)

Market Value of Domestic Assets Per Fund	Annual Basis Point Rate
All domestic assets	0.50

2. Foreign Custody Fee (per Fund/per month and per transaction)	See Appendix 1

3. Transaction Processing and Activity Based Fees ²

Domestic Transaction Processing Fees ³ (per transaction)
· State Street Repurchase Agreements (Repo)	No Charge
· Fund of Fund Trades	$3.00
· DTC or Fed Book Entry – Automated/Electronic Trade Instruction	$6.00
· Mortgage Backed Securities Principal and Income Paydowns	$6.00
· Physical Settlement Processing	$20.00
· Collateral/Memo Pledging (Fed Book Entry & DTC)	$10.00
· Wire Transfers (Fed Wires & Interbank Transfers) ⁴	$5.00
· Automated Clearing House (ACH) Transfers ⁵	$3.50
· Processing of Third Party Foreign Exchange - Automated/Electronic Trade Instruction	$45.00
· Processing of Third Party Foreign Exchange - Manual Trade Instruction (Fax, etc.)	$45.00
· Processing of Foreign Exchange executed through State Street Global Markets ⁶	No Charge – See Explanatory Note 6
· Listed Futures ⁷	$25.00
· Listed Options ⁸	$30.00
· OTC Derivatives ⁹	$30.00
· Contracts for Differences ¹⁰	$3.75
· TBAs	$6.00
· All Other Trades	$25.00

Other Custody Fees
· OTC Swap and Option Reconciliations to Counterparty (monthly/per position) ¹¹	$20
· Checks (per check, per issuance/certification/stop payment)	$10

4. DDA Charges

USD DDA Maintenance Fee (per DDA/per month) ¹²	$100 No charge for DDA accounts established solely for transfer agency activity – See Explanatory Note 12

Other DDA Charges and Expenses and DDA Limits	See Appendix 2

II.	Liquidity Financing

The fees in Section I will be waived (excluding DDA Charges, which will continue to be charged) in any month that the Liquidity Financing Agreement dated July 28, 2016 between the Funds party thereto and State Street, as may be amended (the " Liquidity Financing Agreement ") remains in full force and effect and the Funds continue to perform all of their obligations thereunder. ¹³ The fees in Section I will not be so waived in the event that the Liquidity Financing Agreement is terminated or the Funds do not perform their obligations thereunder. All other fees and charges in this Fee Schedule shall continue to apply at all times.

III.	Cross Product Service Fees

In addition to any other fees, charges or expenses that may be payable under this Fee Schedule, each Fund shall be obligated to pay State Street the fees and charges set forth in this Section III, as applicable, based on usage of the listed product or service in connection with the Services. ¹⁴

· SWIFT Messages (per message) ¹⁵	$0.30
· CCO Attestation Report (per Semi-Annual Report/per Fund)	$50
· Document and Data Archiving/Storage (per Fund, per month)	$16

IV.	Out of Pocket Expenses

Out-of-pocket expenses incurred by State Street (and by its subcustodians and depositories) on behalf of each Fund in connection with the performance of the Services will be passed through to the Funds each month, including, but not limited to, the following expenses:

· Subcustodian and Depository Out-of-Pocket Expenses ¹⁶

· Miscellaneous expenses incurred in connection with foreign custody (e.g., stamp duties, registration costs, script fees, special transportation costs, etc.)

· ADR and GDR charges

· Stock Exchange Fees

· DST (agency charges/output fees/underwriting charges)

· DTCC/NSCC Charges

· Tax Certifications and Form Filing

· Courier or Overnight Delivery (plus $1 handling fee)

· Notary and Governmental Charges or Filing Fees

· Reasonable External Legal Expenses ¹⁷

· Travel, including transportation, meals and lodging, for Fund Board Meeting attendance and other business related travel at a Fund's request

· Cost of responding to third party subpoenas and/or regulatory inquires related to the Funds or the Funds' investment adviser(s) or manager(s) (plus a fee of $5,000 per subpoena ¹⁸ )

Out-of-pocket expenses incurred by State Street (and by its subcustodians and depositories) will be billed to the Funds based upon actual usage of a service or an allocated or derived charge for the use of the service for the benefit of the Funds.

V.	Additional Services

In the event one or more of the Funds request that State Street (i) provide new or additional services not otherwise expressly required by the Custody Agreement, (ii) modify or otherwise change the Services (including, but not limited to, the elements and/or frequency of any task or function performed as part of the Services), (iii) change the means or manner in which the Services are provided, (iv) change the location from or to which the Services are performed or (v) support or handle any non-standard, one-off or special activities, State Street may be entitled to additional compensation (to be mutually agreed with the Fund(s)) as a condition to its agreement to implement any such request. For avoidance of doubt, the terms of this Section V apply, without limitation, to material changes in the legal or regulatory requirements applicable to one or more of the Funds or material changes in the legal, tax or regulatory elections or status of one or more of the Funds which result in changes to the service requirements of such Fund(s).

VI.	Assumptions

The Funds acknowledge that the overall fee structure set forth in this Fee Schedule has been agreed by the parties based on information provided by the Funds and on the basis of certain mutually agreed assumptions which have been set forth in a separate written Projected Business Profile. In the event that the assumptions set forth in the Projected Business Profile prove to be inaccurate, including, but not limited to, if the gross revenue derived from the overall commercial relationship between State Street and the Funds is materially lower than what the parties agreed would be a reasonable assumption at the time the Custody Agreement was executed, the parties agree to negotiate an adjustment to such fee structure in good faith.

VII.	Confidentiality

This Fee Schedule constitutes confidential information of the parties and shall not be disclosed to any other legal or natural person, other than a party's affiliates, employees, and financial and legal advisers and except as required by law or regulation or to comply with any legal or regulatory proceeding, investigation, or similar process.

VIII.

Payment of Fees

The service fees, charges and reimbursable expenses payable under this Fee Schedule will be invoiced to the Funds on a monthly basis and the applicable amounts due will be automatically debited from each Fund's demand deposit account five (5) business days after the date of the invoice. Unless otherwise expressly stated, yearly fees will be invoiced in twelve monthly installments as part of the standard invoicing process.

IX.

Term

This Fee Schedule shall become effective as of the Effective Date, shall remain in effect for an initial period of three (3) years, and shall automatically renew for successive one-year periods from year to year thereafter, unless otherwise modified or terminated in accordance with the terms of the Custody Agreement. For the avoidance of doubt, upon termination of the Custody Agreement in accordance with the terms set forth therein, this Fee Schedule shall also terminate.

[Remainder of Page Intentionally Blank]

EXECUTION PAGE

IN WITNESS WHEREOF, the Parties hereto have executed this Fee Agreement as of the date first written above.

STATE STREET BANK AND TRUST COMPANY /s/ Andrew Erickson Name: Andrew Erickson Title: Executive Vice President

Each of the Registered Investment Companies Listed on Exhibit A to the Custody Agreement /s/ Russell Kamerman Name: Russell Kamerman Title: General Counsel

Midas Funds

Fee Schedule

Effective Aug. 1, 2016

APPENDIX 1

Foreign Custody Fees

On a monthly basis, each Fund shall pay a Foreign Custody Fee equal to the Foreign Custody Asset Charges, plus the Foreign Custody Transaction Charges, in each case as specified below.

Foreign Custody Asset Charges and Foreign Custody Transaction Charges ¹⁹

Market	Foreign Custody Asset Charge (Basis Points)	Foreign Custody Transaction Charges	Market	Foreign Custody Asset Charge (Basis Points)	Foreign Custody Transaction Charges
Albania	65.0	$200	Ghana	30.0	$100
Argentina	20.0	$75	Greece	10.0	$75
Australia	2.0	$20	Hong Kong	10.0	$50
Austria	4.0	$25	Hungary	40.0	$125
Bahrain	35.0	$150	Iceland	30.0	$50
Bangladesh	45.0	$160	India	20.0	$125
Belgium	3.0	$30	Indonesia	10.0	$80
Bermuda	15.0	$90	Ireland	5.0	$50
Bosnia & Herzegovina	65.0	$125	Israel	15.0	$70
Botswana	25.0	$125	Italy	3.0	$30
Brazil	15.0	$65	Ivory Coast*	50.0	$150
Bulgaria	30.0	$100	Jamaica	40.0	$125
Canada	2.0	$20	Japan-Mizuho	2.0	$20
Cayman Island	30.0	$75	Jordan	30.0	$135
Cedel\Clearstream	3.0	$25	Kazakhstan	40.0	$135
Chile	20.0	$125	Kenya	30.0	$125
China	15.0	$125	Kuwait	30.0	$150
Colombia	30.0	$125	Latvia	50.0	$55
Costa Rica	30.0	$75	Lebanon	30.0	$100
Croatia	30.0	$100	Lithuania	20.0	$50
Cyprus	40.0	$125	Malawi	60.0	$200
Czech Republic	15.0	$75	Malaysia	10.0	$50
Denmark	3.0	$30	Malta	30.0	$150
Ecuador	20.0	$100	Mauritius	25.0	$125
Egypt	20.0	$100	Mexico	4.0	$40
Estonia	40.0	$50	Morocco	30.0	$125
Euroclear	3.0	$25	Namibia	30.0	$125
Finland	3.0	$30	Netherlands	3.0	$25
France	2.0	$20	New Zealand	2.0	$20
Georgia	40.0	$125	Nigeria	40.0	$80
Germany	2.0	$20	Norway	4.0	$50

* Ivory Coast includes Benin, Burkina Faso, Mali, Niger, Senegal, Guinea-Bissau and Togo.

Midas Funds

Fee Schedule

Effective Aug. 1, 2016

APPENDIX 1

Foreign Custody Fees

- Continued -

Market	Foreign Custody Asset Charge (Basis Points)	Foreign Custody Transaction Charges	Market	Foreign Custody Asset Charge (Basis Points)	Foreign Custody Transaction Charges
Oman	50.0	$150	Sri Lanka	20.0	$100
Pakistan	30.0	$150	Srpska	65.0	$125
Palestine	50.0	$150	Swaziland	30.0	$200
Panama	30.0	$125	Sweden	3.0	$30
Peru	35.0	$125	Switzerland	3.0	$25
Philippines	10.0	$80	Taiwan	20.0	$75
Poland	10.0	$125	Tanzania	35.0	$150
Portugal	10.0	$100	Thailand	10.0	$50
Puerto Rico	10.0	$100	Trinidad & Tobago	40.0	$100
Qatar	30.0	$150	Tunisia	45.0	$125
Romania	40.0	$100	Turkey	10.0	$75
Russia	20.0	$200	Uganda	50.0	$150
Saudi Arabia	40.0	$125	Ukraine	35.0	$290
Serbia	50.0	$125	United Arab Emirates	50.0	$150
Singapore	10.0	$50	United Kingdom	2.0	$20
Slovak Republic	30.0	$90	Uruguay	50.00	$125
Slovenia	30.0	$105	Venezuela	35.0	$125
South Africa	5.0	$25	Vietnam	50.0	$150
South Korea	8.0	$50	Zambia	30.0	$110
Spain	8.0	$50	Zimbabwe	30.0	$110

Midas Funds

Fee Schedule

Effective Aug. 1, 2016

APPENDIX 2

Other DDA Charges and Expenses and DDA Limits

Interest Rates and Charges

Unless State Street notifies the Funds otherwise, demand deposit accounts established and maintained on behalf of the Funds are non-interest bearing accounts. State Street may elect to pay interest on deposit balances at such times and at such rates as it may specify from time to time. Interest rates, if applicable, will vary by currency and market conditions and State Street may cease paying interest, change interest rates, or apply (and adjust) negative interest rates or equivalent charges or fees on designated currencies, from time to time at its sole discretion.

State Street will charge a negative interest rate (as notified from time to time) on the amount by which the end-of-day USD cash balance of any Fund exceeds an amount equal to a designated percentage (currently 5%) of the Fund's (i) monthly average Total Net Assets ²⁰ for the prior calendar month (for custody and accounting clients) or (ii) month-end market value of the Fund's assets ²¹ (for custody only ²² clients and monthly valued clients), as applicable. A Fund will not be subject to this charge on any day when the ending balance of its USD cash account(s) is less than a specified threshold (currently set at $10 million). State Street may apply, adjust or eliminate the foregoing percentage or deposit balance thresholds from time to time at its sole discretion. Unless otherwise agreed with the Funds, State Street will not impose the foregoing charge in relation to USD deposit balances maintained by U.S. public funds, ERISA plans, Canadian pension clients and Canadian public funds.

Details on applicable interest rates, equivalent charges or fees and applicable percentage or deposit balance thresholds are available upon request.

Overdrafts

Except in accordance with the terms of a committed credit facility established with State Street, Funds are not entitled to overdraw their cash deposit accounts. Cash advances or other extensions of credit are made at the discretion of State Street. In the event of an overdraft which exceeds a designated threshold (currently set at $50,000 for USD overdrafts), State Street will impose an interest charge on the amount of the overdraft during the period an account is overdrawn. The interest rates applicable to overdrafts and the applicable overdraft thresholds (if any) are set on a periodic basis by State Street for each currency at its sole discretion, taking into account market conditions and other relevant commercial considerations. Unless otherwise agreed in writing, overdrafts are repayable in full either (i) on demand or (ii) within five business days, whichever is earlier. Interest charges will be accrued on a daily basis and debited from the applicable deposit account monthly. Details on applicable interest rates and overdraft thresholds are available upon request from your client service representative.

Deposit Limits

Subject to applicable law and regulation, State Street may refuse to accept, limit the amount of or return all or a portion of certain types of cash deposits and/or balances, including non-operational deposits.

Midas Funds

Fee Schedule

Effective Aug. 1, 2016

Explanatory Notes

¹ Domestic Custody Basis Point Fee .

The Domestic Custody Basis Point Fee will be calculated by multiplying the market value of the domestic assets serviced on behalf of each Fund on the last business day of the month by the applicable basis point rate(s), dividing the result (or the sum of the results if tiered rates apply) by 360 and multiplying that amount by 30. For purposes of this calculation, State Street will utilize the applicable market value for each position that is used to calculate a Fund's net asset value (NAV), unless a different pricing methodology is agreed with the Funds, provided that the absolute value of any negative cash, security or other asset position will be used. For custody only Funds, State Street will utilize its standard pricing vendors to obtain a market value for each position. If a market value for a position is not available from such vendors, State Street will utilize the same market value for such position that is used by the Fund to calculate its NAV or otherwise value its portfolio, which value will be supplied by the Fund promptly upon request. If following such a request a Fund is unable to provide a market value within five (5) days of month-end, State Street will utilize the market value of the position from the prior month-end and is authorized to continue to use such value until an update is supplied by the Fund or otherwise becomes available from State Street's standard pricing vendors. For illiquid positions, each Fund will be responsible for supplying State Street with a market value as of the date of purchase (or initial custody by State Street) and at least annually thereafter. State Street generally includes (and may include) the following securities and other assets in the calculation of the Domestic Custody Basis Point Fee: (i) physical or tangible assets held by or on behalf of State Street in the U.S., (ii) assets held in uncertificated or book entry form and credited to an account maintained by or on behalf of State Street at any U.S. Subcustodian or U.S. Securities System, (iii) assets registered in State Street's name (or nominee name) or the nominee name of any U.S. Subcustodian or U.S. Securities System, including mutual fund shares or units registered in State Street's name (or that of a nominee or agent) on the books of the relevant fund/transfer agent. As a general rule, State Street will also include short-term and/or cash sweep investment vehicles in such calculation. For further information on short term investments included in the calculation, please contact your client service representative.

² Transaction Processing Fees . These are fees charged for processing transactions on behalf of the Funds as a part of the custody services under the Custody Agreement. These Transaction Processing Fees, unless otherwise waived, apply whether a Fund or its third party investment managers entered into such transactions with or through a third party dealer or broker or with or through State Street or one of its affiliates (either acting as a trade counterparty or providing agency execution services). The processing fees are in addition to, and are not to be construed as payments in lieu of, any profit or other compensation (as described in Explanatory Note 6 below) that may be earned by such third party dealer or broker or by State Street or any of its affiliates in connection with such transaction.

³ Definition of Transaction for Billing Purposes; Transaction Count Methodology . Unless otherwise stated in this Fee Schedule, a transaction includes, without limitation, each buy, sell, reset, exchange, pay down, maturity, assignment, roll, call exercise, warrant exercise, rights exercise, convertible security event, amendment, corporate action or similar investment related action or activity which requires processing by State Street. A complete list of transaction types is available from your client service representative.

The cancel and rebook of any trade at the instruction of the Fund will be treated as two additional transactions (e.g., in addition to the initial trade order) for billing purposes. With respect to TBAs, the initial trade, the subsequent cancel and each pool allocation will be treated as a separate transaction for billing purposes. The initial trade and subsequent cancel will be billed at the TBA rate and each allocation will be billed at the rate applicable to the relevant transaction/asset type. State Street reserves the right to adjust the definition of a billable transaction and adjust the transaction count methodology as new instruments, transaction types or trading techniques emerge.

⁴ Wire Transfers . Charges for Wire Transfers apply to all wires sent or received for the account of a Fund, including, but not limited to, wires to or from demand deposit accounts established by State Street to facilitate transfer agency activity of a Fund's third party transfer agent (including Boston Financial Data Services), if applicable.

⁵ Automated Clearing House (ACH) Transfers . Charges for ACH Transfer charges apply to all such transfers sent or received for the account of a Fund, including, but not limited to, ACH transfers to or from demand deposit accounts established by State Street to facilitate transfer agency activity of a Fund's third party transfer agent (including Boston Financial Data Services), if applicable.

⁶ Principal and Agency Trading Services . State Street Global Markets, a separate division of State Street, offers principal or "dealer" trading services as well as agency execution services in a variety of asset classes, including most of those described in this schedule. State Street, acting as principal through its treasury division, also enters into repurchase transactions with custody clients. A Fund or its third party investment managers may select State Street to effect principal or agency transactions. These transactions, however, are conducted under contractual or other arrangements that are distinct from State Street's services and obligations under the Custody Agreement, irrespective of whether trade orders are transmitted through the custody or trustee operations of State Street in accordance with the Custody Agreement. When State Street acts as a counterparty (e.g., foreign exchange, OTC derivatives, repurchase transactions, etc.) to a Fund, such transactions are principal transactions and State Street enters into them as a principal and not in a fiduciary, agency or similar capacity (regardless of any other relationships between State Street and the Funds under the Custody Agreement). In connection with such principal or agency execution services, State Street may earn a profit or otherwise receive compensation from the Funds in a variety of forms, including a commission, subscription or click fee, revenue share, spread, mark-up, mark-down, interest, fee or similar amount.

⁷ Futures . Each Buy, Short Sell, Buy to Close, Sell to Close, Cancel Buy, Cancel Short Sell, Cancel Buy to Close and Cancel Sell to Close will be treated as a separate transaction for billing purposes.

⁸ Options . Each Buy, Write, Buy to Close, Sell to Close, Assignment, Exercise, Cancel Buy, Cancel Write, Cancel Buy To Close, Cancel Sell To Close, Cancel Assignment and Cancel Exercise will be treated as a separate transaction for billing purposes.

⁹ OTC Derivatives . OTC Derivatives include OTC Swaps (Bi-lateral or centrally cleared) and OTC Options. Each trade capture for contract creation, amendment, novation or termination will be treated as a separate transaction for billing purposes.

¹⁰ Contracts for Differences . Each buy, sell, reset, close or amendment will be treated as a separate transaction for billing purposes.

¹¹ OTC Swap and Option Reconciliations to Counterparty . Includes reconciliation of position and total market value.

¹² DDA Maintenance Fee . The DDA Maintenance Fee will not apply to demand deposit accounts established solely for transfer agency activity whether related to a Fund's third party transfer agent or where State Street is performing the transfer agency services.

¹³ Liquidity Financing Agreement. The Liquidity Financing Agreement is a contractual arrangement between State Street and the Funds distinct from the contractual arrangement between State Street and the Funds with respect to the Custody Agreement and the services, obligations and fees documented thereunder.

¹⁴ Cross Product Service Fees . The Cross Product Fees and charges do not constitute out-of-pocket or pass-through expenses (i.e., they include a mark-up and/or overhead cost allocation). Changes to the Cross Product Service Fees and additional fees and charges of a similar nature or type may be implemented by State Street upon 90 day's written notice, subject to agreement between State Street and the Funds.

¹⁵ SWIFT . Stated fee applies to each outbound SWIFT message generated in relation to a Fund by three State Street systems: Securities Management and Control ("SMAC") messages, Global Securities Management and Control ("GSMAC"), and Multicurrency Horizon ("MCH") messages. SMAC and GSMAC SWIFT messages facilitate particular transactions. MCH SWIFT messages communicate cash statements, holding reports and trade confirmations.

¹⁶ Subcustodian and Depository Out-of-Pocket Expenses . Subcustodian and Depository Out-of-Pocket Expenses include, without limitation, expenses for account opening, maintenance and administration, courier/delivery, depository charges, funds transfer fees, issuance of nit, late trades, market entrance charges, name change, proxy, registration, rematerialization, remittance, re-registration, stamp duty or tax, stock exchange levies and tax reclaims, among others. A complete list of Subcustodian and Depository Out-of-Pocket Expenses is available from your client service representative.

¹⁷ Reasonable External Legal Expenses . Reasonable external legal expenses incurred by State Street will be charged to the Funds as a reimbursable out-of-pocket expense in circumstances permitted by the Custody Agreement or as otherwise agreed by State Street and the Funds.

¹⁸ Cost of responding to third party subpoenas and/or regulatory inquires . The fee of $5,000 is not an out-of-pocket or pass-through expense and is intended to defray internal costs that may be associated with responding to third party subpoenas and/or regulatory inquires. These costs typically include, without limitation, the cost of management and staff time, the use of internal legal, compliance, risk management, business controls, IT and other resources, and data and document retention, storage and production costs, among others. State Street shall have no obligation to account to the Funds for the type or amount of internal costs actually incurred and such costs may be less than (or exceed) the amount of the fee.

¹⁹ Foreign Custody Asset Charges and Foreign Custody Transaction Charges . The Foreign Custody Asset Charges will be calculated by multiplying the USD market value of the cash, securities and other assets held in custody on behalf of each Fund at month-end by the applicable basis point rate(s) (based on custody location), dividing the result (or the sum of such results) by 360 and multiplying that amount by 30. With respect to assets held outside of the U.S., custody location is determined for billing purposes by reference to the jurisdiction in which State Street, its subcustodian or a Securities System, as the case may be, holds the relevant asset or, if the asset is immobilized or dematerialized and record ownership is maintained only in book-entry form, custody location means the jurisdiction of the Securities System through which State Street maintains the record of the Fund's entitlement to such asset, provided that the custody location for on-book currencies will be the jurisdiction that issues the relevant currency. For purposes of this fee calculation, State Street will utilize the same local currency market values and the same currency exchange rates to convert those values to USD that are used to calculate the NAV of each Fund, provided that the absolute value of any negative cash, security or other asset position will be used . For custody only Funds, State Street will utilize its standard pricing vendors to obtain a market value for each position. If a market value for a position is not available from such vendors, State Street will utilize the same market value for such position that is used by the Fund to calculate its NAV or otherwise value its portfolio, which value will be supplied by the Fund promptly upon request. If following such a request a Fund is unable to provide a market value within five (5) days of month-end, State Street will utilize the market value of the position from the prior month-end and is authorized to continue to use such value until an update is supplied by the Fund or otherwise becomes available from State Street's standard pricing vendors. For illiquid positions, each Fund will be responsible for supplying State Street with a market value as of the date of purchase (or initial custody by State Street) and at least annually thereafter. The Foreign Custody Transaction Charges are fees imposed for processing transactions on behalf of each Fund in the relevant f oreign market as part of the custody services. The Manual Trade Surcharge specified in Section I of the Fee Schedule will also be assessed on a foreign custody transaction, as applicable. The Foreign Custody Asset Charges and Foreign Custody Transaction Charges applicable with respect to custody services in any country not listed in Appendix 1 above will be negotiated and agreed by State Street and the Funds prior to investment in such country.

²⁰ Monthly Average Total Net Assets . The Monthly Average Total Net Assets of each Fund will be calculated by taking the sum of the Fund's daily NAVs for each day of the calendar month (for each non-business day, the preceding business day's NAV will be used unless the Fund requests use of a different calculation methodology) and dividing that amount by the number of days in the month.

²¹ Month-End Market Value of the Fund's Assets . For purposes of calculating the month-end market value of a Fund's Assets, State Street will utilize the applicable market value for each position that is used to calculate a Fund's NAV, unless a different pricing methodology is agreed with the Funds, provided that the absolute value of any negative cash, security or other asset position will be used. For custody only Funds, State Street will utilize its standard pricing vendors to obtain a market value for each position. If a market value for a position is not available from such vendors, State Street will utilize the same market value for such position that is used by the Fund to calculate its NAV or otherwise value its portfolio, which value will be supplied by the Fund promptly upon request. If following such a request a Fund is unable to provide a market value within five (5) days of month-end, State Street will utilize the market value of the position from the prior month-end and is authorized to continue to use such value until an update is supplied by the Fund or otherwise becomes available from State Street's standard pricing vendors. For illiquid positions, each Fund will be responsible for supplying State Street with a market value as of the date of purchase (or initial custody by State Street) and at least annually thereafter. State Street generally includes (and may include) the following securities and other assets in the above calculation: (i) physical or tangible assets held by or on behalf of State Street in the U.S., (ii) assets held in uncertificated or book entry form and credited to an account maintained by or on behalf of State Street at any U.S. Subcustodian or U.S. Securities System, (iii) assets registered in State Street's name (or nominee name) or the nominee name of any U.S. Subcustodian or U.S. Securities System, including mutual fund shares or units registered in State Street's name (or that of a nominee or agent) on the books of the relevant fund/transfer agent. As a general rule, State Street will also include short-term and/or cash sweep investment vehicles in such calculation.

²² Custody Only . Reference to "custody only" refers to any custody relationship with a Fund where State Street does not also provide fund accounting or portfolio accounting services to such Fund.