Exhibit (g)(2)(xiii)

November 22, 2022

State Street Bank and Trust Company One Lincoln Street

Boston, MA 02111

Re: Amendment to the Amended and Restated Custodian Agreement, dated as of August 8, 2017, by and among GMO Trust, on behalf of its series of the Trust, Grantham, Mayo, Van Otterloo & Co. LLC (“GMO”) and State Street Bank and Trust Company (“State Street Bank”), as amended (the “Custodian Agreement ”), and the Amended and Restated Delegation Agreement, dated as of June 29, 2001, by and between State Street Bank and GMO Trust, on behalf of its series of the Trust, as amended (the “Delegation Agreement” )

Ladies and Gentlemen:

GMO Trust hereby notifies you that it has established two additional series of shares, namely, GMO Resource Transition Fund and GMO U.S. Opportunistic Value Fund (the “New Funds”). The Trust (as defined in each of the Custodian Agreement and the Delegation Agreement) desires that you serve as (i) custodian of the assets of the New Funds under the terms of the Custodian Agreement and (ii) delegate with respect to the assets of the New Funds under the terms of the Delegation Agreement.

If you agree to so serve as custodian and delegate for the New Funds, kindly sign and return to the Trust the enclosed counterpart hereof, whereupon each of the New Funds shall be deemed a “Fund” under each of the Custodian Agreement and Delegation Agreement. This letter agreement shall constitute an amendment to the Custodian Agreement and the Delegation Agreement and, as such, a binding agreement among the Trust, GMO (only in the case of the Custodian Agreement) and you in accordance with its terms. An amended Schedule A with a list of GMO Trust Funds is attached hereto.

Furthermore, please sign below to reflect your agreement to amend Schedule A to each of the Remote Access Services Agreement, dated as of August 5, 2015, and the Funds Transfer and Transaction Operating Guidelines Agreement, dated as of April 15, 2021, each by and among State Street Bank and the Trust on behalf of each of its series listed on Schedule A thereto, in order to add the New Funds to each such Schedule A. The New Funds will provide five business days’ notice to State Street Bank prior to the commencement of each New Fund’s operations.

Notice

A copy of the Declaration of Trust, together with all amendments thereto, is on file with the Secretary of the Commonwealth of Massachusetts and notice is hereby given that this instrument is executed on behalf of the Trust by an officer of the Trust as an officer and not individually and that the obligations of this instrument are not binding upon any of the Trustees or officers of the Trust or shareholders of any series of the Trust individually but are binding only upon the assets and property of the Trust or the respective series.

Information Classification: Limited Access 

Sincerely, GMO TRUST
By:	/s/ Douglas Y. Charton
Name:	Douglas Y. Charton
Title:	Vice President - Law
GRANTHAM, MAYO, VAN OTTERLOO & CO. LLC
By:	/s/ Douglas Y. Charton
Name:	Douglas Y. Charton
Title:	Counsel

The foregoing is hereby accepted and agreed
STATE STREET BANK AND TRUST COMPANY
By:	/s/ Jason Becker
Name:	Jason Becker
Title:	Senior Vice President

This instrument is executed on behalf of Grantham, Mayo, Van Otterloo & Co. LLC (“GMO”) by a duly authorized officer or other agent solely in his or her capacity as an authorized signatory, pursuant to delegated authority from GMO, and not individually. The obligations of or arising out of this instrument are not binding upon any officer or other agent, partner, member or director of GMO individually, but are binding only upon GMO and its assets. A Certificate of Organization of GMO is on file with the Secretary of The Commonwealth of Massachusetts.

A copy of the Amended and Restated Agreement and Declaration of Trust of the Trust is on file with the Secretary of The Commonwealth of Massachusetts, and notice is hereby given that this instrument is executed on behalf of the Trustees of the Trust as Trustees and not individually and that the obligations of this instrument are not binding upon any of the Trustees or shareholders individually but are binding only upon the assets and property of the Fund.

SCHEDULE A

(Amended as of November 28, 2022)

List of GMO Trust Funds

GMO Alternative Allocation Fund	GMO International Developed Equity Allocation Fund
GMO Asset Allocation Bond Fund	GMO International Equity Allocation Fund
GMO Benchmark-Free Allocation Fund	GMO International Equity Fund
GMO Benchmark-Free Fund	GMO Multi-Sector Fixed Income Fund
GMO Climate Change Fund	GMO Opportunistic Income Fund
GMO Emerging Country Debt Fund	GMO Quality Cyclicals Fund
GMO Emerging Country Debt Shares Fund*	GMO Quality Fund
GMO Emerging Markets Select Equity Fund	GMO Resources Fund
GMO Emerging Markets ex-China Fund	GMO Resource Transition Fund*
GMO Emerging Markets Fund	GMO SGM Major Markets Fund
GMO Global Asset Allocation Fund	GMO Small Cap Quality Fund
GMO Global Developed Equity Allocation Fund	GMO Strategic Opportunities Allocation Fund
GMO Global Equity Allocation Fund	GMO Tax-Managed International Equities Fund
GMO High Yield Fund	GMO U.S. Opportunistic Value Fund*
GMO Implementation Fund	GMO U.S. Equity Fund
	GMO U.S. Small Cap Value Fund
	GMO U.S. Treasury Fund
	GMO-Usonian Japan Value Creation Fund

*GMO will provide State Street with at least five (5) business days’ prior notice to the commencement of operations

Information Classification: Limited Access