AGREEMENT BETWEEN

                  BROWN BROTHERS HARRIMAN & CO.

                               AND

                THE KOREAN INVESTMENT FUND, INC.





                       CUSTODIAN AGREEMENT

    AGREEMENT made this 21st day of February, 1992, between THE

KOREAN INVESTMENT FUND, INC. (the "Fund") and Brown Brothers

Harriman & Co. (the "Custodian").

    WITNESSETH: That in consideration of the mutual covenants and

agreements herein contained, the parties hereto agree as follows:

    1.   The Fund hereby employs and appoints the Custodian as a

custodian for the term and subject to the provisions of this

Agreement. The Custodian shall not be under any duty or

obligation to require the Fund to deliver to it any securities or

funds owned by the Fund and shall have no responsibility or

liability for or on account of securities or funds not so

delivered. The Fund will deposit with the Custodian copies of the

Articles of Incorporation and By-Laws (or comparable documents)

of the Fund and all amendments thereto, and copies of such votes

and other proceedings of the Fund as may be necessary for or

convenient to the Custodian in the performance of its duties.

    2.   Except for securities and funds held by subcustodians

appointed pursuant to the provisions of Section 3 hereof, the

Custodian shall have and perform the following powers and duties:

    A.   Safekeeping - To keep safely the securities of the Fund

that have been delivered to the Custodian and from time to time

to receive delivery of securities for safekeeping.

    B.   Manner of Holding Securities - To hold securities of the

Fund (1) by physical possession of the share certificates or




                                2





other instruments representing such securities in registered or

bearer form, or (2) in book-entry form by a Securities System (as

said term is defined in Section 2U).

    C.   Registered Name; Nominee - To hold registered securities

of the Fund (1) in the name or any nominee name of the Custodian

or the Fund, or in the name or any nominee name of any agent

appointed pursuant to Section 6E, or (2) in street certificate

form, so-called, and in any case with or without any indication

of fiduciary capacity.

    D.   Purchases - Upon receipt of Proper Instructions, as

defined in Section X on Page 16, insofar as funds are available

for the purpose, to pay for and receive securities purchased for

the account of the Fund, payment being made only upon receipt of

the securities (1) by the Custodian, or (2) by a clearing

corporation of a national securities exchange of which the

Custodian is a member, or (3) by a Securities System. However,

(i) in the case of repurchase agreements entered into by the

Fund, the Custodian (as well as an Agent) may release funds to a

Securities System or to a Subcustodian prior to the receipt of

advice from the Securities System or Subcustodian that the

securities underlying such repurchase agreement have been

transferred by book entry into the Account (as defined in Section

2U) of the Custodian (or such Agent) maintained with such

Securities System or Subcustodian, so long as such payment

instructions to the Securities System or Subcustodian include a




                                3





requirement that delivery is only against payment for securities,

(ii) in the case of foreign exchange contracts, options, time

deposits, call account deposits, currency deposits, and other

deposits, contracts or options pursuant to Sections 2J, 2L, 2M

and 2N, the Custodian may make payment therefor without receiving

an instrument evidencing said deposit, contract or option so long

as such payment instructions detail specific securities to be

acquired, and (iii) in the case of securities in which payment

for the security and receipt of the instrument evidencing the

security are under generally accepted trade practice or the terms

of the instrument representing the security expected to take

place in different locations or through separate parties, such as

commercial paper which is indexed to foreign currency exchange

rates, derivatives and similar securities, the Custodian may make

payment for such securities prior to delivery thereof in

accordance with such generally accepted trade practice or the

terms of the instrument representing such security.

    E.   Exchanges - Upon receipt of proper instructions, to

exchange securities held by it for the account of the Fund for

other securities in connection with any reorganization,

recapitalization, split-up of shares, change of par value,

conversion or other event, and to deposit any such securities in

accordance with the terms of any reorganization or protective

plan. Without such instructions, the Custodian may surrender

securities in temporary form for definitive securities, may




                                4





surrender securities for transfer into a name or nominee name as

permitted in Section 2C, and may surrender securities for a

different number of certificates or instruments representing the

same number of shares or same principal amount of indebtedness,

provided the securities to be issued are to be delivered to the

Custodian and further provided custodian shall at the time of

surrendering securities or instruments receive a receipt or other

evidence of ownership thereof.

    F.   Sales of Securities - Upon receipt of proper

instructions, to make delivery of securities which have been sold

for the account of the Fund, but only against payment therefor

(1) in cash, by a certified check, bank cashier's check, bank

credit, or bank wire transfer, or (2) by credit to the account of

the Custodian with a clearing corporation of a national

securities exchange of which the Custodian is a member, or (3) by

credit to the account of the Custodian or an Agent of the

Custodian with a Securities System; provided, however, that (i)

in the case of delivery of physical certificates or instruments

representing securities, the Custodian may make delivery to the

broker buying the securities, against receipt therefor, for

examination in accordance with "street delivery" custom, provided

that the payment therefor is to be made to the Custodian (which

payment may be made by a broker's check) or that such securities

are to be returned to the Custodian, and (ii) in the case of

securities referred to in clause (iii) of the last sentence of




                                5





Section 2D, the Custodian may make settlement, including with

respect to the form of payment, in accordance with generally

accepted trade practice relating to such securities or the terms

of the instrument representing said security.

    G.   Depositary Receipts - Upon receipt of proper

instructions, to instruct a subcustodian appointed pursuant to

Section 3 hereof (a "Subcustodian") or an agent of the Custodian

appointed pursuant to Section 6E hereof (an "Agent") to surrender

securities to the depositary used by an issuer of American

Depositary Receipts or International Depositary Receipts

(hereinafter collectively referred to as "ADRs") for such

securities against a written receipt therefor adequately

describing such securities and written evidence satisfactory to

the Subcustodian or Agent that the depositary has acknowledged

receipt of instructions to issue with respect to such securities

ADRs in the name of the Custodian, or a nominee of the Custodian,

for delivery to the Custodian in Boston, Massachusetts, or at

such other place as the Custodian may from time to time

designate.

    Upon receipt of proper instructions, to surrender ADRs to the

issuer thereof against a written receipt therefor adequately

describing the ADRs surrendered and written evidence satisfactory

to the Custodian that the issuer of the ADRs has acknowledged

receipt of instructions to cause its depositary to deliver the

securities underlying such ADRs to a Subcustodian or an Agent.




                                6





    H.   Exercise of Rights; Tender Offers - Upon timely receipt

of proper instructions, to deliver to the issuer or trustee

thereof, or to the agent of either, warrants, puts, calls, rights

or similar securities for the purpose of being exercised or sold,

provided that the new securities and cash, if any, acquired by

such action are to be delivered to the Custodian, and, upon

receipt of proper instructions, to deposit securities upon

invitations for tenders of securities, provided that the

consideration is to be paid or delivered or the tendered

securities are to be returned to the Custodian.

    I.   Stock Dividends, Rights, Etc. - To receive and collect

all stock dividends, rights and other items of like nature; and

to deal with the same pursuant to proper instructions relative

thereto.

    J.   Options - Upon receipt of proper instructions, to

receive and retain confirmations or other documents evidencing

the purchase of writing of an option on a security or securities

index by the Fund; to deposit and maintain in a segregated

account, either physically or by book-entry in a Securities

System, securities subject to a covered call option written by

the Fund; and to release and/or transfer such securities or other

assets only in accordance with a notice or other communication

evidencing the expiration, termination or exercise of such

covered option furnished by The Options Clearing Corporation, the

securities or options exchange on which such covered option is




                                7





traded or such other organization as may be responsible for

handling such options transactions.

    K.   Borrowings - Upon receipt of proper instructions, to

deliver securities of the Fund to lenders or their agents as

collateral for borrowings effected by the Fund, provided that

such borrowed money is payable to or upon the Custodian's order

as Custodian for the Fund.

    L.   Demand Deposit Bank Accounts - To open and operate an

account or accounts in the name of the Fund on the Custodian's

books subject only to draft or order by the Custodian. All funds

received by the Custodian from or for the account of the Fund

shall be deposited in said account(s). The responsibilities of

the Custodian to the Fund for deposits accepted on the

Custodian's books shall be that of a U. S. bank for a similar

deposit.

    If and when authorized by proper instructions, the Custodian

may open and operate an additional account(s) in such other banks

or trust companies as may be designated by the Fund in such

instructions (any such bank or trust company so designated by the

Fund being referred to hereafter as a "Banking Institution"),

provided that such account(s) shall be in the name of the

Custodian for account of the Fund and subject only to the

Custodian's draft or order. Such accounts may be opened with

Banking Institutions in the United States and in other countries

and may be denominated in either U. S. Dollars or other




                                8





currencies as the Fund may determine. All such deposits shall be

deemed to be portfolio securities of the Fund and accordingly the

responsibility of the Custodian therefore shall be the same as

and no greater than the Custodian's responsibility in respect of

other portfolio securities of the Fund.

    M.   Interest Bearing Call or Time Deposits - To place

interest bearing fixed term and call deposits with such banks and

in such amounts as the Fund may authorize pursuant to proper

instructions. Such deposits may be placed with the Custodian or

with Subcustodians or other Banking Institutions as the Fund may

determine. Deposits may be denominated in U. S. Dollars or other

currencies and need not be evidenced by the issuance or delivery

of a certificate to the Custodian, provided that the Custodian

shall include in its records with respect to the assets of the

Fund, appropriate notation as to the amount and currency of each

such deposit, the accepting Banking Institution, and other

appropriate details. Such deposits, other than those placed with

the Custodian, shall be deemed portfolio securities of the Fund

and the responsibilities of the Custodian therefor shall be the

same as those for demand deposit bank accounts placed with other

banks, as described in Section L of this agreement. The

responsibility of the Custodian for such deposits accepted on the

Custodian's books shall be that of a U. S. bank for a similar

deposit.






                                9





    N.   Foreign Exchange Transactions and Futures Contracts -

Pursuant to proper instructions, to enter into foreign exchange

contracts or options to purchase and sell foreign currencies for

spot and future delivery on behalf and for the account of the

Fund. Such transactions may be undertaken by the Custodian with

such Banking Institutions, including the Custodian and

Subcustodian(s) as principals, as approved and authorized by the

Fund. Foreign exchange contracts and options other than those

executed with the Custodian, shall be deemed to be portfolio

securities of the Fund and the responsibilities of the Custodian

therefor shall be the same as those for demand deposit bank

accounts placed with other banks as described in Section 2-L of

this agreement. Upon receipt of proper instructions, to receive

and retain confirmations evidencing the purchase or sale of a

futures contract or an option on a futures contract by the Fund;

to deposit and maintain in a segregated account, for the benefit

of any futures commission merchant or to pay to such futures

commission merchant, assets designated by the fund as initial,

maintenance or variation "margin" deposits intended to secure the

Fund's performance of its obligations under any futures contracts

purchased or sold or any options on futures contracts written by

the Fund, in accordance with the provisions of any agreement or

agreements among any of the Fund, the Custodian and such futures

commission merchant, designated to comply with the rules of the

Commodity Futures Trading Commission and/or any contract market,




                               10





or any similar organization or organizations, regarding such

margin deposits; and to release and/or transfer assets in such

margin accounts only in accordance with any such agreements or

rules.

    0.   Stock Loans - Upon receipt of proper instructions, to

deliver securities of the Fund, in connection with loans of

securities by the Fund, to the borrower thereof upon the receipt

of the cash collateral, if any, for such borrowing. In the event

U. S. Government securities are to be used as collateral, the

Custodian will not release the securities to be loaned until it

has received confirmation that such collateral has been delivered

to the Custodian. The Custodian and Fund understand that the

timing of receipt of such confirmation will normally require that

the delivery of securities to be loaned will be made one day

after receipt of the U. S. Government collateral.

    P.   Collections - To collect, receive and deposit in said

account or accounts all income, payments of principal and other

payments with respect to the securities held hereunder, and in

connection therewith to deliver the certificates or other

instruments representing the securities to the issuer thereof or

its agent when securities are called, redeemed, retired or

otherwise become payable; provided, that the payment is to be

made in such form and manner and at such time, which may be after

delivery by the Custodian of the instrument representing the

security, as is in accordance with the terms of the instrument




                               11





representing the security, or such proper instructions as the

Custodian may receive, or governmental regulations, the rules of

Securities Systems or other U.S. securities depositories and

clearing agencies or, with respect to securities referred to in

clause (iii) of the last sentence of Section 2D, in accordance

with generally accepted trade practice; (ii) to execute ownership

and other certificates and affidavits for all federal and state

tax purposes in connection with receipt of income or other

payments with respect to securities of the Fund or in connection

with transfer of securities, and (iii) pursuant to proper

instructions to take such other actions with respect to

collection or receipt of funds or transfer of securities which

involve an investment decision.

    Q.   Dividends, Distributions and Redemptions - Upon receipt

of proper instructions from the Fund, or upon receipt of

instructions from the Fund's shareholder servicing agent or agent

with comparable duties (the "Shareholder Servicing Agent") (given

by such person or persons and in such manner on behalf of the

Shareholder Servicing Agent as the Fund shall have authorized),

the Custodian shall release funds or securities to the

Shareholder Servicing Agent or otherwise apply funds or

securities, insofar as available, for the payment of dividends or

other distributions to Fund shareholders. Upon receipt of proper

instructions from the Fund, or upon receipt of instructions from

the Shareholder Servicing Agent (given by such person or persons




                               12





and in such manner on behalf of the Shareholder Servicing Agent

as the Fund shall have authorized), the Custodian shall release

funds or securities, insofar as available, to the Shareholder

Servicing Agent or as such Agent shall otherwise instruct for

payment to Fund shareholders who have delivered to such Agent a

request for repurchase or redemption of their shares of capital

stock of the Fund.

    R.   Proxies, Notices, Etc. - Promptly to deliver or mail to

the Fund all forms of proxies and all notices of meetings and any

other notices or announcements affecting or relating to

securities owned by the Fund that are received by the Custodian,

and upon receipt of proper instructions, to execute and deliver

or cause its nominee to execute and deliver such proxies or other

authorizations as may be required. Neither the Custodian nor its

nominee shall vote upon any of such securities or execute any

proxy to vote thereon or give any consent or take any other

action with respect thereto (except as otherwise herein provided)

unless ordered to do so by proper instructions.

    S.   Nondiscretionary Details - Without the necessity of

express authorization from the Fund, (1) to attend to all

nondiscretionary details in connection with the sale, exchange,

substitution, purchase, transfer or other dealings with

securities, funds or other property of the Portfolio held by the

Custodian except as otherwise directed from time to time by the

Directors of the Fund, and (2) to make payments to itself or




                               13





others for minor expenses of handling securities or other similar

items relating to the Custodian's duties under this Agreement,

provided that all such payments shall be accounted for to the

Fund.

    T.   Bills - Upon receipt of proper instructions, to pay or

cause to be paid, insofar as funds are available for the purpose,

bills, statements, or other obligations of the Fund.

    U.   Deposit of Fund Assets in Securities Systems - The

Custodian may deposit and/or maintain securities owned by the

Fund in (i) The Depository Trust Company, (ii) any book-entry

system as provided in Subpart 0 of Treasury Circular No. 300, 31

CFR 306, Subpart B of 31 CFR Part 350, or the book-entry

regulations of federal agencies substantially in the form of

Subpart 0, or (iii) any other domestic clearing agency registered

with the Securities and Exchange Commission under Section.17A of

the Securities Exchange Act of 1934 which acts as a securities

depository and whose use the Fund has previously approved in

writing (each of the foregoing being referred to in this

Agreement as a "Securities System"). Utilization of a Securities

System shall be in accordance with applicable Federal Reserve

Board and Securities and Exchange Commission rules and

regulations, if any, and subject to the following provisions:

    1) The Custodian may deposit and/or maintain Fund securities,

either directly or through one or more Agents appointed by the

Custodian (provided that any such agent shall be qualified to act




                               14





as a custodian of the Fund pursuant to the Investment Company Act

of 1940 and the rules and regulations thereunder), in a

Securities System provided that such securities are represented

in an account ("Account") of the Custodian or such Agent in the

Securities System which shall not include any assets of the

Custodian or Agent other than assets held as a fiduciary,

custodian, or otherwise for customers;

    2) The records of the Custodian with respect to securities of

the Fund which are maintained in a Securities System shall

identify by book-entry those securities belonging to the Fund;

    3) The Custodian shall pay for securities purchased for the

account of the Fund upon (i) receipt of advice from the

Securities System that such securities have been transferred to

the Account, and (ii) the making of an entry on the records of

the Custodian to reflect such payment and transfer for the

account of the Fund. The Custodian shall Transfer securities sold

for the account of the Fund upon (i) receipt of advice from the

Securities System that payment for such securities has been

transferred to the Account, and (ii) the making of an entry on

the records of the Custodian to reflect such transfer and payment

for the account of the Fund. Copies of all advices from the

Securities System of transfers of securities for the account of

the Fund shall identify the Fund, be maintained for the Fund by

the Custodian or an Agent as referred to above, and be provided

to the Fund at its request. The Custodian shall furnish the Fund




                               15





confirmation of each transfer to or from the account of the Fund

in the form of a written advice or notice and shall furnish to

the Fund copies of daily transaction sheets reflecting each day's

transactions in the Securities System for the account of the Fund

on the next business day;

    4) The Custodian shall provide the Fund with any report

obtained by the Custodian or any Agent as referred to above on

the Securities System's accounting system, internal accounting

control and procedures for safeguarding securities deposited in

the Securities System; and the Custodian and such Agents shall

send to the Fund such reports on their own systems of internal

accounting control as the Fund may reasonably request from time

to time. 5) At the written request of the Fund, the Custodian

will terminate the use of any such Securities System on behalf of

the Fund as promptly as practicable.

    V.   Other Transfers - Upon receipt of Proper Instructions,

to deliver securities, funds and other property of the Fund to a

Subcustodian or another custodian of the Fund; and, upon receipt

of proper instructions, to make such other disposition of

securities, funds or other property of the Fund in a manner other

than or for purposes other than as enumerated elsewhere in this

Agreement, provided that the instructions relating to such

disposition shall include a statement of the purpose for which

the delivery is to be made, the amount of securities to be






                               16





delivered and the name of the person or persons to whom delivery

is to be made.

    W.   Investment Limitations - In performing its duties

generally, and more particularly in connection with the purchase,

sale and exchange of securities made by or for the Fund, the

Custodian may assume unless and until notified in writing to the

contrary that proper instructions received by it are not in

conflict with or in any way contrary to any provisions of the

Fund's Articles of Incorporation or By-Laws (or comparable

documents) or votes or proceedings of the shareholders or

Directors of the Fund. The Custodian shall in no event be liable

to the Fund and shall be indemnified by the Fund for any

violation which occurs in the course of carrying out instructions

given by the Fund of any investment limitations to which the Fund

is subject or other limitations with respect to the Fund's powers

to make expenditures, encumber securities, borrow or take similar

actions affecting its portfolio.

    X.   Proper Instructions - Proper instructions shall mean a

tested telex from the Fund or a written request, direction,

instruction or certification signed or initialled on behalf of

the Fund by one or more person or persons as the Board of

Directors of the Fund shall have from time to time authorized,

provided, however, that no such instructions directing the

delivery of securities or the payment of funds to an authorized

signatory of the Fund shall be signed by such person. Those




                               17





persons authorized to give proper instructions may be identified

by the Board of Directors by name, title or position and will

include at least one officer empowered by the Board to name other

individuals who are authorized to give proper instructions on

behalf of the Fund. Telephonic or other oral instructions given

by any one of the above persons will be considered proper

instructions if the Custodian reasonably believes them to have

been given by a person authorized to give such instructions with

respect to the transaction involved. Oral instructions will be

confirmed by tested telex or in writing in the manner set forth

above but the lack of such confirmation shall in no way affect

any action taken by the Custodian in reliance upon such oral

instructions. The Fund authorizes the Custodian to tape record

any and all telephonic or other oral instructions given to the

Custodian by or on behalf of the Fund (including any of its

officers, Directors, employees or agents) and will deliver to the

Custodian a similar authorization from any investment manager or

adviser or person or entity with similar responsibilities which

is authorized to give proper instructions on behalf of the Fund

to the Custodian. Proper instructions may relate to specific

transactions or to types or classes of transactions, and may be

in the form of standing instructions.

    Proper instructions may include communications effected

directly between electro-mechanical or electronic devices or






                               18





systems, in addition to tested telex, provided that the Fund and

the Custodian agree to the use of such device or system.

    3.   Securities, funds and other property of the Fund may be

held by subcustodians appointed pursuant to the provisions of

this Section 3 (a "Subcustodian"). The Custodian may, at any time

and from time to time, appoint any bank or trust company (meeting

the requirements of a custodian or a foreign custodian under the

Investment Company Act of 1940 and the rules and regulations

thereunder) to act as a Subcustodian for the Fund, provided that

the Fund shall have approved in writing (1) any such bank or

trust company and the subcustodian agreement to be entered into

between such bank or trust company and the Custodian, and (2) if

the subcustodian is a bank organized under the laws of a country

other than the United States, the holding of securities, cash and

other property of the Fund in the country in which it is proposed

to utilize the services of such subcustodian. Upon such approval

by the Fund, the Custodian is authorized on behalf of the Fund to

notify each Subcustodian of its appointment as such. The

Custodian may, at any time in its discretion, remove any bank or

trust company that has been appointed as a Subcustodian but will

promptly notify the Fund of any such action.

    Those Subcustodians, their offices or branches which the Fund

has approved to date are set forth on Appendix A hereto. Such

Appendix shall be amended from time to time as Subcustodians,

branches or offices are changed, added or deleted. The Fund shall




                               19





be responsible for informing the Custodian sufficiently in

advance of a proposed investment which is to be held at a

location not listed on Appendix A, in order that there shall be

sufficient time for the Fund to give the approval required by the

preceding paragraph and for the Custodian to put the appropriate

arrangements in place with such Subcustodian pursuant to such

subcustodian agreement.

    Although the Fund does not intend to invest in a country

before the foregoing procedures have been completed, in the event

that an investment is made prior to approval, if practical, such

security shall be removed to an approved location or if not

practical such security shall be held by such agent as the

Custodian may appoint. In such event, the Custodian shall be

liable to the Fund for the actions of such agent if and only to

the extent the Custodian shall have recovered from such agent for

any damages caused the Fund by such agent and provided that the

Custodian shall pursue its rights against such agent.

    With respect to the securities and funds held by a

Subcustodian, either directly or indirectly, including demand and

interest bearing deposits, currencies or other deposits and

foreign exchange contracts as referred to in Sections 2K, 2L or I

2M, the Custodian shall be liable to the Fund if and only to the

extent that such Subcustodian is liable to the Custodian;

provided, however, that the Custodian shall be liable to the Fund

for losses resulting from the bankruptcy or insolvency of a




                               20





Subcustodian if and only to the extent that such Subcustodian is

liable to the Custodian and the Custodian recovers from such

Subcustodian under the applicable subcustodian agreement. The

Custodian shall nevertheless be liable to the Fund for its own

negligence in transmitting any instructions received by it from

the Fund and for. its own negligence in connection with the

delivery of any securities or funds held by it to any such

Subcustodian.

    In the event that any Subcustodian appointed pursuant to the

provisions of this Section 3 fails to perform any of its

obligations under the terms and conditions of the applicable

subcustodian agreement, the Custodian shall use its best efforts

to cause such Subcustodian to perform such obligations. In the

event that the Custodian is unable to cause such Subcustodian to

perform fully its obligations thereunder, the Custodian shall

forthwith upon the Fund's request terminate such Subcustodian

and, if necessary or desirable, appoint another subcustodian in

accordance with the provisions of this Section 3. At the election

of the Fund, it shall have the right to enforce, to the extent

permitted by the subcustodian agreement and applicable law, the

Custodian's rights against any such Subcustodian for loss or

damage caused the Fund by such Subcustodian.

    At the written request of the Fund, the Custodian will

terminate any subcustodian appointed pursuant to the provisions

of this Section 3 in accordance with the termination provisions




                               21





under the applicable subcustodian agreement. The Custodian will

not amend any subcustodian agreement or agree to change or permit

any changes thereunder except upon the prior written approval of

the Fund.

    In the event the Custodian receives a claim from a

Subcustodian under the indemnification provisions of any

subcustodian agreement, the Custodian shall promptly give written

notice to the Fund of such claim. No more than thirty days after

written notice to the Fund of the Custodian's intention to make

such payment, the Fund will reimburse the Custodian the amount of

such payment except in respect of any negligence or misconduct of

the Custodian.

    4.   The Custodian may assist generally in the preparation of

reports to Fund shareholders and others, audits of accounts, and

other ministerial matters of like nature.

    5.   The Fund hereby also appoints the Custodian as its

financial agent. With respect to the appointment as-financial

agent, the Custodian shall have and perform the following powers

and duties:

    A.   Records - To create, maintain and retain such records

relating to its activities and obligations under this Agreement

as are required under the Investment Company Act of 1940 and the

rules and regulations thereunder (including Section 31 thereof

and Rules 3la-l and 3la-2 thereunder) and under applicable

Federal and State tax laws. All such records will be the property




                               22





of the Fund and in the event of termination of this Agreement

shall be delivered to the successor custodian, and the Custodian

agrees to cooperate with the Fund in execution of documents and

other action necessary or desirable in order to substitute the

successor custodian for the custodian under their agreement.

    B.   Accounts - To keep books of account and render

statements, including interim monthly and complete quarterly

financial statements, or copies thereof, from time to time as

reasonably requested by proper instructions.

    C.   Access to Records - Subject to security requirements of

the Custodian applicable to its own employees having access to

similar records within the Custodian and such regulations as may

be reasonably imposed by the Custodian, the books and records

maintained by the Custodian pursuant to Sections 5A and 5B shall

be open to inspection and audit at reasonable times by officers

of, attorneys for, and auditors employed by, the Fund.

    D.   Calculation of Net Asset Value - To compute and

determine the net asset value per share of capital stock of the

Fund as of the close of business on the New York Stock Exchange

on each day on which such Exchange is open, unless otherwise

directed by proper instructions. Such computation and

determination shall be made in accordance with (1) the provisions

of the Fund's Articles of Incorporation or By-Laws of the Fund,

as they may from time to time be amended and delivered to the

Custodian, (2) the votes of the Board of Directors of the Fund at




                               23





the time in force and applicable, as they may from time to time

be delivered to the Custodian, and (3) proper instructions from

such officers of the Fund or other persons as are from time to

time authorized by the Board of Directors of the Fund to give

instructions with respect to computation and determination of the

net asset value. On each day that the Custodian shall compute the

net asset value per share of the Fund, the Custodian shall

provide the Fund with written reports which permit the Fund to

verify that portfolio transactions have been recorded in

accordance with the Fund's instructions.

    In computing the net asset value, the Custodian may rely upon

any information furnished by proper instructions, including

without limitation any information (1) as to accrual of

liabilities of the Fund and as to liabilities of the Fund not

appearing on the books of account kept by the custodian, (2) as

to the existence, status and proper treatment of reserves, if

any, authorized by the fund, (3) as to the sources of quotations

to be used in computing the net asset value, including those

listed in Appendix B, (4) as to the fair value to be assigned to

any securities or other property for which price quotations are

not readily available, and (5) as to the sources of information

with respect to "corporate actions" affecting portfolio

securities of the fund, including those listed in Appendix B.

(Information as to "corporate actions" shall include information

as to dividends, distributions, stock splits, stock dividends,




                               24





rights offerings, conversions, exchanges, recapitalizations,

mergers, redemptions, calls, maturity dates and similar

transactions, including the ex- and record dates and the amounts

or other terms thereof.)

    In like manner, the Custodian shall compute and determine the

net asset value as of such other times as the Board of Directors

of the Fund from time to time may reasonably request.

    Notwithstanding any other provisions of this Agreement,

including Section 6C, the following provisions shall apply with

respect to the Custodian's foregoing responsibilities in this

Section 5D: The Custodian shall be held to the exercise of

reasonable care in computing and determining net asset value as

provided in this Section 5D, but shall not be held accountable or

liable for any losses, damages or expenses the Fund or any

shareholder or former shareholder of the Fund may suffer or incur

arising from or based upon errors or delays in the determination

of such net asset value unless such error or delay was due to the

Custodian's negligence, gross negligence or reckless or willful

misconduct in determination of such net asset value. (The parties

hereto acknowledge, however, that the Custodian's causing an

error or delay in the determination of net asset value may, but

does not in and of itself, constitute negligence, gross

negligence or reckless or willful misconduct.) In no event shall

the Custodian be liable or responsible to the Fund, any present

or former shareholder of the fund or any other party for any




                               25





error or delay which continued or was undetected after the date

of an audit performed by the certified public accountants

employed by the Fund if, in the exercise of reasonable care in

accordance with generally accepted accounting standards, such

accountants should have become aware of such error or delay in

the course of performing such audit. The Custodian's liability

for any such negligence, gross negligence or reckless or willful

misconduct which results in an error in determination of such net

asset value shall be limited to the direct, out-of-pocket loss

the Fund, shareholder or former shareholder shall actually incur,

measured by the difference between the actual and the erroneously

computed net asset value, and any expenses the fund shall incur

in connection with correcting the records of the Fund affected by

such error (including charges made by the Fund's registrar and

transfer agent for making such corrections) or communicating with

shareholders or former shareholders of the Fund affected by such

error.

    Without limiting the foregoing, the Custodian shall not be

held accountable or liable to the Fund, any shareholder or former

shareholder thereof or any other person for any delays or losses,

damages or expenses any of them may suffer or incur resulting

from (1) the Custodian's failure to receive timely and suitable

notification concerning quotations or corporate actions relating

to or affecting portfolio securities of the fund or (2) any

errors in the computation of the net asset value based upon or




                               26





arising out of quotations or information as to corporate actions

if received by the Custodian either (i) from a source which the

Custodian was authorized pursuant to the second paragraph of this

Section 5D to rely upon, or (ii) from a source which in the

Custodian's reasonable judgment was as reliable a source for such

quotations or information as the sources authorized pursuant to

that paragraph. Nevertheless, the Custodian will use its best

judgment in determining whether to verify through other sources

any information it has received as to quotations or corporate

actions if the Custodian has reason to believe that any such

information might be incorrect.

    In the event of any error or delay in the determination of

such net asset value for which the Custodian may be liable, the

Fund and the Custodian will consult and make good faith efforts

to reach agreement on what actions should be taken in order to

mitigate any loss suffered by the Fund or its present or former

shareholders, in order that the custodian's exposure to liability

shall be reduced to the extent possible after taking into account

all relevant factors and alternatives. Such actions might include

the Fund or the custodian taking reasonable steps to collect from

any shareholder or former shareholder who has  received any

overpayment upon redemption of shares such overpaid amount or to

collect from any shareholder who has underpaid upon a purchase of

shares the amount of such underpayment or to reduce the number of

shares issued to such shareholder. It is understood that in




                               27





attempting to reach agreement on the actions to be taken or the

amount of the loss which should appropriately be borne by the

Custodian, the Fund and the Custodian will consider such relevant

factors as the amount of the loss involved, the Fund's desire to

avoid loss of shareholder good will, the fact that other persons

or entitles could have been reasonably expected to have detected

the error sooner than the time it was actually discovered, the

appropriateness of limiting or eliminating the benefit which

shareholders or former shareholders might have obtained by reason

of the error, and the possibility that other parties providing

services to the fund might be induced to absorb a portion of the

loss incurred.

    D.   Disbursements - Upon receipt of proper instructions, to

pay or cause to be paid, insofar as funds are available for the

purpose, bills, statements and other obligations of the Fund

(including but not limited to interest charges, taxes, management

fees, compensation to Fund officers and employees, and other

operating expenses of the Fund).

    6.   A. The Custodian shall not be liable for any action

taken or omitted in reliance upon proper instructions believed by

it to be genuine or upon any other written notice, request,

direction, instruction, certificate or other instrument believed

by it to be genuine and signed by the proper party or parties.

    The Secretary or Assistant Secretary of the Fund shall

certify to the Custodian the names, signatures and scope of




                               28





authority of all persons authorized to give proper instructions

or any other such notice, request, direction, instruction,

certificate or instrument on behalf of the Fund, the names and

signatures of the officers of the Fund, the name and address of

the Shareholder Servicing Agent, and any resolutions, votes,

instructions or directions of the Fund's Board of Directors or

shareholders. Such certificate may be accepted and relied upon by

the Custodian as conclusive evidence of the facts set forth

therein and may be considered in full force and effect until

receipt of a similar certificate to the contrary.

    So long as and to the extent that it is in the exercise of

reasonable care, the Custodian shall not be responsible for the

title, validity or genuineness of any property or evidence of

title thereto received by it or delivered by it pursuant to this

Agreement.

    The Custodian shall be entitled, at the expense of the Fund,

to receive and act upon advice of counsel (who may be counsel for

the Fund) on all matters, and the Custodian shall be without

liability for any action reasonably taken or omitted pursuant to

such advice.

    B.   With respect to the portfolio securities, cash and other

property of the Fund held by a Securities System, the Custodian

shall be liable to the Fund only for any loss or damage to the

Fund resulting from use of the Securities System if caused by any

negligence, misfeasance or misconduct of the Custodian or any of




                               29





its agents or of any of its or their employees or from any

failure of the Custodian or any such agent to enforce effectively

such rights as it may have against the Securities System.

    C.   Except as may otherwise be set forth in this Agreement

with respect to particular matters, the Custodian shall be held

only to the exercise of reasonable care and diligence in carrying

out the provisions of this Agreement, provided that the Custodian

shall not thereby be required to take any action which is in

contravention of any applicable law. However, nothing herein

shall exempt the Custodian from liability due to its own

negligence or willful misconduct. The Fund agrees to indemnify

and hold harmless the Custodian and its nominees from all claims

and liabilities (including counsel fees) incurred or assessed

against it or its nominees in connection with the performance of

this Agreement, except such as may arise from its or its

nominee's breach of the relevant standard of conduct set forth in

this Agreement. Without limiting the foregoing indemnification

obligation of the Fund, the Fund agrees to indemnify the

Custodian and its nominees against any liability the Custodian or

such nominee may incur by reason of taxes assessed to the

Custodian or such nominee or other costs, liability or expense

incurred by the Custodian or such nominee resulting directly or

indirectly from the fact that portfolio securities or other

property of the Fund is registered in the name of the Custodian

or such nominee.




                               30





    In order that the indemnification provisions contained in

this Paragraph 6-C shall apply, however, it is understood that if

in any case the Fund may be asked to indemnify or hold the

Custodian harmless, the Fund shall be fully and promptly advised

of all pertinent facts concerning the situation in question, and

it is further understood that the Custodian will use all

reasonable care to identify and notify the Fund promptly

concerning any situation which presents or appears likely to

present the probability of such a claim for indemnification

against the Fund. The Fund shall have the option to defend the

Custodian against any claim which may be the subject of this

indemnification, and in the event that the Fund so elects it Will

so notify the Custodian, and thereupon the Fund shall take over

complete defense of the claim, and the Custodian shall in such

situation initiate no further legal or other expenses for which

it shall seek indemnification under this Paragraph 6-C. The

Custodian shall in no case confess any claim or make any

compromise in any case in which the Fund will be asked to

indemnify the Custodian except with the Fund's prior written

consent.

    It is also understood that the Custodian shall not be liable

for any loss involving any securities, currencies, deposits or

other property of the Fund, whether maintained by it, a

Subcustodian, an agent of the Custodian or a Subcustodian, a

Securities System, or a Banking Institution, or a loss arising




                               31





from a foreign currency transaction or contract, resulting from a

Sovereign Risk. A "Sovereign Risk" shall mean nationalizaton,

expropriation, devaluation, revaluation, confiscation, seizure,

cancellation, destruction or similar action by any governmental

authority, de facto or de jure; or enactment, promulgation,

imposition or enforcement by any such governmental authority of

currency restrictions, exchange controls, taxes, levies or other

charges affecting the Fund's property; or acts of war, terrorism,

insurrection or revolution; or any other similar act or event

beyond the Custodian's control.

    D.   The Custodian shall be entitled to receive reimbursement

from the Fund on demand, in the manner provided in Section 7, for

its cash disbursements, expenses and charges (including the fees

and expenses of any Subcustodian or any Agent) in connection with

this Agreement, but excluding salaries and usual overhead

expenses.

    E.   The Custodian may at any time or times in its discretion

appoint (and may at any time remove) any other bank or trust

company as its agent (an "Agent") to carry out such of the

provisions of this Agreement as the Custodian may from time to

time direct, provided, however, that the appointment of such

Agent (other than an Agent appointed pursuant to the third

paragraph of Section 3) shall not relieve the Custodian of any of

its responsibilities under this agreement.






                               32





    F.   Upon request, the Fund shall deliver to the Custodian

such proxies, powers of attorney or other instruments as may be

reasonable and necessary or desirable in connection with the

performance by the Custodian or any Subcustodian of their

respective obligations under this Agreement or any applicable

subcustodian agreement.

    7.   The Fund shall pay the Custodian a custody fee based on

such fee schedule as may from time to time be agreed upon in

writing by the Custodian and the Fund. Such fee, together with

all amounts for which the Custodian is to be reimbursed in

accordance with Section 6D, shall be billed to the Fund in such a

manner as to permit payment by a direct cash payment to the

Custodian.

    8.   This Agreement shall continue in full force and effect

until terminated by either party by an instrument in writing

delivered or mailed, postage prepaid, to the other party, such

termination to take effect not sooner than seventy five (75) days

after the date of such delivery or mailing. In the event of

termination the Custodian shall be entitled to receive prior to

delivery of the securities, funds and other property held by it

all accrued fees and unreimbursed expenses the payment of which

is contemplated by Sections 6D and 7, upon receipt by the Fund of

a statement setting forth such fees and expenses.

    In the event of the appointment of a successor custodian, it

is agreed that the funds and securities owned by the Fund and




                               33





held by the Custodian or any Subcustodian shall be delivered to

the successor custodian, and the Custodian agrees to cooperate

with the Fund in execution of documents and performance of other

actions necessary or desirable in order to substitute the

successor custodian for the Custodian under this Agreement.

    9.   This Agreement constitutes the entire understanding and

agreement of the parties hereto with respect to the subject

matter hereof. No provision of this Agreement may be amended or

terminated except by a statement in writing signed by the party

against which enforcement of the amendment or termination is

sought.

    In connection with the operation of this Agreement, the

Custodian and the Fund may agree in writing from time to time on

such provisions interpretative of or in addition to the

provisions of this Agreement as may in their joint opinion be

consistent with the general tenor of this Agreement. No

interpretative or additional provisions made as provided in the

preceding sentence shall be deemed to be an amendment of this

Agreement.

    10.  This instrument is executed and delivered in The

Commonwealth of Massachusetts and shall be governed by and

construed according to the laws of said Commonwealth.

    11.  Notices and other writings delivered or mailed postage

prepaid to the Fund addressed to the Fund at 500 Plaza Drive 3rd

Floor, Secaucus, NJ 07094 or to such other address as the Fund




                               34





may have designated to the Custodian in writing, or to the

Custodian at 40 Water Street, Boston, Massachusetts 02109,

Attention: Manager, Securities Department, or to such other

address as the Custodian may have designated to the Fund in

writing, shall be deemed to have been properly delivered or given

hereunder to the respective addressee.

    12.  This Agreement shall be binding on and shall inure to

the benefit of the Fund and the Custodian and their respective

successors and assigns, provided that neither party hereto may

assign this Agreement or any of its rights or obligations

hereunder without the prior written consent of the other party.

    13.  This Agreement may be executed in any number of

counterparts, each of which shall be deemed an original. This

Agreement shall become effective when one or more counterparts

have been signed and delivered by each of the parties.

    IN WITNESS WHEREOF, each of the parties has caused this

Agreement to be executed in its name and behalf on the day and

year first above written.

THE KOREAN INVESTMENT
    FUND, INC.
                                 BROWN BROTHERS HARRIMAN & CO


By__________________________     per pro______________________











                               35





                                                       APPENDIX B


                THE KOREAN INVESTMENT FUND, INC.

THE FOLLOWING AUTHORIZED SOURCES ARE TO BE USED FOR PRICING AND
FOREIGN EXCHANGE QUOTATIONS, CORPORATE ACTIONS, DIVIDENDS AND
RIGHTS OFFERINGS:

                       AUTHORIZED SOURCES

                        QUOTRON
                        REUTERS
                        INTERACTIVE DATA CORPORATION
                        VALORINFORM (GENEVA)
                        TELEKURS
                        SUBSCRIPTION BANKS
                        FUND MANAGERS
                        EXTEL (LONDON)
                        REPUTABLE FOREIGN BROKERS

APPROVED:_______________________________________________
                                                    Date






























                               36





      BROWN BROTHERS HARRIMAN & CO - GLOBAL CUSTODY NETWORK



                THE KOREAN INVESTMENT FUND, INC.



                           APPENDIX A



COUNTRY                    SUBCUSTODIAN        CENTRAL DEPOSITORY

KOREA            KOREA EXCHANGE BANK AGMT 2/11/92      KSSC

TRANSNATIONAL    BROWN BROTHERS HARRIMAN & CO          CEDEL
                                                       EUROCLEAR

I HEREBY CERTIFY THAT AT ITS MEETING ON __________________ 19__
THE BOARD APPROVED THE COUNTRIES, SUBCUSTODIANS, AGREEMENTS, AND
CENTRAL DEPOSITORIES LISTED ON THIS APPENDIX.


________________________         _________________________
(SIGNATURE)                      (DATE)



________________________
(TITLE)






















                               37
00250131.AJ2