Exhibit 10.3


               AMERICAN BAR ASSOCIATION MEMBERS/STATE STREET
                               COLLECTIVE TRUST

                  SIXTH AMENDED AND RESTATED FUND DECLARATION

                               INDEX EQUITY FUND



          Pursuant to Sections 3.03 and 7.01 of the Declaration of Trust,
dated December 5, 1991, as amended as of July 31, 1995 and as further amended
as July 15, 2002 (the "Declaration of Trust"), which authorizes State Street
Bank and Trust Company as trustee ("State Street" or the "Trustee") of the
American Bar Association Members/State Street Collective Trust (the
"Collective Trust") to amend the Fund Declarations of the investment funds
established under the Collective Trust, effective as of April 1, 2003 State
Street hereby amends and restates the Fund Declaration dated July 15, 2002 of
the Index Equity Fund, an investment fund established under the Collective
Trust (the "Fund"). The provisions of the Declaration of Trust are
incorporated herein by reference. In addition, the Trustee agrees and declares
that it will hold, administer and deal with all money and property received or
purchased by it as Trustee of the Collective Trust on behalf of the Fund
subject to the additional terms and conditions set forth in this Fund
Declaration. Capitalized terms used and not otherwise defined shall have the
meanings set forth in the Declaration of Trust.

          1. Name of Fund. The name of this investment fund shall be "Index
Equity Fund" (the "Index Fund").

          2. Investment Objective. The investment objective of the Index Fund
is to replicate the total return of the Russell 3000 Index by investing in
stocks included in the Russell 3000 Index, with the overall objective of
achieving long-term growth of capital.

          3. Investment Guidelines and Restrictions. The assets of the Index
Fund will be invested and reinvested primarily in common stocks issued by
companies included in the Russell Index. The Index Fund may invest temporarily
for defensive purposes, without limitation, in certain short-term fixed income
securities in accordance with Section 3.03(c) of the Declaration of Trust. The
Index Fund will concentrate in particular industries to the extent that the
Russell 3000 Index concentrates in those industries. The Index Fund will not
borrow money, except as a temporary measure for extraordinary or emergency
purposes or to facilitate redemptions (not for leveraging or investment). All
of the investments by the Fund may be made through collective investment funds
maintained by State Street, so long as such collective investment funds comply
with the investment guidelines and restrictions described herein.

          It is the intention of the Trustee not to cause the Fund to invest
in derivative securities, except to the extent set forth in the Prospectus of
the Collective Trust from time to time in effect pursuant to which the Units
of the Fund may be issued.


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The Trustee, subject to consultation with ABRA, may in the future review such
investment policy.

          The Index Fund will not:

          (a)  trade in foreign currency (except transactions incidental to
               the settlement of purchases or sales of securities for the
               Fund);

          (b)  make an investment in order to exercise control or management
               over a company;

          (c)  make short sales, unless the Index Fund has, by reason of
               ownership of other securities, the right to obtain securities
               of a kind and amount equivalent to the securities sold, which
               right will continue so long as the Index Fund is in a short
               position;

          (d)  trade in commodities or commodity contracts, except futures
               contracts (including options on futures contracts) with respect
               to securities and securities indices for hedging purposes or
               pursuant to the investment policy regarding derivative
               securities referred to above;

          (e)  write uncovered options;

          (f)  purchase real estate or mortgages, provided that the Index Fund
               may buy shares of real estate investment trusts listed on U.S.
               stock exchanges or reported on Nasdaq National Market if such
               purchases are consistent with the investment objective and
               restrictions set forth in this Fund Declaration;

          (g)  invest in oil, gas or mineral leases;

          (h)  purchase any security on margin or borrow money, except for
               short-term credit necessary for clearance of securities
               transactions; or

          (i)  make loans, except by (i) the purchase of marketable bonds,
               debentures, commercial paper and similar marketable evidences
               of indebtedness, (ii) engaging in repurchase agreement
               transactions and (iii) making loans of portfolio securities.

          The Trustee intends to operate the Fund as a "qualifying entity"
pursuant to Regulation 4.5 of the Commodity Exchange Act (the "Act").
Therefore, the Fund will limit its positions in commodity futures or option
contracts which do not come within the meaning and intent of section 1.3(z)(1)
of the Act to positions for which the aggregate initial margin and premiums
will not exceed five percent of the net asset value of the Fund.


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          4. Initial Value of Units of the Fund. The initial value of the
Units of the Fund was $10.00 on May 2, 1994.

          5. Restrictions on Withdrawals and Transfers. There are no
restrictions on withdrawal and transfer. A Participating Trust may request
withdrawal of any number of Units of the Index Fund on any Business Day.

          6. Trustee, Management and Administrative Fees. For services
rendered as trustee of the Index Fund, the Trustee will be entitled to receive
compensation in the amount and at the times set forth in Schedule A attached
hereto.

          7. Conflicts. In the event of a conflict between the terms of this
document and the Declaration of Trust, the Declaration of Trust shall control
unless the Declaration of Trust specifically permits the Trustee to vary the
particular provision set forth therein.


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          IN WITNESS WHEREOF, STATE STREET BANK AND TRUST COMPANY has caused
its name to be signed to this Amended and Restated Fund Declaration for the
Index Equity Fund by its proper officer as of November 14, 2003 to be
effective as of April 1, 2003.



ATTEST:                                     STATE STREET BANK AND TRUST
                                             COMPANY

By: /s/  Jessica K. Moore                    By: /s/ Beth Halberstadt
   ----------------------------                --------------------------
   Name:  Jessica K. Moore                     Name:  Beth Halberstadt
   Title: Legal Secretary                      Title: Vice President


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                               INDEX EQUITY FUND

                  SIXTH AMENDED AND RESTATED FUND DECLARATION

                                  SCHEDULE A



     For services rendered to the Index Fund, the Trustee shall be entitled to
receive with respect to the assets of the Index Fund a fee charged at the
following annual rates, which will accrue on a daily basis and will be paid
monthly, provided that such fee shall be reduced by the amount of any fee
received by the Trustee (which for these purposes shall not exceed the amount
set forth below) on account of the investment of any assets of the Index Fund
in any other collective investment fund maintained by the Trustee:

  Aggregate Value of Assets in the
  Balanced, Index Equity, Intermediate
  Bond, International Equity, Large-Cap
  Growth Equity, Large-Cap Value Equity,
  Mid-Cap Growth Equity, Mid-Cap Value
  Equity, Small-Cap Equity, and Stable
  Asset Return Funds                                    Rate
  -------------------------------------------           ----

  First $1.0 billion                                    .156%
  Next  $1.8 billion                                    .058
  Over  $2.8 billion                                    .025