SENIOR FUNDS
AMENDMENT NO. 1 TO MASTER TRUST AGREEMENT
AMENDMENT No. 1 to the Master Trust Agreement of Senior Funds, dated December
13, 2000, made at Houston, Texas, on January 22, 2001, by the Trustees
hereunder.
WITNESSETH
WHEREAS, Section 7.3 of the Master Trust Agreement dated December 13, 2000 (the
"Agreement"), of Senior Funds (the "Trust"), provides that the Agreement may be
amended at any time, so long as such amendment does not adversely affect the
rights of any shareholder with respect to which such amendment is or purports to
be applicable and so long as such amendment is not in contravention of
applicable law, including the Investment Company Act of 1940, by an instrument
in writing, signed by an officer of the Trust pursuant to a vote of a majority
of the Trustees of the Trust; and
WHEREAS, a majority of the Trustees of the Trust desire to amend the Agreement
to authorize new sub-trusts or series and issuance of shares and classes of
shares by the sub-trusts; and
WHEREAS, a majority of the Trustees of the Trust on January 22, 2001, have duly
adopted the amendment to the Agreement shown below and authorized the same to be
filed with the Secretary of State of the Commonwealth of Massachusetts;
NOW, THEREFORE, the undersigned Trustees pursuant to the authorization described
above, hereby amend Section 4.2 of the Master Trust Agreement, as heretofore in
effect, to read as follows:
SECTION 4.2 ESTABLISHMENT AND DESIGNATION OF SUB-TRUSTS.
Without limiting the Trustees' authority to establish further sub-trusts
pursuant to Section 4.1, the Trustees hereby establish the following
sub-trusts:
Master Trust Agreement Amendment No. 1
Senior Funds
February 22, 2001
Page 2 of 2
Senior U. S. Government Total Return Bond Fund
Senior Corporate Bond Fund
Senior Balanced Growth Fund
Senior Large Cap Equity Fund
Senior Money Market Fund
Senior Balanced 50 Funds
Senior Balanced 60 Funds
Senior Balanced 70 Funds
Except for the Senior Money Market Fund, which is authorized to issue
one class of shares not subject to a distribution plan, each sub-trust
is authorized to issue 2 classes of shares; a no load class subject to
a distribution plan adopted pursuant to rule 12b-1 under the
investment company act of 1940; and institutional class not subject to
a distribution plan.
WITNESS WHEREOF, our hands and seals this 22nd day of January 2001.
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▇▇▇▇▇▇ ▇. ▇▇▇▇▇, Trustee ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇, Trustee
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▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Trustee E. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, Trustee
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______________, Trustee
STATE OF TEXAS )
) ss:
COUNTY OF ▇▇▇▇▇▇ )
Before me, a Notary Public in and for said county and state, personally appeared
the above named list names, who acknowledged that they did sign the foregoing
instrument in the capacity indicated and that the same is his free act and deed
on this _______day of February 2001.
My Commission Expires:
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Signature of Notary Public:
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