MERRIMAC FUNDS
Amendment No. 2 to
MASTER TRUST AGREEMENT
Pursuant to Article IV, Section 4.2 of the Master Trust Agreement of
the Merrimac Funds (the "Trust"), dated as of October 30, 1996 (the "Trust
Agreement"), and pursuant to authorization by the Trustees of the Trust at a
meeting duly called and held for such purpose on August 6, 1997, the following
Series of the Trust is established and designated:
Merrimac Short-Term Asset Reserve Fund
Pursuant to Article IV, Section 4.2 of the Trust Agreement of the
Trust, the Merrimac Short-Term Asset Reserve Fund shall consist of three classes
of Shares identified as the "Premium Class", the "Institutional Class" and the
"Placement Class" Shares.
The Interests in the above Series and classes thereof shall have the
relative rights and preferences as set forth in subsections (a) - (m) of Section
4.2 of the Trust Agreement and shall be effective as of the date set forth
below.
Pursuant to Article IV, Section 4.2 of the Trust Agreement of the
Trust, an additional class of Shares of the Merrimac Cash Fund and the Merrimac
Treasury Fund, identified as the "Placement Class", is established and approved.
Dated as of November 20, 1997
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Secretary
Merrimac Funds
Duly Authorized