Exhibit (a)(4)
KELMOORE STRATEGIC TRUST
(THE "TRUST")
AMENDMENT DATED FEBRUARY 20, 2008 TO THE AGREEMENT AND DECLARATION OF TRUST
The first paragraph of Article V, Section 1 of the Trust's Agreement and
Declaration of Trust is amended to read as follows (additions are underscored):
The Trust shall consist of one or more Series. Without limiting the
authority of the Trustees to establish and designate any further Series,
the Trustees hereby establish three Series which shall be designated as the
Kelmoore Strategy(R) Fund, the Kelmoore Strategy(R) Eagle Fund and the
Kelmoore Strategy(R) Liberty Fund. Each additional Series shall be
established and is effective upon the adoption of a resolution of a
majority of the Trustees or any alternative date specified in such
resolution. The Trustees shall designate the relative rights and
preferences of the Shares of each Series. The Trustees may divide the
Shares of any Series into Classes. Without limiting the authority of the
Trustees to establish and designate any further Classes, the Trustees
hereby establish, with respect to the Kelmoore Strategy(R) Fund, the
Kelmoore Strategy(R) Eagle Fund and the Kelmoore Strategy(R) Liberty Fund,
each two Classes of Shares which shall be designated Class A and Class C
respectively. The Classes of Shares of the Series herein established and
designated and any Shares of any further Series and Classes that may from
time to time be established and designated by the Trustees shall be
established and designated, and the variations in the relative rights and
preferences as between the different Series or Classes shall be fixed and
determined, by the Trustees; provided, that all Shares shall be identical
except for such variations as shall be fixed and determined between
different Series or Classes by the Trustees in establishing and designating
such Series or Class. Such designation of Series or Classes may be directly
set forth by resolution or may be made by a resolution referring to, or
authorizing or approving of, another document that sets forth such relative
rights and preferences of such Series (or Class) including, without
limitation, any registration statement, prospectus or statement of
additional information of the Trust, or as otherwise provided in such
resolution.
/s/ ▇▇▇▇▇ ▇. Kelmon
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▇▇▇▇▇ ▇. Kelmon
President
Date: February 20, 2008