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EXHIBIT (a)(5)
ICON FUNDS
AMENDMENT NO. 4 TO MASTER TRUST AGREEMENT
AMENDMENT No. 4 to the Master Trust Agreement of ICON Funds made at Englewood,
Colorado on September 19, 1996, by the Trustees hereunder.
WITNESSETH
WHEREAS, Section 7.3 of the ICON Master Trust Agreement dated September 19, 1996
(the "Agreement"), of ICON 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 a new sub-trust or series, the ICON Fund, and issuance of two
classes of shares by that Fund; and
WHEREAS, a majority of the Trustees of the Trust on May 16, 2000 and June 28,
2000, 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:
ICON Basic Materials Fund ICON Asia Region Fund
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Master Trust Agreement Amendment No. 4
June 28, 2000
Page 2 of 2
ICON Capital Goods Fund ICON South Pacific Region Fund
ICON Consumer Cyclicals Fund ICON North Europe Region Fund
ICON Consumer Staples Fund ICON South Europe Region Fund
ICON Energy Fund ICON Western Hemisphere Fund
ICON Financial Services Fund ICON Short-Term Fixed Income Fund
ICON Healthcare Fund ICON Leisure Fund
ICON Technology Fund ICON Telecommunications & Utilities
ICON Transportation Fund Fund
ICON Fund with two classes of shares, Class C and Class I, subject to
different distribution and service fees as follows: 1.00% and 0.25%,
respectively.
WITNESS WHEREOF, the undersigned pursuant to votes of a majority of the Trustees
of the Trust on May 16, and June 28, 2000, has signed this Amendment No. 4 of
the Master Trust Agreement.
/s/ Robin B. Shipman
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Robin B. Shipman
Secretary
STATE OF COLORADO )
) ss:
COUNTY OF ARAPAHOE )
Before me, a Notary Public in and for said county and state, personally appeared
Robin B. Shipman, who acknowledged that she is authorized and did sign the
foregoing instrument in the capacity indicated, and that she has been authorized
by written consent to sign said document of behalf of the Trustees of the ICON
Funds, and that the same is her free act and deed on this 28th day of June 2000.
My Commission Expires: 9/30/2002
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Signature of Notary Public: /s/ Erik L. Jonson
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