EX- 99.B(a)
PBHG INSURANCE SERIES FUND, INC.
ARTICLES SUPPLEMENTARY
PBHG Insurance Series Fund, Inc., a Maryland corporation (the
"Corporation") registered as an open-end investment company under the Investment
Company Act of 1940, as amended, having its principal office in the State of
Maryland in the City of Baltimore, hereby certifies to the State Department of
Assessments and Taxation of Maryland that:
FIRST: The Board of Directors has adopted resolutions to classify
500,000,000 previously authorized but unissued shares of the Corporation's
Common Stock as a new series of the Corporation named the "PBHG Small Cap Growth
Portfolio."
SECOND: Immediately prior to the filing of these Articles Supplementary,
the corporation had authority to issue 10,000,000,000 shares with a par value of
$.001 each, all of which shares have been designated as Common Stock and which
shares were classified in the following series (portfolios):
(a) 500,000,000 Shares in PBHG Growth II Portfolio; 500,00,000 Shares in
PBHG Large Cap Growth Portfolio; 500,00,000 Shares in PBHG Small Cap Value
Portfolio; 500,00,000 Shares in PBHG Select Value Portfolio; 500,00,000 Shares
in PBHG Technology & Communications Portfolio; 500,00,000 Shares in PBHG Select
20 Portfolio; and 500,00,000 Shares in PBHG Mid-Cap Value Portfolio.
(b) The remaining 6,500,000,000 shares designates as Common Stock were
without further classification.
THIRD: As of the filing of these Articles Supplementary, the Corporation
has authority to issue 10,000,000,000 shares with a par value of $.001 each, all
of which shares have been designated as Common Stock and which shares shall be
classified in the following series (portfolios):
(a) 500,000,000 Shares in PBHG Growth II Portfolio; 500,00,000 Shares in
PBHG Large Cap Growth Portfolio; 500,00,000 Shares in PBHG Small Cap Value
Portfolio; 500,00,000 Shares in PBHG Select Value Portfolio; 500,00,000 Shares
in PBHG Technology & Communications Portfolio; 500,00,000 Shares in PBHG Select
20 Portfolio; and 500,00,000 Shares in PBHG Mid-Cap Value Portfolio.;
500,000,000 Shares in PBHG Small Cap Growth Portfolio.
(b) The remaining 6,000,000,000 shares designates as Common Stock were
without further classification.
FOURTH: Unissued shares of Common Stock (both classified and unclassified)
may be classified and reclassified by the Board of Directors.
FIFTH: All the shares of Common Stock of the Corporation, both classified
and unclassified, collectively have an aggregate par value of $10,000,000,000.
SIXTH: The preferences, conversion and other rights, voting powers,
restrictions, limitations as to dividends, qualifications, and terms and
conditions of redemption of each class of Shares of Common Stock as set forth in
ARTICLE V of the Corporation's Charter and in the provisions of the Charter
relating to stock of the Corporation generally, remain unchanged.
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SEVENTH: The shares of the Corporation authorized, designated and
classified pursuant to these Articles Supplementary have been so authorized by
the Board of Directors of the Corporation under the authority contained in the
Charter of the Corporation and Section 2-208 of the Maryland General Corporation
Law to be made without action by the stockholders.
FOURTH: The undersigned Vice President of the Corporation acknowledges
these Articles Supplementary to be the corporate act of the Corporation and
states that as to all matter or facts required to be verified under oath, the
undersigned Vice President acknowledges that, to the best of her knowledge,
information and belief, these matters and facts are true in all material
respects under the penalties for perjury.
IN WITNESS WHEREOF, the Corporation has caused these Articles of Amendment
to be executed under seal in its name and on its behalf by one of its Vice
Presidents and its corporate seal to be affixed and attested to by its Secretary
on this __ day of December, 2000.
ATTEST: PBHG INSURANCE SERIES FUND, INC.
/s/ John M. Zerr /s/ Lee T. Cummings
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John M. Zerr Lee T. Cummings
Secretary CFO
(SEAL)
