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<PAGE> PAGE 2
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<PAGE> PAGE 3
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SIGNATURE GAIL KNUDSEN
TITLE VICE PRESIDENT
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
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(KPMG logo)
KPMG
99 High Street
Boston, MA 02110-2371
February 21, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Sirs:
We were previously independent accountants for the Liberty All-Star Growth and
Income Fund, and under the Date of Independent Auditors' Reports listed in
Exhibit I, we reported on the financial statements and financial highlights as
of the Final Audit Dates listed in Exhibit I and for the years or periods
covered by our Independent Auditors' Reports listed in Exhibit I. We have
read the statements made by Colonial Management Associates, which we understand
will be filed in response to Sub-Item 77k of Form N-SAR and we agree with the
statements concerning our firm contained therein.
Very truly yours,
KPMG
Funds Ceasing Client-Auditor Relationship
Exhibit I
Date of
Final Independent
Fund Name Audit Date Auditors' Report
Liberty ALL-STAR Growth and Income Fund * *
*- KPMG LLP was appointed as independent accountants for this fund in 1998,
however we did not perform an audit for the period ended December 31, 1999.
[PricewaterhouseCoopers logo]
PricewaterhouseCoopers LLP
160 Federal Street
Boston, MA 02110-9862
To the Shareholders and Trustees of Liberty Funds Trust IX
In planning and performing our audit of the financial statements of Liberty
All-Star Growth & Income Fund (the "Fund") for the year ended December 31, 1999,
we considered its internal control, including control activities for
safeguarding securities, in order to determine our auditing procedures for the
purpose of expressing our opinion on the financial statements and to comply with
the requirements of Form N-SAR, and not to provide assurance on internal
control.
The management of the Fund is responsible for establishing and maintaining
internal control. In fulfilling this responsibility, estimates and judgments by
management are required to assess the expected benefits and related costs of
controls. Generally, controls that are relevant to an audit pertain to the
entity's objective of preparing financial statements for external purposes that
are fairly presented in conformity with generally accepted accounting
principles. Those controls include the safeguarding of assets against
unauthorized acquisition, use or disposition.
Because of inherent limitations in internal control, errors or fraud may occur
and not be detected. Also, projection of any evaluation of internal control to
future periods is subject to the risk that it may become inadequate because of
changes in conditions or that the effectiveness of the design and operation may
deteriorate.
Our consideration of internal control would not necessarily disclose all matters
in internal control that might be material weaknesses under standards
established by the American Institute of Certified Public Accountants. A
material weakness is a condition in which the design or operation of one or more
of the internal control components does not reduce to a relatively low level the
risk that misstatements caused by error or fraud in amounts that would be
material in relation to the financial statements being audited may occur and not
be detected within a timely period by employees in the normal course of
performing their assigned functions. However, we noted no matters involving
internal control and its operation, including controls for safeguarding
securities, that we consider to be material weaknesses as defined above as of
December 31, 1999.
This report is intended solely for the information and use of management and the
Trustees of Liberty Funds Trust IX and the Securities and Exchange Commission
and is not intended to be and should not be used by anyone other than these
specified parties.
PricewaterhouseCoopers LLP
Boston, MA
February 11, 2000
Amended April 1, 1999: Section 1.1, Name Change
Amended October 27, 1999: Section 4.1, Appointment of Assistant Officers
BY-LAWS
OF
LIBERTY FUNDS TRUST IX
Section 1. Agreement and Declaration of Trust and Principal Office
1.1 Agreement and Declaration of Trust. These By-Laws shall be subject to
the Agreement and Declaration of Trust, as from time to time in effect
(the "Declaration of Trust"), of Liberty Funds Trust IX, a
Massachusetts business trust established by the Declaration of Trust
(the "Trust").
1.2 Principal Office of the Trust. The principal office of the
Trust shall be located in Boston, Massachusetts.
Section 2. Shareholders
2.1 Shareholder Meetings. A meeting of the shareholders of the Trust or of
any one or more series or classes of shares may be called at any time
by the Trustees, by the president or, if the Trustees and the president
shall fail to call any meeting of shareholders for a period of 30 days
after written application of one or more shareholders who hold at least
10% of all outstanding shares of the Trust, if shareholders of all
series are required under the Declaration of Trust to vote in the
aggregate and not by individual series at such meeting, or of any
series or class, if shareholders of such series or class are entitled
under the Declaration of Trust to vote by individual series or class at
such meeting, then such shareholders may call such meeting. If the
meeting is a meeting of the shareholders of one or more series or
classes of shares, but not a meeting of all shareholders of the Trust,
then only the shareholders of such one or more series or classes shall
be entitled to notice of and to vote at the meeting. Each call of a
meeting shall state the place, date, hour and purpose of the meeting.
2.2 Place of Meetings. All meetings of the shareholders shall be held at
the principal office of the Trust, or, to the extent permitted by the
Declaration of Trust, at such other place within the United States as
shall be designated by the Trustees or the president of the Trust.
2.3 Notice of Meetings. A written notice of each meeting of shareholders,
stating the place, date and hour and the purposes of the meeting, shall
be given at least seven days before the meeting to each shareholder
entitled to vote thereat by leaving such notice with him or her or at
his or her residence or usual place of business or by mailing it,
postage prepaid, and addressed to such shareholder at his or her
address as it appears in the records of the Trust. Such notice shall be
given by the secretary or an assistant secretary or by an officer
designated by the Trustees. No notice of any meeting of shareholders
need be given to a shareholder if a written waiver of notice, executed
before or after the meeting by such shareholder or his or her attorney
thereunto duly authorized, is filed with the records of the meeting.
2.4 Ballots. No ballot shall be required for any election unless requested
by a shareholder present or represented at the meeting and entitled to
vote in the election.
2.5 Proxies. Shareholders entitled to vote may vote either in person or by
proxy in writing dated not more than six months before the meeting
named therein, which proxies shall be filed with the secretary or other
person responsible to record the proceedings of the meeting before
being voted. Unless otherwise specifically limited by their terms, such
proxies shall entitle the holders thereof to vote at any adjournment of
such meeting but shall not be valid after the final adjournment of such
meeting. The placing of a shareholder's name on a proxy pursuant to
telephonic or electronically transmitted instructions obtained pursuant
to procedures reasonably designed to verify that such instructions have
been authorized by such shareholder shall constitute execution of such
proxy by or on behalf of such shareholder.
2.6 Quorum. Thirty percent (30%) of the shares entitled to vote shall be a
quorum for the transaction of business at a shareholders' meeting,
except that where any provision of law or of the Trust's Declaration of
Trust permits or requires that holders of any series or class shall
vote as a series or class, then thirty percent (30%) of the aggregate
number of shares of that series or class entitled to vote shall be
necessary to constitute a quorum for the transaction of business by
that series or class.
Any lesser number, however, shall be sufficient for adjournments.
Section 3. Trustees
3.1 Committees and Advisory Board. The Trustees may appoint from their
number an executive committee and other committees. Except as the
Trustees may otherwise determine, any such committee may make rules for
conduct of its business. The Trustees may appoint an advisory board to
consist of not less than two nor more than five members. The members of
the advisory board shall be compensated in such manner as the Trustees
may determine and shall confer with and advise the Trustees regarding
the investments and other affairs of the Trust. Each member of the
advisory board shall hold office until the first meeting of the
Trustees following the next meeting of the shareholders and until his
or her successor is elected and qualified, or until he or she sooner
dies, resigns, is removed or becomes disqualified, or until the
advisory board is sooner abolished by the Trustees.
In addition, the Trustees may appoint a dividend committee of not less
than three persons, who may (but need not) be Trustees.
No special compensation shall be payable to members of the Dividend
Committee. Each member of the Dividend Committee will hold office until
the successors are elected and qualified or until the member dies,
resigns, is removed, becomes disqualified or until the Committee is
abolished by the Trustees.
3.2 Regular Meetings. Regular meetings of the Trustees may be held without
call or notice at such places and at such times as the Trustees may
from time to time determine, provided that notice of the first regular
meeting following any such determination shall be given to absent
Trustees.
3.3 Special Meetings. Special meetings of the Trustees may be held at any
time and at any place designated in the call of the meeting, when
called by the president or the treasurer or by two or more Trustees,
sufficient notice thereof being given to each Trustee by the secretary
or an assistant secretary or by the officer or one of the Trustees
calling the meeting.
3.4 Notice. It shall be sufficient notice to a Trustee to send notice by
mail at least forty-eight hours or by telegram at least twenty-four
hours before the meeting addressed to the Trustee at his or her usual
or last known business or residence address or to give notice to him or
her in person or by telephone at least twenty-four hours before the
meeting. Notice of a meeting need not be given to any Trustee if a
written waiver of notice, executed by him or her before or after the
meeting, is filed with the records of the meeting, or to any Trustee
who attends the meeting without protesting prior thereto or at its
commencement the lack of notice to him or her. Neither notice of a
meeting nor a waiver of a notice need specify the purposes of the
meeting.
3.5 Quorum. At any meeting of the Trustees one-third of the Trustees then
in office shall constitute a quorum; provided, however, a quorum shall
not be less than two. Any meeting may be adjourned from time to time by
a majority of the votes cast upon the question, whether or not a quorum
is present, and the meeting may be held as adjourned without further
notice.
3.6. Action by Written Consent without Meeting. Any action required or
permitted to be taken at any meeting of the Trustees may be taken by
the Trustees without a meeting if all the Trustees consent to the
action in writing and the written consents are filed with the records
of the Trustees' Meetings. Such consents shall be treated as a vote for
all purposes.
3.7. Resignation. Any Trustee may resign at any time by delivering his or
her resignation in writing to the Board of Trustees. Any resignation
shall take effect at the time specified therein or, if the time when it
shall become effective is not specified therein, immediately upon its
receipt. The acceptance of a resignation shall not be necessary to make
it effective unless otherwise stated in the resignation.
Section 4. Officers, Agents and Employees
Number and Qualification. The officers of the Trust shall be a Chairman of the
Board, a President, a Treasurer, a Controller and a Secretary, each of
whom shall be elected by the Board of Trustees. The Board of Trustees
may also appoint any other officers, agents and employees it deems
necessary or proper. Any two (2) or more offices may be held by the
same person, except the office of President, but no officer shall
execute, acknowledge or verify in more than one (1) capacity any
instrument required by law to be executed, acknowledged or verified in
more than one capacity. The Chairman of the Board, the President, the
Treasurer, the Controller and the Secretary shall be elected annually
by the Board of Trustees and shall hold office until his or her
successor shall have been duly elected and shall have qualified, or
until his or her death, or until he or she shall have resigned or have
been removed, as provided in these By-Laws. Other elected officers are
elected by the Trustees. Assistant officers may be appointed by the
elected officers. Such other officers and agents shall have such duties
and shall hold their offices for such terms as may be prescribed by the
Board or by the appointing authority. Any officer other than the
Chairman of the Board may be but none need be, a Trustee, and any
officer may be, but none need be, a Shareholder.
4.2. Resignations. Any officer of the Trust may resign at any time by giving
written notice of his or her resignation to the Board of Trustees, the
Chairman of the Board, the President or the Secretary. Any resignation
shall take effect at the time specified therein or, if the time when it
shall become effective is not specified therein, immediately upon its
receipt. The acceptance of a resignation shall not be necessary to make
it effective unless otherwise stated in the resignation.
4.3. Removal of Officer, Agent or Employee. Any officer, agent or employee
of the Trust may be removed by the Board of Trustees with or without
cause at any time, and the Board may delegate the power of removal as
to agents and employees not elected or appointed by the Board of
Trustees.
4.4. Vacancies. A vacancy in any office, whether arising from death,
resignation, removal or any other cause, may be filled for the
unexpired portion of the term of the office that shall be vacant, in
the manner prescribed in these By-Laws for the regular election or
appointment to that office.
Compensation. The compensation, if any, of the officers of the Trust shall be
fixed by the Board of Trustees, but this power may be delegated to any
officer with respect to other officers under his control.
4.6. Bonds or Other Security. If required by the Board, any officer, agent or
employee of the Trust shall give a bond or other security for the faithful
performance of his or her duties, in an amount and with any surety or sureties
as the Board may require. 4.7. Chairman of the Board. The Chairman of the Board
shall be a Trustee of the Trust and, unless the Board shall specify otherwise,
shall preside at meetings of the Board and of the Shareholders.
President. The President shall be the Chief Executive Officer of the Trust and
shall have, subject to the control of the Board of Trustees, general
charge of the business and affairs of the Trust, and may employ and
discharge employees and agents of the Trust, except those elected or
appointed by the Board, and he or she may delegate these powers.
4.9. Vice President. Each Vice President shall have the powers and perform
the duties that the President or the Board of Trustees may from time to
time prescribe. In the absence or disability of the President, the Vice
President or, if there be more than one Vice President, any Vice
President designated by the Trustees, shall perform all the duties and
may exercise any of the powers of the President, subject to the control
of the Board of Trustees.
4.10. Treasurer. The Treasurer shall be the principal financial and
accounting officer of the Trust. He or she shall deliver all funds of
the Trust which may come into his or her hands to the Custodian of the
Trust. He or she shall render a statement of condition of the finances
of the Trust to the Trustees as often as they shall require the same,
and he or she shall in general perform all the duties incident to the
office of Treasurer and such other duties as from time to time may be
assigned to him or her by the Board of Trustees.
4.11. Assistant Treasurers. In the absence or disability of the Treasurer,
the Assistant Treasurer, or, if there be more than one, any Assistant
Treasurer designated by the Board of Trustees, shall perform all the
duties, and may exercise all the powers, of the Treasurer. The
Assistant Treasurers, if any, shall perform such other duties as from
time to time may be assigned to them by the Treasurer or the Board of
Trustees.
4.12. Controller. The Controller shall be the chief accounting officer of the
Trust and shall have control of all its books of account. He or she
shall see that correct and complete books and records of account are
kept as required by law, showing fully, in such form as he or she shall
prescribe, all transactions of the Trust, and he or she shall require,
keep and preserve all vouchers relating thereto for such period as may
be necessary. The Controller shall render periodically such financial
statements and such other reports relating to the Trust's business as
may be required by the President or the Board. He or she shall
generally perform all duties appertaining to the office of Controller
of a corporation.
4.13. Assistant Controllers. In the absence or disability of the Controller,
the Assistant Controller, or, if there be more than one, any Assistant
Controller designated by the Board of Trustees, shall perform all of
the duties, and may exercise all of the powers, of the Controller. The
Assistant Controllers, if any, shall perform such other duties as from
time to time may be assigned to them by the Controller or the Board of
Trustees.
4.14. Secretary. The Secretary shall keep the minutes of all meetings of the
Trustees and of all meetings of the Shareholders in proper books
provided for that purpose; he or she shall have custody of the seal of
the Trust; he or she shall have charge of the share transfer books,
lists and records unless the same are in the charge of the Transfer
Agent. He or she shall attend to the giving and serving of all notices
by the Trust in accordance with the provisions of these By-Laws and as
required by law; and subject to these By-Laws, he or she shall in
general perform all duties incident to the office of Secretary and such
other duties as from time to time may be assigned to him or her by the
Trustees.
4.15. Assistant Secretaries. In the absence or disability of the Secretary,
the Assistant Secretary, or, if there be more than one, any Assistant
Secretary designated by the Board of Trustees, shall perform all of the
duties, and may exercise all of the powers, of the Secretary. The
Assistant Secretaries, if any, shall perform such other duties as from
time to time may be assigned to them by the Secretary or the Board of
Trustees.
4.16. Delegation of Duties. In case of the absence or disability of any
officer of the Trust, or for any other reason that the Board of
Trustees may deem sufficient, the Board may confer for the time being
the powers or duties, or any of them, of such officer upon any other
officer or upon any Trustee.
Section 5. Shares of Beneficial Interest
5.1 Share Certificates. No certificates certifying the ownership of shares
shall be issued except as the Trustees may otherwise authorize. In the
event that the Trustees authorize the issuance of share certificates,
subject to the provisions of Section 5.3, each shareholder shall be
entitled to a certificate stating the number of shares owned by him or
her, in such form as shall be prescribed from time to time by the
Trustees. Such certificate shall be signed by the president or a vice
president and by the treasurer or an assistant treasurer. Such
signatures may be facsimiles if the certificate is signed by a transfer
agent or by a registrar, other than a Trustee, officer or employee of
the Trust. In case any officer who has signed or whose facsimile
signature has been placed on such certificate shall have ceased to be
such officer before such certificate is issued, it may be issued by the
Trust with the same effect as if he or she were such officer at the
time of its issue.
In lieu of issuing certificates for shares, the Trustees or the
transfer agent may either issue receipts therefor or keep accounts upon
the books of the Trust for the record holders of such shares, who shall
in either case be deemed, for all purposes hereunder, to be the holders
of certificates for such shares as if they had accepted such
certificates and shall be held to have expressly assented and agreed to
the terms hereof.
Loss of Certificates. In the case of the alleged loss or destruction or the
mutilation of a share certificate, a duplicate certificate may be
issued in place thereof, upon such terms as the Trustees may prescribe.
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5.3 Discontinuance of Issuance of Certificates. The Trustees may at any
time discontinue the issuance of share certificates and may, by written
notice to each shareholder, require the surrender of share certificates
to the Trust for cancellation. Such surrender and cancellation shall
not affect the ownership of shares in the Trust.
Section 6. Record Date and Closing Transfer Books
The Trustees may fix in advance a time, which shall not be more than 90 days
before the date of any meeting of shareholders or the date for the payment of
any dividend or making of any other distribution to shareholders, as the record
date for determining the shareholders having the right to notice of and to vote
at such meeting and any adjournment thereof or the right to receive such
dividend or distribution, and in such case only shareholders of record on such
record date shall have such right, notwithstanding any transfer of shares on the
books of the Trust after the record date; or without fixing such record date the
Trustees may for any of such purposes close the transfer books for all or any
part of such period.
Section 7. Seal
The seal of the Trust shall, subject to alteration by the Trustees, consist of a
flat-faced circular die with the word "Massachusetts" together with the name of
the Trust and the year of its organization, cut or engraved thereon; but, unless
otherwise required by the Trustees, the seal shall not be necessary to be placed
on, and its absence shall not impair the validity of, any document, instrument
or other paper executed and delivered by or on behalf of the Trust.
Section 8. Execution of Papers
Except as the Trustees may generally or in particular cases authorize the
execution thereof in some other manner, all deeds, leases, transfers, contracts,
bonds, notes, checks, drafts and other obligations made, accepted or endorsed by
the Trust shall be signed, and all transfers of securities standing in the name
of the Trust shall be executed, by the president or by one of the vice
presidents or by the treasurer or by whomsoever else shall be designated for
that purpose by the vote of the Trustees and need not bear the seal of the
Trust.
Section 9. Fiscal Year
Except as from time to time otherwise provided by the Trustees, President,
Secretary, Controller or Treasurer, the fiscal year of the Trust shall end on
December 31.
Section 10. Amendments
These By-Laws may be amended or repealed, in whole or in part, by a majority of
the Trustees then in office at any meeting of the Trustees, or by one or more
writings signed by such a majority.
