AMENDMENT NO. 1
TO BYLAWS OF
E*TRADE FUNDS
May 2000
WHEREAS, the Board of Trustees of the Trust elected to make certain
modifications to the Bylaws;
NOW THEREFORE, pursuant to Article XI of the Bylaws, the Board of Trustees
of the Trust approved that certain sections of the Bylaws be modified as set
forth below:
1. Article III, Section 2 of the Trust's Bylaws be, and it hereby
is amended to state as follows:
Section 2. Notice of Meetings. Notice of all meetings
of the Shareholders, stating the time, place and
purposes of the meeting, shall be given by the Trustees
by U.S. postal mail, electronic mail, by posting on the
internet with notice by U.S. postal mail or electronic
mail, the internet, computer interface or any other
electronic method or device of document transfer to
each Shareholder at his/her address or other designated
destination, including but not limited to, the
Shareholders' postal mailing or e-mail address, as
recorded on the register of the Trust sent or otherwise
communicated at least ten (10) days and not more than
sixty (60) days before the meeting. Only the business
stated in the notice of the meeting shall be considered
at such meeting. Any adjourned meeting may be held as
adjourned without further notice. No notice need be
given to any Shareholder who shall have failed to
inform the Trust of his/her current U.S. postal address
and e-mail address or if a written waiver of notice,
executed before or after the meeting by the Shareholder
or his/her attorney thereunto authorized, is filed with
the records of the meeting. For purposes of this
Section, notice of all meetings of the Shareholders
that is communicated by U.S. postal mail, electronic
mail, by posting on the internet with notice by U.S.
postal mail or electronic mail, internet, computer
interface or other electronic method of document
transfer to the Shareholders' last communicated U.S.
postal or e-mail address or other specified destination
to the Trust, within the requisite time period as set
forth above, shall be deemed to be proper notice with
regard to any and all meetings of the Shareholders.
2. Article X, Section 2 of the Trust's Bylaws be, and it hereby is
amended to state as follows:
Section 2. Provisions of Custodian Agreement. Except to
the extent otherwise consistent with the 1940 Act and
the rules thereunder, the following provisions shall
apply to the employment of a Custodian and to any
contract entered into with the Custodian so employed:
The Trustees shall cause to be delivered to the
Custodian all securities included in the Trust Property
or to which the Trust may become entitled, and shall
order the same to be delivered by the Custodian only in
completion of a sale, exchange, transfer, pledge, loan
of portfolio securities to another person, or other
disposition thereof, all as the Trustees may generally
or from time to time require or approve or to a
successor Custodian; and the Trustees shall cause all
funds included in the Trust Property or to which it may
become entitled to be paid to the Custodian, and shall
order the same disbursed only for investment against
delivery of the securities acquired, or the return of
cash held as collateral for loans of portfolio
securities, or in payment of expenses, including
management compensation, and liabilities of the Trust,
including distributions to shareholders, or to a
successor Custodian. In connection with the Trust's
purchase or sale of futures contracts, the Custodian
shall transmit, prior to receipt on behalf of the Trust
of any securities or other property, funds from the
Trust's custodian account in order to furnish to and
maintain funds with brokers as margin to guarantee the
performance of the Trust's futures obligations in
accordance with the applicable requirements of
commodities exchanges and brokers.
