[MORRISON & FOERSTER LLP LETTERHEAD]
July 28, 2000
Nations Funds Trust
111 Center Street
Little Rock, Arkansas 72201
Re: Shares of Beneficial Interest of
Nations Funds Trust
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Dear Ladies and Gentlemen:
We refer to Post-Effective Amendment No. 4 to the Registration
Statement on Form N-1A (SEC File Nos. 333-89661; 811-09645) (the "Registration
Statement") of Nations Funds Trust (the "Trust") relating to the registration of
an indefinite number of Shares of Beneficial Interest of the Trust's Funds
(collectively, the "Shares").
We have been requested by the Trust to furnish this opinion as Exhibit
23i to the Registration Statement.
We have examined such records, documents, instruments, and certificates
of public officials and of the Trust, and examined such questions of law as we
have deemed necessary for the purpose of rendering the opinion set forth herein.
We have examined documents relating to the organization of the Trust and the
authorization for registration and sale of Shares of each of the Funds. We have
assumed the genuineness of all signatures and the authenticity of all items
submitted to us as originals and the conformity with originals of all items
submitted to us as copies.
Based upon and subject to the foregoing, we are of the opinion that:
The issuance and sale of the Shares by the Trust have been duly and
validly authorized by all appropriate action, and assuming delivery of the
Shares by sale or in accord with the Funds' dividend reinvestment plan in
accordance with the description set forth in the Registration Statement, as
amended, the Shares will be validly issued, fully paid and nonassessable.
We consent to the inclusion of this opinion as an exhibit to the
Registration Statement.
In addition, we consent to the use of our name and to the reference to
our Firm under the heading "Counsel" in the Statement of Additional Information.
Very truly yours,
/s/ MORRISON & FOERSTER LLP
MORRISON & FOERSTER LLP
