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EXHIBIT 99.(A)(1)
CERTIFICATE OF TRUST OF
FUND ASSET MANAGEMENT MASTER TRUST
THIS Certificate of Trust of Fund Asset Management Master
Trust (the "Trust"), dated July 7, 2000, is being duly executed and filed by
Deborah M. Connor, as sole trustee, to form a business trust under the Delaware
Business Trust Act (12 Del. C. Section 3801 et seq.) (the "Act").
1. Name. The name of the business trust formed hereby is Fund
Asset Management Master Trust.
2. Registered Agent. The business address of the registered
office of the Trust in the State of Delaware is 1013 Centre Road, Wilmington,
Delaware 19805. The name of the Trust's registered agent at such address is The
Corporation Service Company.
3. Effective Date. This Certificate of Trust shall be
effective upon the date and time of filing.
4. Investment Company. The Trust is, or will become prior to
or within 180 days following the first issuance of beneficial interests therein,
a registered investment company under the Investment Company Act, as amended.
5. Series. Pursuant to Section 3806(b)(2) of the Act, the
Trust shall issue one or more series of beneficial interests having the rights
and preferences set forth in the governing instrument of the Trust, as the same
may be amended from time to time (each a "Series").
6. Notice of Limitation of Liabilities of Each Series. Notice
is hereby given that pursuant to Section 3804(a) of the Act, there shall be a
limitation on liabilities of each Series such that (a) the debts, liabilities,
obligations and expenses incurred, contracted for or otherwise existing with
respect to a particular Series shall be enforceable against the assets of such
Series only, and not against the assets of the Trust generally or the assets of
any other Series thereof, and (b) unless otherwise provided in the governing
instrument, none of the debts, liabilities, obligations and expenses incurred,
contracted for or otherwise existing with respect to the Trust generally or any
other Series thereof shall be enforceable against the assets of such Series.
IN WITNESS WHEREOF, the undersigned, being the sole trustee of
the Trust, has executed this Certificate of Trust as of the date first above
written.
/s/ Deborah M. Connor
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Deborah M. Connor, as Trustee
