AMENDMENT OF ARTICLES OF INCORPORATION
OF
BAIRD FUNDS, INC.
The undersigned Assistant Secretary of Baird Funds, Inc. (the
"Corporation"), hereby certifies that in accordance with Section 180.1002 of the
Wisconsin Statues, the following Amendment was duly adopted to create the Baird
MidCap Fund (the "Fund") as an additional class of common stock of the
Corporation and to create the Investor and Institutional series of shares of the
Fund.
"Paragraph A of Article IV is hereby amended by deleting Paragraph A
thereof and inserting the following as a new paragraph:
`A. The Corporation shall have the authority to issue an indefinite
number of shares with a par value of $.01 per share. Subject to the following
paragraph, the authorized shares are classified as follows:
<TABLE>
<CAPTION>
CLASS SERIES AUTHORIZED NUMBER OF SHARES
----- ------ ---------------------------
<S> <C> <C>
Baird Horizon Growth Fund Investor Shares Indefinite
Institutional Shares Indefinite
Baird Short-Term Bond Fund Investor Shares Indefinite
Institutional Shares Indefinite
Baird Intermediate Bond Fund Investor Shares Indefinite
Institutional Shares Indefinite
Baird Core Bond Fund Investor Shares Indefinite
Institutional Shares Indefinite
Baird Intermediate Municipal Bond Investor Shares Indefinite
Fund Institutional Shares Indefinite
Baird Aggregate Bond Fund Investor Shares Indefinite
Institutional Shares Indefinite
Baird MidCap Fund Investor Shares Indefinite
Institutional Shares Indefinite'"
</TABLE>
This Amendment to the Articles of Incorporation of the Corporation was
adopted by the Board of Directors on December 20, 2000 in accordance with
Sections 180.1002 and 180.0602 of the Wisconsin Statutes. Shareholder approval
was not required.
Executed in duplicate this 20th day of December, 2000.
BAIRD FUNDS, INC.
By: /S/ LISA L. KOLLMEYER
---------------------
Lisa L. Kollmeyer,
Assistant Secretary
This instrument was drafted by:
Carol A. Gehl
Godfrey & Kahn, S.C.
780 North Water Street
Milwaukee, Wisconsin 53202
