TO BE EFFECTIVE DECEMBER 15, 2000
AMENDMENT OF ARTICLES OF INCORPORATION
OF
STRONG OPPORTUNITY FUND, INC.
The undersigned Vice President of Strong Opportunity Fund, Inc. (the
"Corporation"), hereby certifies that in accordance with Section 180.1002 of the
Wisconsin Statutes, the following Amendment was duly adopted to create the
Strong Science and Technology Fund and Strong Advisor Endeavor 20 Fund as
additional classes of Common Stock and to create the Class A, B, C, and L series
of the Strong Advisor Endeavor 20 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 of Common Stock with a par value of $.01 per share. Subject to the
following paragraph the authorized shares are classified as follows:
<TABLE>
<CAPTION>
<S> <C> <C>
CLASS SERIES AUTHORIZED NUMBER OF SHARES
Strong Advisor Endeavor 20 Fund Class A Indefinite
Class B Indefinite
Class C Indefinite
Class L Indefinite
Strong Opportunity Fund Investor Indefinite
Advisor Indefinite
Strong Science and Technology Fund Indefinite'"
</TABLE>
This Amendment to the Articles of Incorporation of the Corporation was
adopted by the Board of Directors on November 10, 2000 in accordance with
Section 180.1002 and 180.0602 of the Wisconsin Statutes. Shareholder approval
was not required.
Executed in duplicate this 14th day of November, 2000.
STRONG OPPORTUNITY FUND, INC.
By: /s/ CATHLEEN A. EBACHER
------------------------------------------------
Cathleen A. Ebacher, Vice President
This instrument was drafted by:
Cathleen A. Ebacher
Strong Capital Management, Inc.
100 Heritage Reserve
Menomonee Falls, Wisconsin 53051