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Exhibit a(3)
CITIFUNDS TRUST III
ESTABLISHMENT AND DESIGNATION OF SERIES OF
SHARES OF BENEFICIAL INTEREST (WITHOUT PAR VALUE)
Pursuant to Section 6.9 of the Declaration of Trust, dated as of June 28,
1985, as amended and restated (the "Declaration of Trust"), of CitiFunds Trust
III (formerly, Landmark Funds III) (the "Trust"), the undersigned, being a
majority of the Trustees of the Trust, do hereby amend and restate the Trust's
existing Establishment and Designation of Series of Shares of Beneficial
Interest (without par value) in order to change the names of the two series of
Shares (as defined in the Declaration of Trust) which were previously
established and designated. No other changes to the special and relative rights
of the existing series are intended by this amendment and restatement.
1. The series shall be as follows:
The series previously designated as CitiFunds Cash Reserves shall be
redesignated as "Citi Cash Reserves."
The series previously designated as CitiFunds U.S. Treasury Reserves
shall be redesignated as "Citi U.S. Treasury Reserves."
2. Each series shall be authorized to invest in cash, securities,
instruments and other property as from time to time described in the Trust's
then currently effective registration statement under the Securities Act of 1933
to the extent pertaining to the offering of Shares of each series. Each Share of
each series shall be redeemable, shall be entitled to one vote or fraction
thereof in respect of a fractional share on matters on which shares of that
series shall be entitled to vote, shall represent a pro rata beneficial interest
in the assets allocated or belonging to such series, and shall be entitled to
receive its pro rata share of the net assets of such series upon liquidation of
the series, all as provided in Section 6.9 of the Declaration of Trust.
3. Shareholders of each series shall vote separately as a class on any
matter to the extent required by, and any matter shall be deemed to have been
effectively acted upon with respect to each series as provided in, Rule 18f-2,
as from time to time in effect, under the Investment Company Act of 1940, as
amended, or any successor rule, and by the Declaration of Trust.
4. The assets and liabilities of the Trust shall be allocated to each
series as set forth in Section 6.9 of the Declaration of Trust.
5. Subject to the provisions of Section 6.9 and Article IX of the
Declaration of Trust, the Trustees (including any successor Trustees) shall have
the right at any time and from time to time to reallocate assets and expenses or
to change the designation of any series now or hereafter created or otherwise to
change the special and relative rights of any such series.
IN WITNESS WHEREOF, the undersigned have executed this Establishment and
Designation of Series on separate counterparts as of this 23rd day of October,
2000.
PHILIP W. COOLIDGE C. OSCAR MORONG, JR.
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PHILIP W. COOLIDGE C. OSCAR MORONG, JR.
As Trustee and Not Individually As Trustee and Not Individually
E. KIRBY WARREN WALTER E. ROBB III
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E. KIRBY WARREN WALTER E. ROBB III
As Trustee and Not Individually As Trustee and Not Individually
