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EXHIBIT NO. 99.1(c)
FORM OF
MFS MUNICIPAL SERIES TRUST
CERTIFICATION OF AMENDMENT
TO THE DECLARATION OF TRUST
ESTABLISHMENT AND DESIGNATION
OF CLASSES
Pursuant to Section 6.10 of the Amended and Restated Declaration of
Trust dated February 3, 1995, as amended (the "Declaration"), of MFS Municipal
Series Trust, a business trust organized under the laws of The Commonwealth of
Massachusetts (the "Trust"), the undersigned Trustees of the Trust, being a
majority of the Trustees of the Trust, do hereby divide the shares of MFS New
York Municipal Bond Fund, a series of the Trust, to create an additional class
of shares, within the meaning of Section 6.10, as follows:
1. The additional class of shares is designated "Class C Shares";
2. Class C Shares shall be entitled to all the rights and preferences
accorded to shares under the Declaration;
3. The purchase price of Class C Shares, the method of determination of
the net asset value of Class C Shares, the price, terms and manner
of redemption of Class C Shares, and the relative dividend rights of
holders of Class C Shares shall be established by the Trustees of
the Trust in accordance with the Declaration and shall be set forth
in the current prospectus and statement of additional information of
the Trust or any series thereof, as amended from time to time,
contained in the Trust's registration statement under the Securities
Act of 1933, as amended;
4. Class C Shares shall vote together as a single class except that
Shares of a class may vote separately on matters affecting only that
class and Shares of a class not affected by a matter will not vote
on that matter; and
5. A class of Shares of any series of the Trust may be terminated by
the Trustees by written notice to the Shareholders of the class.