ARTICLES OF AMENDMENT
PILGRIM SILVER FUND, INC.
Pilgrim Silver Fund, Inc., a Maryland corporation (hereinafter called the
"Corporation"), hereby certifies to the State Department of Assessments and
Taxation of Maryland that:
FIRST: The Corporation is authorized to issue one billion (1,000,000,000)
shares of Common Stock, one tenth of one cent ($0.001) par value per share, with
an aggregate par value of one million dollars ($1,000,000), which have been
previously classified as follows: five hundred million (500,000,000) shares are
designated "Pilgrim Silver Fund Series" and five hundred million (500,000,000)
shares are unclassified. All of the shares of Common Stock of each series are
designated as one class of shares. These Articles of Amendment do not increase
the total authorized capital stock of the Corporation or the aggregate par value
thereof.
SECOND: The Board of Directors hereby redesignates one hundred million
(100,000,000) shares (including all issued shares) of Pilgrim Silver Fund Series
Common Stock as Pilgrim Silver Fund Series Class A Common Stock.
THIRD: The shares of Pilgrim Silver Fund Series Class A Common Stock of the
Corporation classified hereby shall have the preferences, conversion and other
rights, voting powers, restrictions, limitations as to dividends, qualifications
and terms and conditions of redemption as currently set forth in Article FIFTH
of the charter of the Corporation.
FOURTH: The Board of Directors of the Corporation has classified and
designated the shares described above pursuant to authority contained in the
Corporation's charter.
FIFTH: The foregoing amendments to the charter of the Corporation were
approved by a majority of the entire Board of Directors of the Corporation; the
charter amendments are limited to changes expressly permitted by Section 2-605
of Title 2 of Subtitle 6 of the Maryland General Corporation Law to be made
without action by the stockholders.
The undersigned Senior Vice President of the Corporation acknowledges these
Articles of Amendment to be the corporate act of the Corporation and states that
to the best of his knowledge, information and belief, the matters and facts set
forth in these Articles with respect to authorization and approval are true in
all material respects and that this statement is made under penalties of
perjury.
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IN WITNESS WHEREOF, Pilgrim Silver Fund, Inc. has caused these Articles of
Amendment to be signed and filed in its name and on its behalf by its Senior
Vice President, and witnessed by its Secretary on July 26th, 2000.
PILGRIM SILVER FUND, INC.
By: /s/ Michael J. Roland
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By: Michael J. Roland
Senior Vice President
ATTEST:
/s/ James M. Hennessy
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By: James M. Hennessy
Secretary
