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EXHIBIT NO. 99.1(o)
MFS SERIES TRUST I
FORM OF
CERTIFICATION OF AMENDMENT
TO THE DECLARATION OF TRUST
ESTABLISHMENT AND DESIGNATION
OF CLASSES
Pursuant to Section 6.9 of the Amended and Restated Declaration of
Trust dated January 6, 1995, as amended (the "Declaration"), of MFS Series Trust
I, 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
Managed Sectors 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.
IN WITNESS WHEREOF, a majority of the Trustees of the Trust have
executed this amendment, in one or more counterparts, all constituting a single
instrument, as an instrument under seal in The Commonwealth of Massachusetts, as
of this _____ day of _______________, 2000 and further certify, as provided by
the provisions of Section 9.3(d) of the Declaration, that this amendment was
duly adopted by the undersigned in accordance with the second sentence of
Section 9.3(a) of the Declaration.
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Richard B. Bailey Abby M. O'Neill
63 Atlantic Avenue 200 Sunset Road
Boston, MA 02110 Oyster Bay, NY 11771
----------------------------- -----------------------------
Marshall N. Cohan Walter E. Robb, III
2524 Bedford Mews Drive 35 Farm Road
Wellington, FL 33414 Sherborn, MA 01770
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----------------------------- Arnold D. Scott
Lawrence H. Cohn 20 Rowes Wharf
45 Singletree Road Boston, MA 02110
Chestnut Hill, MA 02167
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Jeffrey L. Shames
----------------------------- 38 Lake Avenue
Sir J. David Gibbons Newton, MA 02459
"Leeward"
5 Leeside Drive -----------------------------
"Point Shares" J. Dale Sherratt
Pembroke, Bermuda HM 05 86 Farm Road
Sherborn, MA 01770
-----------------------------
Ward Smith
36080 Shaker Blvd
Hunting Valley, OH 44022