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EXHIBIT (a) (13)
MAINSTAY INSTITUTIONAL FUNDS INC.
ARTICLES OF AMENDMENT
Mainstay Institutional Funds Inc., a Maryland corporation registered
under the Investment Company Act of 1940 and having its principal office in
Baltimore, Maryland (hereinafter called the "Corporation"), certifies to the
State Department of Assessments and Taxation of Maryland that:
FIRST, Article II of the Articles of Incorporation of the Corporation
is hereby amended to read as follows, effective December 29, 2000:
ARTICLE II
NAME
The name of the corporation is Eclipse Funds Inc. ("Corporation").
SECOND, the series and classes of shares of the Corporation's stock are
hereby renamed as follows, effective December 29, 2000:
<TABLE>
<CAPTION>
Previous Name Name as Amended
------------- ---------------
Series Class Series Class
------ ----- ------ -----
<S> <C> <C> <C>
Bond Fund Institutional Eclipse Bond Fund No-Load
Bond Fund Institutional Service Eclipse Bond Fund Service
EAFE Index Fund Institutional Eclipse EAFE Index Fund No-Load
EAFE Index Fund Institutional Service Eclipse EAFE Index Fund Service
Indexed Bond Fund Institutional Eclipse Indexed Bond Fund No-Load
Indexed Bond Fund Institutional Service Eclipse Indexed Bond Fund Service
Index Equity Fund Institutional Eclipse Index Equity Fund No-Load
Index Equity Fund Institutional Service Eclipse Index Equity Fund Service
International Bond Fund Institutional Eclipse International Bond Fund No-Load
International Bond Fund Institutional Service Eclipse International Bond Fund Service
International Equity Fund Institutional Eclipse International Equity Fund No-Load
International Equity Fund Institutional Service Eclipse International Equity Fund Service
Money Market Fund Institutional Money Market Fund No-Load
Money Market Fund Institutional Service Money Market Fund Service
Money Market Fund Sweep Shares Money Market Fund Sweep Shares
Asset Manager Fund Institutional Eclipse Asset Manager Fund No-Load
Asset Manager Fund Institutional Service Eclipse Asset Manager Fund Service
Short-Term Bond Fund Institutional Eclipse Short-Term Bond Fund No-Load
Short-Term Bond Fund Institutional Service Eclipse Short-Term Bond Fund Service
Value Equity Fund Institutional Eclipse Value Equity Fund No-Load
Value Equity Fund Institutional Service Eclipse Value Equity Fund Service
</TABLE>
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<TABLE>
<S> <C> <C> <C>
Growth Equity Fund Institutional Eclipse Growth Equity Fund No-Load
Growth Equity Fund Institutional Service Eclipse Growth Equity Fund Service
Mid Cap Core Fund Institutional Eclipse Mid Cap Core Fund No-Load
Core Bond Plus Fund Institutional Eclipse Core Bond Plus Fund No-Load
Tax Free Bond Fund Institutional Eclipse Tax Free Bond Fund No-Load
</TABLE>
THIRD, the amendments to the Articles of Incorporation as herein above
set forth are limited to changes expressly permitted by Section 2-605 of the
General Corporation Law of Maryland to be made without action by the
stockholders, and were duly advised and approved by a majority of the entire
Board of Directors at a meeting held October 19, 2000 (with respect to the first
amendment set forth herein) and a meeting held December 5, 2000 (with respect to
the second amendment set forth herein).
IN WITNESS WHEREOF, the Corporation has caused these Articles of
Amendment to be signed in its name on its behalf by its authorized officers who
acknowledge that these Articles of Amendment are the act of the Corporation,
that to the best of their knowledge, information and belief, all matters and
facts set forth herein relating to the authorization and approval of these
Articles of Amendment are true in all material respects and that this statement
is made under the penalties of perjury.
Dated this ___ day of December, 2000.
MAINSTAY INSTITUTIONAL FUNDS INC.
By:_____________________________
_____________________________
President
Attest:
_______________________
Secretary
