CONCERT INVESTMENT SERIES
Certificate of Amendment
The undersigned, being the Assistant Secretary of Concert
Investment Series (hereinafter referred to as the "Trust"), a trust
with transferable shares of the type commonly called a Massachusetts
business trust, DOES HEREBY CERTIFY that, pursuant to the authority
conferred upon the Trustees of the Trust by the Agreement and
Declaration of Trust, dated January 29, 1987, as amended from time
to time, (hereinafter, so as amended by Certificates of Amendment
and Certificates of Designation, referred to as the "Declaration of
Trust"), and by the affirmative vote of a Majority of the Trustees
at meetings duly called and held on July 17, 2000 and August 10,
2000 the Declaration of Trust, is amended as follows:
1) The provisions of Section 1.1 of the Declaration of Trust are
hereby amended to reflect that the name of the Trust is being
changed to "Smith Barney Investment Series" and any and all
references to the Trust throughout the Declaration of Trust shall
be so amended.
2) The provisions of Section 6.2 of the Declaration of Trust, as
they apply to the Concert Investment Series Growth Fund; Concert
Investment Series Growth and Income Fund; and Concert Investment
Series International Equity Fund, are hereby amended in the
following respects:
a) The name of the Concert Investment Series Growth Fund shall be
changed to the "Smith Barney Large Cap Core Fund".
b) The name of the Concert Investment Series Growth and Income
Fund shall be changed to the "Smith Barney Growth and Income
Fund".
c) The name of the Concert Investment Series International Equity
Fund shall be changed to the "Smith Barney International
Aggressive Growth Fund".
d) The sentence that reads, "The Shares of each Fund shall
initially be divided into three Classes, designated as Class A
Shares, Class B shares and Class 1 shares, and each Fund may
issue an unlimited number of each of such Class of its
Shares."; shall be changed to read: "The Shares of each Fund
shall be divided into five Classes, designated as Class A
Shares, Class B shares, Class 1 shares, Class L shares, and
Class Y Shares and each Fund may issue an unlimited number of
each of such Class of its Shares.".
3) The provisions of Section 7.4 of the Declaration of Trust are
hereby amended so that any reference to "60 days" therein, is
hereby changed to "120 days".
IN WITNESS WHEREOF, the undersigned has set his hand this 7th
day of
September, 2000
_______________________________
William J. Renahan, Assistant
Secretary
ACKNOWLEDGEMENT
STATE OF NEW YORK )
) ss.
COUNTY OF NEW YORK )
September 7, 2000
Then personally appeared the above-named William J. Renahan
who
Acknowledged the foregoing instrument to be his fee act and deed.
Before me,
Notary Public
My commission
expires:______________
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