VINTAGE MUTUAL FUNDS, INC.
ARTICLES SUPPLEMENTARY
Vintage Mutual Funds, Inc., a Maryland corporation (which is hereinafter
called the "Corporation"), hereby certifies to the State Department of
Assessments and Taxation of Maryland that:
FIRST: Pursuant to the authority expressly vested in the Board of Directors
of the Corporation by Article FOURTH of the Charter of the Corporation, the
Board of Directors has duly designated and classified one billion six hundred
million (1,600,000,000) of the authorized but unissued, unclassified and
undesignated Shares of the capital stock of the Corporation, par value $0.001
per Share, as a new Series of Shares, such Series being designated as the
"Vintage Technology Fund" Series.
SECOND: Pursuant to the authority expressly vested in the Board of
Directors of the Corporation by Article FOURTH of the Charter of the
Corporation, the Board of Directors has further designated and classified the
one billion six hundred million (1,600,000,000) shares of the Vintage Technology
Fund Series designated and classified pursuant to Article FIRST above into four
Classes of Shares, each Class consisting of four hundred million (400,000,000)
shares, and such Classes being designated as Class A, B, C and D Shares,
respectively, or such other names as the Board of Directors may determine from
time to time as a convenient and proper method for identifying such Shares in a
registration statement filed with the Securities and Exchange Commission
covering the offer and sale of such Shares to the public.
THIRD: A description of the Vintage Technology Fund Series, and of each
Class thereof, including the preferences, conversion or other rights, voting
powers, restrictions, limitations as to dividends, qualifications and terms or
conditions of redemption, is as follows:
(a) Except as provided in the Charter of the Corporation and except for the
differences, as described below, associated with each of the Classes of the
Vintage Technology Fund Series, the Shares of the Vintage Technology Fund Series
shall be identical in all respects with the Shares of the Corporation's other
Series, except that thirteen (13) Series of Shares, as opposed to twelve (12),
now exist.
(b) Except as provided in the Charter of the Corporation and except as
provided in (c) below, the Class A, Class B, Class C and Class D Shares of the
Vintage Technology Fund Series each shall be identical in all respects, and
shall have the same preferences, conversion and other rights, voting powers,
restrictions, limitations as to dividends, qualifications and terms and
conditions of redemption of the other Classes of the Corporation's other Series.
(c) The Class A, Class B, Class C and Class D Shares of the Vintage
Technology Fund Series may be issued and sold subject to such different sales
loads or charges, whether initial, deferred or contingent, or any combination
thereof, and to such expenses (including, without limitation, distribution
expenses under a Rule 12b-1 plan and administrative expenses under an
administrative or service agreement, plan or other arrangement, however
designated) as the Board of Directors may from time to time establish in
accordance with the Investment Company Act of 1940, as amended, and other
applicable law.
FOURTH: Except as otherwise provided by the express provisions of these
Articles Supplementary, nothing herein shall limit, by inference or otherwise,
the discretionary right of the Board of Directors of the Corporation to classify
and reclassify and issue any unissued Shares of any Series or Class of the
Corporation's capital stock and to fix or alter all terms thereof to the full
extent permitted by the Charter of the Corporation.
FIFTH: The Board of Directors of the Corporation, at a meeting duly called
and held, duly authorized and adopted resolutions classifying and designating
the authorized but previously unclassified and undesignated Shares of capital
stock of the Corporation as set forth in these Articles Supplementary.
IN WITNESS WHEREOF, Vintage Mutual Funds, Inc. has caused these Articles
Supplementary to be signed and acknowledged in its name and on its behalf by its
Vice President and attested to by its Secretary on this ___ day of September,
2000; and its Vice President acknowledges that these Articles Supplementary are
the act of Vintage Mutual Funds, Inc., and he further acknowledges that, as to
all matters or facts set forth herein which are required to be verified under
oath, such matters and facts are true in all material respects to the best of
his knowledge, information and belief, and that this statement is made under the
penalties for perjury.
ATTEST: VINTAGE MUTUAL FUNDS, INC.
/s/_____________________ By: /s/________________________
Mary Dotterer, Secretary Mark McClurg, Vice President
