CERTIFICATE OF TRUST
OF
THE OLSTEIN FUNDS
a Delaware Business Trust
THIS Certificate of Trust of THE OLSTEIN FUNDS (the "Trust"), dated as
of this 31st day of March, 1995, is being duly executed and filed, in order to
form a business trust pursuant to the Delaware Business Trust Act (the "Act"),
Del. Code Ann. tit. 12, SectionSection3801-3819.
1. NAME. The name of the business trust formed hereby is "THE
OLSTEIN FUNDS."
2. REGISTERED OFFICE AND REGISTERED AGENT. The Trust will become,
prior to the issuance of shares of beneficial interest, a registered investment
company under the Investment Company Act of 1940, as amended. Therefore, in
accordance with section 3807(b) of the Act, the Trust has and shall maintain in
the State of Delaware a registered office and a registered agent for service of
process.
(A) REGISTERED OFFICE. The registered office of the Trust in
Delaware is The Corporation Trust Company, 1209 Orange Street,
Wilmington, Delaware 19801.
(B) REGISTERED AGENT. The registered agent for service of
process on the Trust in Delaware is The Corporation Trust Company,
1209 Orange Street, Wilmington, Delaware 19801.
3. LIMITATION OF LIABILITY. Pursuant to section 3804(a) of the Act,
the debts, liabilities, obligations and expenses incurred, contracted for or
otherwise existing with respect to a particular series of the Trust, established
pursuant to the terms of the Agreement and Declaration of Trust of the Trust,
shall be enforceable against the assets of such series only, and not against the
assets of the Trust generally.
IN WITNESS WHEREOF, the Trustees named below do hereby execute this
Certificate of Trust as of the date first-above written.
/s/ Robert A. Olstein
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Robert A. Olstein
Olstein & Associates, L.P.
105 Corporate Park Drive
White Plains, NY 10604
/s/ Erik K. Olstein
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Erik K. Olstein
Olstein & Associates, L.P.
105 Corporate Park Drive
White Plains, NY 10604
/s/ Neil Klarfeld
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Neil Klarfeld
499 Park Avenue
New York, New York 10022
/s/ Fred W. Lange
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Fred W. Lange
199 Stanley Avenue
Staten Island, NY 10301
/s/ Lawrence K. Wein
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Lawrence K. Wein
55 Corporate Park Drive
Room 23750
Bridgewater, NJ 08807
