Exhibit (1)(c)

                                 Exhibit (1)(c)

                     STATE STREET RESEARCH SECURITIES TRUST

                    Amendment No. 3 to Master Trust Agreement

                             INSTRUMENT OF AMENDMENT



         Pursuant to Article IV, Sections 4.1 and 4.2 and Article VII, Section
7.3 of the Master Trust Agreement of the State Street Research Securities Trust
(the "Trust") dated January 25, 1994 ("Master Trust Agreement"), as heretofore
amended, the Master Trust Agreement is hereby amended to establish and designate
an additional series of shares to be known as State Street Research __________
Fund, such new series to have the relative rights and preferences set forth in
Article IV, Section 4.2, subsections (a) through (1) of the Master Trust
Agreement.

         Pursuant to Article VII, Section 7.3 of the Master Trust Agreement, the
following is added immediately prior to the last sentence of Article V, Section
5.1:

                "Execution of a proxy by a person or organization, which has
                been authorized to do so by a Shareholder pursuant to telephonic
                or electronically transmitted instructions, shall constitute
                execution of such proxy by or on behalf of such Shareholder."

         This Amendment shall be effective as of December ___, 1997.

         IN WITNESS WHEREOF, the undersigned officer of the Trust hereby adopts
the foregoing on behalf of the Trust pursuant to authorization by the Trustees
of the Trust.



                                                     -------------------------
                                                     Xxxxxxx X. XxXxxxxx, III
                                                     Secretary



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