INSTRUMENT OF ADHERENCE
CMG FUND TRUST,
ON BEHALF OF ITS SERIES CMG CORE BOND FUND
Dated as of July 22, 2005
To the Banks Referred to Below
c/o State Street Bank and Trust Company, as Operations Agent
000 Xxxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Ladies and Gentlemen:
Reference is hereby made to the Credit Agreement, dated as of July 23,
2004, as amended (such agreement, as in effect from time to time, the "Credit
Agreement"), among each of the entities listed on the signature pages thereof
(collectively, the "Entities"), the lending institutions listed on the signature
pages hereof (collectively, the "Banks"), State Street Bank and Trust Company,
as operations agent for itself and such other lending institutions (the
"Operations Agent"), and State Street Bank and Trust Company, as administrative
agent for itself and such other lending institutions (the "Administrative
Agent"). Capitalized terms which are used herein without definition and which
are defined in the Credit Agreement shall have the same meanings herein as in
the Credit Agreement.
In reliance on each of the representations, warranties and covenants set
forth herein, each of the Banks and the Agents, by its signature hereto, hereby
agrees that CMG CORE BOND FUND, a series of CMG Fund Trust (the "Trust" and an
Entity under the Credit Agreement), shall become a Series of the Entity for all
purposes of the Credit Agreement and each of the other Loan Documents as of the
date hereof. CMG Core Bond Fund shall be referred to herein as the "New Series".
The Trust covenants and agrees that it shall, on behalf of the New Series,
comply with and be bound by all of the terms, conditions and covenants of the
Credit Agreement, as amended hereby, and each of the other Loan Documents.
Without limiting the generality of the preceding sentence, the Trust, on behalf
of the New Series, hereby promises to duly and punctually pay or cause to be
paid from the assets of each of such Series the principal of and interest on all
Loans made for the benefit of such Series, along with such Series' allocated
share of all fees and expenses under the Loan Documents. The Trust acknowledges
that, with respect to the New Series, the term "Effective Date" as used in
Section 4.07 of the Credit Agreement shall mean the date hereof.
The Trust, on behalf of the New Series and as to the Trust, represents and
warrants to the Banks and the Agents as follows:
(a) each of the representations and warranties set forth in the Credit
Agreement, as amended hereby, and in each of the other Loan
Documents is true and correct as of the date hereof as to the Trust
and the New Series, with the same effect as if set forth herein;
(b) since the date on which the New Series commenced operations, there
has been no material adverse change in the business, financial
position, results of operation or prospects of such Series;
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(c) its execution and delivery of this Instrument of Adherence and each
of the documents and instruments executed and delivered in
connection with this Instrument of Adherence (collectively with the
Instrument of Adherence, the "Adherence Documents"), and its
performance of each of the Adherence Documents and each of the Loan
Documents as amended by the Adherence Documents (as so amended,
collectively, the "Amended Loan Documents") and each of the
transactions contemplated hereby), (i) are within its corporate or
trust powers, as applicable, (ii) have been duly authorized by all
necessary corporate or trust action, as applicable, (iii) require no
authorization or action by or in respect of, or filing with, any
governmental body, agency or official or any shareholder or creditor
of the Trust or the New Series, and do not contravene, or constitute
a default under, any provision of applicable law or regulation
(including, without limitation, the Investment Company Act), the
certificate or articles of organization or incorporation or
declaration of trust, as applicable, or by-laws of the Trust, any
agreement, judgment, injunction, order, decree or other instrument
binding upon the Trust or the New Series or the New Series' most
recent Prospectus, or result in the creation or imposition of any
Lien on any asset of the Trust or the New Series;
(d) each of this Instrument of Adherence and the other Adherence
Documents has been duly executed by it and this Instrument of
Adherence, the Adherence Documents and each of the Amended Loan
Documents constitutes the valid and legally binding obligation of
it, in each case enforceable against it in accordance with their
respective terms; and
(e) each of the amended Schedule 2 and Schedule 4.11(c) attached hereto
is true and correct in all respects as it relates to the Trust and
the New Series.
This Instrument of Adherence shall become effective as to the New Series
on the date that each of the following conditions have been satisfied with
respect to such Series:
(a) receipt by the Operations Agent of a Note substantially in the
form of Exhibit A attached to the Credit Agreement for the account of each
Bank that requests such a Note pursuant to Section 2.04 of the Credit
Agreement, duly executed by the Trust on behalf of the New Series and
evidencing the obligation of the Trust, on behalf of such Series, to repay
the Loans made by such Bank to the Trust on behalf of such Series;
(b) receipt by the Operations Agent of all documents, opinions and
instruments that it may reasonably request relating to compliance with
applicable rules and regulations promulgated by the Federal Reserve Board
(including a duly completed and executed FRB F.R. U-1 as required pursuant
to Regulation U with respect to the Trust on behalf of the New Series) and
other governmental and regulatory authorities;
(c) receipt by the Operations Agent of a manually signed certificate
from the Secretary of the Trust in form and substance satisfactory to the
Operations Agent as to the incumbency of, and bearing manual specimen
signatures of, the officers of the Trust who are authorized to execute and
take actions under the Loan Documents, as to the Custodian and Investment
Adviser of the New Series, and certifying and attaching copies of (i) such
Entity's certificate or articles of incorporation or organization or
declaration of trust (with the designation of such series), as applicable,
and by-laws as then in effect, (ii) duly authorized resolutions of the
Trust's Board of Trustees authorizing for the Trust and
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the New Series, the transactions contemplated hereby, and (iii) the
current Prospectus for the New Series;
(d) receipt by the Operations Agent of a certificate manually signed
by an authorized officer of the Trust, on behalf of the New Series, to the
effect set forth in clauses (b) (if a Borrowing will occur on the
effective date of this Instrument of Adherence), (c) and (d) of Section
3.02 of the Credit Agreement, such Certificate to be in form and substance
satisfactory to the Operations Agent;
(e) receipt by the Operations Agent of a manually signed Asset
Coverage Ratio Certificate for the Trust on behalf of the New Series;
(f) receipt by the Operations Agent of an Allocation Notice with
respect to each of the Borrowers, after giving effect to the provisions of
this Instrument of Adherence, that has been manually signed by an
authorized officer of each of the Entities (including the Trust);
(g) receipt by the Operations Agent from the Trust of a copy of the
certificate or articles of incorporation or organization or declaration of
trust, as applicable, of the Trust, with all amendments, certified as of a
recent date by the Secretary of State of the jurisdiction in which such
Entity was organized or formed;
(h) receipt by the Operations Agent of certificates dated as of a
recent date that are satisfactory to the Operations Agent and reflect that
the Trust is legally existing, in good standing and qualified to engage in
business in the jurisdiction in which it was organized or formed and in
each jurisdiction where its ownership, lease or operation of properties or
the conduct of its business requires such qualification; and
(i) receipt by the Operations Agent of an opinion of Ropes & Xxxx
LLP, counsel to the Trust and the New Series, in form and substance
satisfactory to the Operations Agent and the Banks.
The Trust, on behalf of the New Series, severally shall pay, whether or
not the transactions contemplated hereby are consummated, the reasonable
out-of-pocket costs and expenses of the Operations Agent in connection with the
preparation, execution, delivery and enforcement of each Adherence Document,
including without limitation the reasonable fees and disbursements of special
counsel for the Operations Agent.
A copy of each New Trust's agreement and declaration of trust is on file
with the Secretary of The Commonwealth of Massachusetts, and notice is hereby
given that this instrument is executed by the Trustees and officers of such New
Trust as Trustees and officers, as the case may be, and not individually and
that the obligations of this instrument are not binding upon any of the
Trustees, officers or shareholders individually but are binding only upon the
assets and property of the appropriate New Trust.
This Instrument of Adherence, upon its acceptance by the Banks and the
Agents, shall constitute a Loan Document and shall also be deemed to be a part
of and attached to each of the Notes. Except as otherwise expressly provided by
this Instrument of Adherence, all of the terms, conditions and provisions of the
Credit Agreement and each of the other Loan Documents shall remain the same. It
is declared and agreed by each of the parties hereto that the Credit Agreement
and each of the other Loan Documents, as amended hereby, shall continue in full
force and effect, and that this Instrument of Adherence and each of the Credit
Agreement and the other Loan Documents shall be read and construed as one
instrument. This Instrument of Adherence is intended to take effect as an
instrument under seal and is governed by the laws of the Commonwealth of
Massachusetts. This Instrument of
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Adherence may be executed in any number of counterparts, but all such
counterparts shall together constitute but one instrument. In making proof of
this Instrument of Adherence it shall not be necessary to produce or account for
more than one counterpart signed by each party hereto by and against which
enforcement hereof is sought.
Very truly yours,
CMG FUND TRUST, on behalf of its series CMG Core
Bond Fund
By:/s/XXXXXXX XXXXXX
Title: Chief Accounting Officer
Accepted and Agreed:
STATE STREET BANK AND TRUST COMPANY,
individually, as Operations Agent and as Administrative Agent
By:/s/XXXX XXXXXXXX
Title: Vice President
PNC BANK, NATIONAL ASSOCIATION
By:/s/XXXXX XXXXXXX
Title: Vice President
SOCIETE GENERALE, NEW YORK BRANCH
By:/s/XXXXX XXX
Title: Vice President
LLOYDS TSB BANK PLC, individually
and as Senior Managing Agent
By:/s/XXXXX EPERON
Name: Xxxxx Eperon
Title: AVP Financial Institutions
By:/s/XXXXX XXXXXXX
Name: Xxxxx Xxxxxxx
Title: AVP Financial Institutions
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BANCO BILBAO VIZCAYA ARGENTARIA S.A.
By:/s/XXXXXXXX XXXXXXXXX
Name: Xxxxxxxx Xxxxxxxxx
Title: Vice President
By:/s/MAITE VIZAN
Name: Maite Vizan
Title: Assistant Vice President
SCHEDULE 2
ENTITY: SERIES:
1. COLUMBIA FUNDS TRUST I, ON BEHALF OF EACH OF ITS - Columbia Strategic Income Fund: 5/31
SERIES. - Columbia High-Yield Opportunity Fund: 5/31
- Columbia Tax-Managed Growth Fund: 10/31
Address: - Columbia Tax-Managed Value Fund: 10/31
- Columbia Tax-Managed Growth Fund II: 10/31
Xxx Xxxxxxxxx Xxxxxx
Xxxxxx, XX 00000
Nature and Jurisdiction of Incorporation or Organization:
Massachusetts Business Trust
Fiscal Year End: As indicated for each series
2. COLUMBIA FUNDS TRUST II, ON BEHALF OF EACH OF ITS - Columbia Newport Greater China Fund: 8/31
SERIES.
Address:
Xxx Xxxxxxxxx Xxxxxx
Xxxxxx, XX 00000
Nature and Jurisdiction of Incorporation or Organization:
Massachusetts Business Trust
Fiscal Year End: As indicated for the series
3. COLUMBIA FUNDS TRUST III, ON BEHALF OF EACH OF ITS - Columbia Liberty Fund: 9/30
SERIES. - Columbia Mid Cap Value Fund: 9/30
- Columbia Global Equity Fund: 3/31
Address: - Columbia Quality Plus Bond Fund: 4/30
- Columbia Intermediate Government Income Fund: 4/30
Xxx Xxxxxxxxx Xxxxxx - Xxxxxxxx Xxxxxxx Securities Fund: 8/31
Xxxxxx, XX 00000
Nature and Jurisdiction of Incorporation or Organization:
Massachusetts Business Trust
Fiscal Year End: As indicated for each series
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4. COLUMBIA FUNDS TRUST IV, ON BEHALF OF EACH OF ITS - Columbia Tax-Exempt Fund: 11/30
SERIES. - Columbia Utilities Fund: 11/30
- Columbia Tax-Exempt Insured Fund: 11/30
Address:
Xxx Xxxxxxxxx Xxxxxx
Xxxxxx, XX 00000
Nature and Jurisdiction of Incorporation or Organization:
Massachusetts Business Trust
Fiscal Year End: As indicated for each series
5. COLUMBIA FUNDS TRUST V, ON BEHALF OF EACH OF ITS - Columbia California Tax-Exempt Fund: 10/31
SERIES. - Columbia Massachusetts Tax-Exempt fund: 10/31
- Columbia Connecticut Tax-Exempt Fund: 10/31
Address: - Columbia New York Tax-Exempt Fund: 10/31
- Columbia Large Company Index Fund: 3/31
Xxx Xxxxxxxxx Xxxxxx - Xxxxxxxx Xxxxxxxxxxxxx Intermediate Municipal Xxxx
Xxxxxx, XX 00000 Fund: 10/31
- Columbia Intermediate Tax-Exempt Bond Fund: 10/31
Nature and Jurisdiction of Incorporation or Organization: - Columbia Small Company Index Fund: 3/31
- Columbia US Treasury Index Fund: 3/31
Massachusetts Business Trust - Columbia Rhode Island Intermediate Municipal Bond
Fund: 10/31
Fiscal Year End: As indicated for each series - Columbia Connecticut Intermediate Municipal Bond
Fund: 10/31
- Columbia New York Intermediate Municipal Bond Fund:
10/31
- Columbia New Jersey Intermediate Municipal Bond
Fund: 10/31
- Columbia Florida Intermediate Municipal Bond Fund:
10/31
- Columbia Pennsylvania Intermediate Municipal Bond
Fund: 10/31
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6. COLUMBIA FUNDS TRUST VI, ON BEHALF OF EACH OF ITS - Columbia Growth and Income Fund: 7/31
SERIES. - Columbia Small-Cap Value Fund: 6/30
Address:
Xxx Xxxxxxxxx Xxxxxx
Xxxxxx, XX 00000
Nature and Jurisdiction of Incorporation or Organization:
Massachusetts Business Trust
Fiscal Year End: As indicated for each series
7. COLUMBIA FUNDS TRUST VII, ON BEHALF OF EACH OF ITS - Columbia Newport Tiger Fund: 8/31
SERIES.
Address:
Xxx Xxxxxxxxx Xxxxxx
Xxxxxx, XX 00000
Nature and Jurisdiction of Incorporation or Organization:
Massachusetts Business Trust
Fiscal Year End: As indicated for each series
8. COLUMBIA FUNDS TRUST VIII, ON BEHALF OF EACH OF - Columbia Intermediate Bond Fund: 3/31
ITS SERIES. - Columbia Income Fund: 3/31
Address:
Xxx Xxxxxxxxx Xxxxxx
Xxxxxx, XX 00000
Nature and Jurisdiction of Incorporation or Organization:
Massachusetts Business Trust
Fiscal Year End: As indicated for each series
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9. COLUMBIA FUNDS TRUST IX, ON BEHALF OF EACH OF ITS - Columbia Managed Municipals Fund: 6/30
SERIES. - Columbia High Yield Municipal Fund: 6/30
Address:
Xxx Xxxxxxxxx Xxxxxx
Xxxxxx, XX 00000
Nature and Jurisdiction of Incorporation or Organization:
Massachusetts Business Trust
Fiscal Year End: As indicated for each series
10. COLUMBIA FUNDS TRUST XI, ON BEHALF OF EACH OF ITS - Columbia Large Cap Growth Fund: 9/30
SERIES. - Columbia Growth Stock Fund: 9/30
- Columbia Young Investor Fund: 9/30
Address: - Columbia Small Cap Fund: 9/30
- Columbia Large Cap Core Fund: 9/30
One Financial Center - Columbia Asset Allocation Fund: 9/30
Xxxxxx, XX 00000 - Columbia Small Company Equity Fund: 9/30
- Columbia Dividend Income Fund: 9/30
Nature and Jurisdiction of Incorporation or Organization: - Columbia Disciplined Value Fund: 9/30
Massachusetts Business Trust
Fiscal Year End: As indicated for each series
11. COLUMBIA BALANCED FUND, INC. - None
Address:
0000 X.X. Xxxxx Xxxxxx
X.X. Xxx 0000
Xxxxxxxx, Xxxxxx 00000
Nature and Jurisdiction of Incorporation or
Organization:
Oregon Corporation
Fiscal year end: 8/31
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12. COLUMBIA FIXED INCOME SECURITIES FUND, INC. - None
Address:
0000 X.X. Xxxxx Xxxxxx
X.X. Xxx 0000
Xxxxxxxx, Xxxxxx 00000
Nature and Jurisdiction of Incorporation or
Organization:
Oregon Corporation
Fiscal year end: 8/31
13. COLUMBIA HIGH YIELD FUND, INC. - None
Address:
0000 X.X. Xxxxx Xxxxxx
X.X. Xxx 0000
Xxxxxxxx, Xxxxxx 00000
Nature and Jurisdiction of Incorporation or
Organization:
Oregon Corporation
Fiscal year end: 8/31
14. COLUMBIA INTERNATIONAL STOCK FUND, INC. - None
Address:
0000 X.X. Xxxxx Xxxxxx
X.X. Xxx 0000
Xxxxxxxx, Xxxxxx 00000
Nature and Jurisdiction of Incorporation or
Organization:
Oregon Corporation
Fiscal year end: 8/31
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15. COLUMBIA OREGON MUNICIPAL BOND FUND, INC. - None
Address:
0000 X.X. Xxxxx Xxxxxx
X.X. Xxx 0000
Xxxxxxxx, Xxxxxx 00000
Nature and Jurisdiction of Incorporation or
Organization:
Oregon Corporation
Fiscal year end: 8/31
16. COLUMBIA REAL ESTATE EQUITY FUND, INC. - None
Address:
0000 X.X. Xxxxx Xxxxxx
X.X. Xxx 0000
Xxxxxxxx, Xxxxxx 00000
Nature and Jurisdiction of Incorporation or
Organization:
Oregon Corporation
Fiscal year end: 8/31
17. COLUMBIA SHORT TERM BOND FUND, INC. - None
Address:
0000 X.X. Xxxxx Xxxxxx
X.X. Xxx 0000
Xxxxxxxx, Xxxxxx 00000
Nature and Jurisdiction of Incorporation or
Organization:
Oregon Corporation
Fiscal year end: 8/31
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18. COLUMBIA SMALL CAP GROWTH FUND, INC. - None
Address:
0000 X.X. Xxxxx Xxxxxx
X.X. Xxx 0000
Xxxxxxxx, Xxxxxx 00000
Nature and Jurisdiction of Incorporation or
Organization:
Oregon Corporation
Fiscal year end: 8/31
19. COLUMBIA MID-CAP GROWTH FUND, INC. - None
Address:
0000 X.X. Xxxxx Xxxxxx
X.X. Xxx 0000
Xxxxxxxx, Xxxxxx 00000
Nature and Jurisdiction of Incorporation or
Organization:
Oregon Corporation
Fiscal year end: 8/31
20. COLUMBIA STRATEGIC INVESTOR FUND, INC. - None
Address:
0000 X.X. Xxxxx Xxxxxx
X.X. Xxx 0000
Xxxxxxxx, Xxxxxx 00000
Nature and Jurisdiction of Incorporation or
Organization:
Oregon Corporation
Fiscal year end: 8/31
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21. COLUMBIA TECHNOLOGY FUND, INC. - None
Address:
0000 X.X. Xxxxx Xxxxxx
X.X. Xxx 0000
Xxxxxxxx, Xxxxxx 00000
Nature and Jurisdiction of Incorporation or
Organization:
Oregon Corporation
Fiscal year end: 8/31
22. CMG FUND TRUST, ON BEHALF OF EACH OF ITS SERIES. - CMG Core Bond Fund: 7/31
- CMG Enhanced S&P 500 Index Fund: 7/31
Address: - CMG High Yield Fund: 7/31
- CMG International Stock Fund: 7/31
0000 X.X. Xxxxx Xxxxxx - CMG Large Cap Growth Fund: 7/31
X.X. Xxx 0000 - XXX Xxxxx Xxx Value Fund: 7/31
Xxxxxxxx, Xxxxxx 00000 - CMG Mid Cap Growth Fund: 7/31
- CMG Mid Cap Value Fund: 7/31
Nature and Jurisdiction of Incorporation or - CMG Short Term Bond Fund: 7/31
Organization: - CMG Small Cap Fund: 7/31
- CMG Small Cap Growth Fund: 7/31
Oregon Business Trust - CMG Small Cap Value Fund: 7/31
- CMG Small/Mid Cap Fund: 7/31
Fiscal year end: As indicated for each series - CMG Strategic Equity Fund: 7/31
- CMG Ultra Short Term Bond Fund: 7/31
23. LIBERTY VARIABLE INVESTMENT TRUST - Colonial Small Cap Value Fund, VS
- Colonial Strategic Income Fund, VS
Address: - Columbia High Yield Fund, VS
- Columbia International Fund, VS
One Financial Center - Liberty Growth & Income Fund, VS
Xxxxxx, XX 00000 - Liberty S&P 500 Index Fund, VS
- Liberty Select Value Fund, VS
Nature and Jurisdiction of Incorporation or Organization:
Massachusetts Business Trust
Fiscal Year End: 12/31
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24. STEINROE VARIABLE INVESTMENT TRUST - Liberty Asset Allocation Fund, VS
- Liberty Federal Securities Fund, VS
Address: - Liberty Small Company Growth Fund, VS
- Columbia Large Cap Growth Fund, VS
Xxx Xxxxxxxxx Xxxxxx
Xxxxxx, XX 00000
Nature and Jurisdiction of Incorporation or
Organization:
Massachusetts Business Trust
Fiscal year end: 12/31
SCHEDULE 4.11(c)
1. Agreements with federal, state, local or foreign governmental authorities or
regulators limiting the ability of a Borrower to incur indebtedness. None
2. Borrowing limitations adopted in each Borrower's Prospectus or elsewhere.
Borrower Borrowing Limitations
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Xxxxx Xxx Variable Investment, May not borrow, except from
on behalf of Liberty banks, other affiliated
Asset Allocation Fund, VS, funds and other entities to the
Liberty Federal Securities Fund, VS, extent permitted by the
Columbia Large Cap Growth Fund, VS. Investment Company Act of 1940,
as amended (the 1940 Act).
------------------------------ -----------------------------------------------
------------------------------ -----------------------------------------------
Xxxxx Xxx Variable Investment, May not borrow, except
on behalf of Small from banks, other affiliated
Company Growth Fund, VS. funds and other entities to the
extent permitted by the
Investment Company Act of 1940,
as amended (the 1940 Act).
Additionally, the fund
may not borrow more
than: (1) 10% of net
asset value when
borrowing for any
general purpose and (2)
25% of net asset value
when borrowing as a
temporary measure to
facilitate redemptions.
------------------------- -----------------------------------------------------
-------------------- --- -----------------------------------------------------
Liberty Variable Investment Trust, May not borrow money or issue
on behalf of senior securities, except that
Columbia High Yield Fund, VS the fund may borrow from
domestic banks for temporary
purposes (such as to obtain
cash to meet redemption
requests when the
liquidation of portfolio
securities is deemed
disadvantageous by the
fund's advisor) and then
in amounts not in excess
of 33% of the value of
its total assets at the
time of such borrowing
(provided that the fund
may borrow pursuant to
reverse repurchase
agreements in accordance
with its investment
policies and in amounts
not in excess of 33% of
the value of its total
assets at the time of
such borrowing); or
mortgage, pledge, or
hypothecate any assets
except in connection
with any such borrowing
and in amounts not in
excess of the lesser of
the dollar amounts
borrowed or 33% of the
value of the fund's
total assets at the time
of such borrowing;
provided, however, that
mortgage dollar rolls
entered into by the fund
that are not accounted
for as financings shall
not constitute
borrowings. The fund
will not purchase
securities while
borrowings (including
reverse repurchase
agreements) in excess of
5% of its total assets
are outstanding. If the
securities held by the
fund should decline in
value while borrowings
are outstanding, the net
asset value of the
fund's outstanding
shares will decline in
value by more than the
proportionate decline in
value suffered by the
fund's securities.
------------------------------------ ------------------------------------------
------------------------------------ ------------------------------------------
Liberty Variable Investment Trust, May Borrow from banks, other
on behalf of affiliated funds and other
Liberty Select Value Fund, VS, entities to the extent permitted
Liberty S&P 500 Index Fund, VS. by applicable law, provided
that the fund's borrowings shall
not exceed 33 1/3% of the value
of its total assets (including
the amount borrowed) less
liabilities (other than
borrowings) or such other
percentage permitted by law.
------------------------- -----------------------------------------------------
------------------------- -----------------------------------------------------
Liberty Variable Investment Trust, Each fund may issue senior
on behalf of securities only through
Columbia International Fund, VS, borrowing money from banks
Liberty Growth & Income Fund, VS, for temporary or
Columbia Strategic Income Fund, VS, emergency purposes up to 10% of
Columbia Small Cap Value Fund, VS. its net assets; however, each
fund will not purchase
additional portfolio securities
while borrowing exceeds
5% of its net assets.
------------------------- -----------------------------------------------------
------------------------- -----------------------------------------------------
CMG Fund Trust, Borrow money, issue senior securities,
on behalf of CMG Core Bond Fund or pledge, mortgage or hypothecate its
assets, except that the und may (i)
borrow from banks, but only if
immediately after each borrowing there
is asset coverage of 300%, (ii) enter
into transactions in options, futures,
options on futures, and other
derivative instruments as described in
the Prospectus and this Statement of
Additional Information (the deposit of
assets in escrow in connection with
the writing of covered put and call
options and the purchase of securities
on a when-issued or delayed delivery
basis, collateral arrangements with
respect to initial or variation margin
deposit for futures contracts and
commitments entered into under swap
agreements or other derivative
instruments, will not be deemed to be
pledges of the fund's assets), (iii)
enter into reverse repurchase
agreements, dollar roll transactions
or economically similar transactions
to the extent its commitment under such
transaction is covered by the
segregation of assets, and (iv)
borrow money as a temporary measure
for extraordinary or emergency
purposes provided that such borrowings
do not exceed 5% of the gross assets of
the fund valued at the lesser of cost
or market value, and the fund does
not pledge, mortgage, or hypothecate
assets valued at market to an extent
greater than 10% of the gross assets
valued at cost of the fund.
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The Trustees of the series of the CMG Fund Trust, the Liberty Variable
Investment Trust and the Xxxxx Xxx Variable Investment Trust listed in this
schedule (each, a "Fund") have approved, subject to shareholder approval at a
shareholder meeting expected to be held in 2005, the replacement of each Fund's
current fundamental investment restriction (with respect to borrowing
limitations) with the following proposed fundamental restriction:
"Each Fund many not, as a matter of fundamental policy, borrow money or issue
senior securities except to the extent permitted by the 1940 Act, the rules and
regulations thereunder and any applicable exemptive relief."
