Exhibit 1
GMO TRUST
AMENDMENT NO. 25
TO
AGREEMENT AND DECLARATION OF TRUST
The undersigned, being a majority of the trustees of the GMO Trust, a
Massachusetts business trust created and existing under an Agreement and
Declaration of Trust dated June 24, 1985, a copy of which is on file in the
Office of the Secretary of The Commonwealth of Massachusetts (the "Trust"),
having determined that the creation of a new Series is desirable and
appropriate, do hereby direct that this Amendment No. 25 be filed with the
Secretary of The Commonwealth of Massachusetts and do hereby amend the Agreement
and Declaration of Trust so that the first sentence of Section 6 of Article III
of the Agreement and Declaration of Trust is amended and restated as follows:
"Without limiting the authority of the Trustees set forth in Section 5,
inter alia, to establish and designate any further Series or classes or
to modify the rights and preferences of any Series, the "GMO Core Fund"
(formerly the Domestic Equity Series), the "GMO Currency Hedged
International Bond Fund" (formerly the Domestic Equity (South Africa
Free) Series and the GMO SAF Core Fund), the "GMO Growth Allocation
Fund" (formerly the Domestic Equity Growth Series and the GMO Growth
Fund), the "GMO International Core Fund" (formerly the International
Series), the "GMO Core II Secondaries Fund" (formerly the GMO Second
Tier Fund), the "Pelican Fund," the "GMO Value Allocation Fund"
(formerly the Blue Chip Series and the U.K. Investors' Diversified
Equity Series), the "GMO International Small Companies Fund" (formerly
the International Small Capitalization Series and the GMO International
Second Tier Fund), the "GMO Conservative Equity Fund" (formerly the
International Large Capitalization Series and the GMO International
First Tier Fund), the "GMO Japan Fund" (formerly the Japan Series), the
"GMO International Bond Fund" (formerly the U.K. Series, the GMO U.K.
Fund, the GMO Global Bond Fund and the GMO World Bond Fund), the "GMO
Short-Term Income Fund" (formerly the Money Market Series), the "GMO
Tobacco-Free Core Fund," the "GMO Core Emerging Country Debt Fund"
(formerly the GMO Bond Allocation Fund and the GMO Global Bond Fund),
the "GMO Fundamental Value Fund," the "GMO U.S. Sector Allocation
Fund," the "GMO Emerging Markets Fund", the "GMO Emerging Country Debt
Fund" (formerly the GMO International SAF Fund and the GMO Emerging
Markets Debt Fund), the "GMO Domestic Bond Fund" (formerly the GMO
Domestic Hedged Equity Fund and the GMO Domestic T&A Fund), the "GMO
Currency Hedged International Core Fund" (formerly the GMO Domestic
Long Bond Fund, GMO International Hedged Equity Fund and the GMO
International T&A Fund), the "GMO Global Hedged Equity Fund" (formerly
the GMO Global T&A Fund), the "GMO REIT Fund", the "GMO Foreign Fund"
(formerly the GMO Global Core Fund) and the "GMO Global Bond Fund"
shall be, and are hereby, established and designated."
The foregoing amendment shall become effective as of the time it is
filed with the Secretary of State of The Commonwealth of Massachusetts.
IN WITNESS WHEREOF, we have hereunto set our hands for ourselves and
for our successors and assigns this ____ day of November, 1995.
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X. X. Xxxxxxxx
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Eyk Van Otterloo
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Xxxxxx Xxxxxxxx
