Exhibit (a)(13)
NEW ENGLAND FUNDS TRUST II
Amendment No. 12 to Second Amended and Restated Agreement
Declaration of Trust
The undersigned, being at least a majority of the Trustees of New England
Funds Trust II (the "Trust"), having determined it to be consistent with the
fair and equitable treatment of all shareholders of the Trust, hereby amend the
Trust's Second Amended and Restated Agreement and Declaration of Trust, as
amended by Amendments No. 1, 2, 3, 4, 5, 6, 7, 8, 9, 10 and 11 thereto (the
"Declaration of Trust"), a copy of which is on file in the office of the
Secretary of State of The Commonwealth of Massachusetts, as follows:
1. The name of the Trust is hereby amended to be "Nvest Funds Trust II."
2. The first sentence of Section 6 of Article III of the Declaration of
Trust is hereby amended to read in its entirety 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 or class, each of
the following Series shall be, and is hereby, established and
designated as a Multi-Class Series: (1) Nvest Massachusetts Tax Free
Income Fund, (2) Nvest High Income Fund, (3) Nvest Limited Term U.S.
Government Fund, (4) Nvest Short Term Corporate Income Fund, (5) Nvest
Growth and Income Fund, and (6) Nvest Intermediate Term Tax Free Fund
of California.
The foregoing amendment shall be 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 hand for ourselves and for
our successors and assigns as of the 12th day of November, 1999.
/s/ Xxxxxx X. Xxxxxxx, Xx. /s/ Xxxxxx X. Xxxx
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Xxxxxx X. Xxxxxxx, Xx. Xxxxxx X. Xxxx
/s/ Xxxxxxx X. Xxxxx /s/ Xxxxxxx Xxxxxx
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Xxxxxxx X. Xxxxx Xxxxxxx Xxxxxx
/s/ Xxxxxx X. Xxxxx /s/ Xxxx X. Xxxxx
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Xxxxxx X. Xxxxx Xxxx X. Xxxxx
/s/ Xxxxx X. Xxxx /s/ Xxxxxxxxx X. Xxxxx
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Xxxxx X. Xxxx Xxxxxxxxx X. Xxxxx