EXHIBIT 1(c)
THE LUTHERAN BROTHERHOOD FAMILY OF FUNDS
FIRST AMENDED AND RESTATED MASTER TRUST AGREEMENT
AMENDMENT NO. 2 to the First Amended and Restated Master Trust Agreement dated
September 1, 1993 (the "Agreement") of The Lutheran Brotherhood Family of
Funds (the "Trust"), made this _____ day of March, 1997 by the Trustees
hereunder.
WHEREAS, Article VII, Section 7.3 of the Agreement provides that the Agreement
may be amended at any time by an instrument in writing signed by a majority of
the then Trustees of the Trust when authorized to do so by vote of a majority
of the shares entitled to vote, except that amendments described in Article
VII, Section 7.3 thereof, including amendments to designate and establish new
series of shares, shall not require authorization by shareholder vote; and
WHEREAS, the Trustees desire to amend the Agreement as described in Article
VII, Section 7.3 thereof to designate and establish a new series of shares (in
addition to "Lutheran Brotherhood Fund", "Lutheran Brotherhood Opportunity
Growth Fund", "Lutheran Brotherhood Income Fund", "Lutheran Brotherhood
Municipal Bond Fund", "Lutheran Brotherhood Money Market Fund", "Lutheran
Brotherhood High Yield Fund", and Lutheran Brotherhood World Growth Fund"
heretofore established and designated), such new series to be known as
"Lutheran Brotherhood Mid Cap Growth Fund."
NOW, THEREFORE, the undersigned, being a majority of the Trustees of the
Trust, do hereby agree as follows:
1. The initial paragraph of Article VI, Section 4.2 of the Agreement, as
heretofore in effect as amended, is hereby further amended in its entirety to
read as follows:
Section 4.2 Establishment and Designation of Sub-Trusts and Classes.
Without limiting the authority of the Trustees set forth in Section 4.1 to
establish and designate any further Sub-Trusts, the Trustees hereby establish
and designate eight Sub-Trusts: "Lutheran Brotherhood Fund", "Lutheran
Brotherhood Opportunity Growth Fund", "Lutheran Brotherhood Income Fund",
"Lutheran Brotherhood Municipal Bond Fund", "Lutheran Brotherhood Money Market
Fund", "Lutheran Brotherhood High Yield Fund", Lutheran Brotherhood World
Growth Fund", and Lutheran Brotherhood Mid Cap Growth Fund", each of which
shall initially consist of a single class of Shares. The Shares of such Sub-
Trusts and any Shares of any further Sub-Trust or class thereof that may from
time to time be established and designated by the Trustees shall (unless the
Trustees otherwise determine with respect to some further Sub-Trust at the
time of establishing and designating the same) have the following relative
rights and preferences:
2. This Amendment may be executed by one or more of the signatories hereto on
any number of separate counterparts and all of said counterparts taken
together shall be deemed to constitute one and the same instrument.
IN WITNESS WHEREOF, we have hereto set our hands for ourselves and for our
successors and assigns as of the date first above written.
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