EXHIBIT 1(j)
NEW ENGLAND ZENITH FUND
Amendment No. 9 to Agreement and Declaration of Trust
The undersigned, being at least a majority of the Trustees of New England
Zenith Fund (the "Trust"), hereby consent to and adopt the following amendment
to the Trust's Agreement and Declaration of Trust (as amended through Amendment
No. 8 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:
The undersigned Trustees having determined it to be consistent with the
fair and equitable treatment of all shareholders of the Trust, 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: (1) the "Back Bay Advisors Money Market
Series," (2) the "Back Bay Advisors Bond Income Series," (3) the
"Capital Growth Series," (4) the "Westpeak Stock Index Series," (5)
the "Back Bay Advisors Managed Series," (6) the "Westpeak Growth and
Income Series," (7) the "Xxxxxxx Xxxxx Xxxxxx Value Series" (formerly
the "Xxxxxx Xxxxxx Avanti Growth Series"), (8) the "Xxxxxx Xxxxxx
Small Cap Series," (9) the "Xxxxxx Xxxxxx Balanced Series," (10) the
"Xxxxxx Xxxxxxx International Magnum Equity Series," (11) the
"Salomon Brothers U.S. Government Series," (12) the "Salomon Brothers
Strategic Bond Opportunities Series," (13) the "Xxxxx Venture Value
Series" and (14) the "Xxxxx Equity Growth Series."
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 hereunder set our hands for ourselves and for
our successors and assigns this 22nd day of April, 1998.
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