WITNESSETH:

                           U.S. GLOBAL ACCOLADE FUNDS

                             AMENDMENT NO. 4 TO THE
                FIRST AMENDED AND RESTATED MASTER TRUST AGREEMENT


AMENDMENT NO.4 to the First Amended and Restated  Master Trust Agreement of U.S.
Global Accolade Funds dated May 22, 1996,  made at San Antonio,  Texas this 30th
day of September, 1998, by the Trustees hereunder.

                                   WITNESSETH:

WHEREAS,  Section 7.3 of the Amended and Restated  Master Trust  Agreement dated
May 22, 1996,  (the  "Agreement")  of U.S.  Global  Accolade Funds (the "Trust")
provides  that  the  Agreement  may be  amended  at any  time,  so  long as such
amendment does not adversely  affect the rights of any shareholder  with respect
to which such  amendment  is or  purports to be  applicable  and so long as such
amendment is not in  contravention  of applicable law,  including the Investment
Company Act of 1940, by an  instrument  in writing,  signed by an officer of the
Trust pursuant to a vote of a majority of the Trustees of the Trust; and

WHEREAS,  the  Trustees  desire  to change  the name of the  Xxxxxx  Xxx  Global
Opportunity Fund to the Global Blue Chip Fund;

NOW,  THEREFORE,  the undersigned Xxxxx X. Xxxxxx,  the duly elected and serving
president of the Trust,  pursuant to the authorization  described above,  hereby
amends  Section 4.2 of the Master Trust  Agreement,  as  heretofore in effect to
read as follows:

     Section 4.2. Establishment and Designation of Sub-Trusts.  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 five Sub-Trusts: Bonnel Growth Fund; MegaTrends Fund, Global Blue
     Chip Fund, Regent Eastern European Fund and Regent Korean Fund.

WITNESS my hand and seal this 30th day of September, 1998.



                                 /s/ Xxxxx X. Xxxxxx
                                 ----------------------------------------------
                                 Xxxxx X. Xxxxxx
                                 President, Chief Executive Officer and Trustee
S  E  A  L

STATE OF TEXAS  )
                )ss
COUNTY OF BEXAR )

Then personally  appeared the above named Xxxxx X. Xxxxxx and acknowledged  this
instrument to be his act and deed this 30th day of September, 1998.



                                 /s/ June X. Xxxxx
                                 ----------------------------------------------
                                 June X. Xxxxx
                                 Notary Public, State of Texas
                                 My commission expires February 14, 2000