Amendment to by-Laws Sample Contracts

PUTNAM INVESTMENT GRADE MUNICIPAL TRUST II Amendment No. 5 to By-laws
Amendment to by-Laws • August 24th, 2007 • Putnam Municipal Opportunities Trust

WHEREAS, Section 1 of Article III of the Agreement and Declaration of Trust dated October 2, 1992 (the "Declaration of Trust") of Putnam Investment Grade Municipal Trust II (the "Trust"), a copy which is on file in the Office of the Secretary of State of The Commonwealth of Massachusetts, provides that the Trustees may, without shareholder approval, authorize one or more classes of shares (which classes may be divided into two or more series), shares of each such class or series having such preferences, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption, as the Trustees may determine and as shall be set forth in the By-laws);

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