CERTIFICATE OF AMENDMENT
                                     TO THE
                              CERTIFICATE OF TRUST
                                       OF
                        GUINNESS FLIGHT INVESTMENT FUNDS


         This Certificate of Amendment to Certificate of Trust is being executed
as of September 8, 2000 for the purpose of amending the  Certificate of Trust of
Guinness Flight Investment Funds (the "Trust") filed with the Secretary of State
of the State of Delaware  on March 6, 1997  pursuant  to the  Delaware  Business
Trust Act, 12 Del. C.ss.ss. 3801 et seq. (the "Act").

         The undersigned hereby certifies as follows:

         1. The name of the Trust is Guinness Flight Investment Funds.

         2. The  amendment  to the  Certificate  of Trust of the Trust set forth
below (the "Amendment") has been duly authorized by the Board of Trustees of the
Trust.

         The First  Article of the  Certificate  of Trust of the Trust is hereby
amended to read as follows:

         "The name of the business trust is Investec Funds (the "Trust")."


         3. This  Certificate  of Amendment to the  Certificate  of Trust of the
Trust  shall  become  effective  immediately  upon filing with the Office of the
Secretary of State of the State of Delaware.

         IN WITNESS WHEREOF, the undersigned,  being a trustee of the Trust, has
duly executed this  Certificate  of Amendment as of the day and year first above
written.


                                            TRUSTEE:



                                             /s/ J. Brooks Reece Jr.
                                             -----------------------
                                             J. Brooks Reece Jr.