INVESTEC FUNDS

                                    AMENDMENT
                                     TO THE
                                TRUST INSTRUMENT


                  The undersigned,  Steven J. Pagiolli, hereby certifies that he
is a duly elected  secretary of Investec  Funds, a Delaware  business trust (the
"Trust"),  and further that by a resolution  adopted by the Board of Trustees of
the Trust on June 28, 2000 by a majority  vote of the  Trustees at a  telephonic
meeting of the Board of Trustees,  which was duly noticed in accordance with the
requirements  of the  Trust  Instrument  of the Trust  dated  March 6, 1997 (the
"Trust  Instrument")  and in which a quorum of the  Trustees  participated,  the
following  amendment to the Trust  Instrument was adopted in accordance with the
provisions of Article XI, Section 11.08 of the Trust Instrument:

                  The first  sentence of Section 4.04 of Article IV of the Trust
Instrument is hereby amended to read as follows:

                           "In  any  action  taken  by the  Trustees  hereunder,
                  unless otherwise specified, the Trustees shall act by majority
                  vote at a meeting duly called or by the written  consent of at
                  least 70% of the  Trustees  without a meeting or by  telephone
                  meeting provided a quorum of Trustees  participate in any such
                  telephone  meeting,  unless  the  1940  Act  requires  that  a
                  particular  action  be taken  only at a  meeting  at which the
                  Trustees are present in person."


                  IN  WITNESS   WHEREOF,   the  undersigned  has  executed  this
Certificate as of this 28th day of September, 2000.


                                          /s/ Steven J. Pagiolli
                                          ------------------------------------
                                          Steven J. Pagiolli
                                          Secretary