J.P. MORGAN FLEMING SERIES TRUST
	JPMORGAN INSTITUTIONAL TRUST
	J.P. MORGAN SERIES TRUST II


	Secretary's Certificate


	I, Stephen M. Benham, Secretary of the J.P. Morgan
Fleming Series Trust, JPMorgan Institutional Trust, and J.P.
Morgan Series Trust II (the "Trusts"), do hereby certify
that the following is a true and correct copy of resolutions
duly passed and adopted at a regular meeting of the Board of
 Trustees of the Trusts held on December 5-6, 2006, which are
 currently in full force and effect:
Approval of Fidelity Bond Coverage

RESOLVED, that it is the finding of the Trustees of J.P.
Morgan Series Trust II, J.P. Morgan Fleming Series Trust,
and J.P. Morgan Institutional Trust, (collectively, the
"Trusts") and separately the finding of the Independent
Trustees that the proposed Fidelity Bond written by St. Paul
Fire and Marine Insurance Company (the "Bond") in the aggregate
amount of $4,100,000, covering the Trusts, in accordance with
the requirements of Rule 17g-1 promulgated by the Securities
and Exchange Commission under Section 17(g) of the Investment
Company Act of 1940, as amended, is reasonable in form and
amount, after having given due consideration to, among other
things, the value of the aggregate assets of each of the funds
that are series of the Trusts to which any person covered under
the Bond may have access, the type and terms of the arrangements
made for the custody and safekeeping of assets of the Trusts,
the number of other parties named as insured parties under the
Bond and the nature of the business activities of other parties;
and

FURTHER RESOLVED, that the premium to be paid by the Trusts under
the Bond be, and hereby is, approved by the Trustees and
separately by the Independent Trustees after having given due
consideration to, among other things, the number of other parties
insured under the Bond, the nature of the business activities of
those other parties, the amount of the Bond and the extent to
which the share of the maximum premium allocated to each Trust
under the Bond is no more than the premium that such Trust would
have had to pay had it maintained a single insured bond; and

FURTHER RESOLVED, that the Bond be, and hereby is, approved by a
vote of a majority of the Trustees and separately by the
Independent Trustees; and

FURTHER RESOLVED, that the officers of Trusts be, and each of them
hereby is, authorized and directed to enter into an agreement among
the Trusts, insubstantially the form furnished to the Trustees, as
required by Rule 17g-1, with the other named insureds under the
Bond providing that in the event any recovery is received under the
Bond as a result of a loss sustained by a Trust and also by one or
more of the other named insureds, that Trust shall receive an
equitable and proportionate share of the recovery, but in no event
less than the amount it would have received had it provided and
maintained a single insured bond with the minimum coverage required
by paragraph (d) (1) of the aforementioned Rule 17g-1; and

FURTHER RESOLVED, that the appropriate officers of the Trusts be,
and they hereby are, authorized and directed to prepare, execute
and file such amendments and supplements to the aforesaid agreement,
and to take such other action as may be necessary or appropriate in
order to conform to the provisions of the Investment Company Act of
1940, as amended, and the rules and regulations thereunder; and

FURTHER RESOLVED, that the Secretary of the Trusts shall file the
Bond with the Securities and Exchange Commission and give notice
required under paragraph (g) of the aforementioned Rule 17g-1.

FURTHER RESOLVED, that the appropriate officers of the Trusts be,
and each of them hereby is, authorized to make any and all payments
and to do any and all other acts, in the name of the Trusts and on
their behalf, as they, or any of them, may determine to be necessary
or desirable and proper in connection with or in furtherance of the
foregoing resolutions.

IN WITNESS WHEREOF, I hereunto sign my name as of this 29th day of
March 2007.



/s/__Stephen M. Benham_________
Stephen M. Benham
Secretary of the J.P. Morgan Fleming Series Trust,
JPMorgan Institutional Trust, and
J.P. Morgan Series Trust II