FUNDAMENTAL INVESTORS, INC.
                             ARTICLES SUPPLEMENTARY
 Fundamental Investors, Inc., a Maryland corporation having its principal
office in Baltimore, Maryland (the "Corporation"), hereby certifies to the
State Department of Assessments and Taxation of Maryland that:
FIRST:  (a)  The Board of Directors of the Corporation has divided and further
classified the unissued shares of the authorized common stock of the
Corporation into two additional classes, designated "Class C" and "Class F".
The remaining shares of common stock, including the shares currently issued and
outstanding, shall consist of the previously designated Class A shares and
Class B shares.  The authorized shares of each such class of common stock shall
consist of the sum of (x) the outstanding shares of that class and (y)
one-fourth (1/4) of the authorized but unissued shares of all classes of common
stock; PROVIDED HOWEVER, that in the event application of the above formula
would result, at the time, in fractional shares of one or more classes, the
number of authorized shares of each such class shall be rounded down to the
nearest wh ole number of shares; and PROVIDED, FURTHER, that at all times the
aggregate number of authorized Class A shares, Class B shares, Class C shares
and Class F shares of common stock shall not exceed the authorized number of
shares of common stock (I.E., 1,000,000,000 shares until changed by action of
the Board of Directors in accordance with Section 2-208.1 of the Maryland
General Corporation Law).
  (b)  The preferences, conversion and other rights, voting powers,
restrictions, limitations as to dividends, qualifications, and terms and
conditions of redemption of the Class A shares and Class B shares of the
Corporation are set forth in the Charter of the Corporation.  The preferences,
conversion and other rights, voting powers, restrictions, limitations as to
dividends, qualifications, and terms and conditions of redemption of the Class
C shares and Class F shares of the Corporation are set forth below.
SECOND:  Except to the extent provided otherwise by the Charter of the
Corporation, all classes of shares of the Corporation (including Class C shares
and Class F shares) shall represent an equal proportionate interest in the
assets of the Corporation (subject to the liabilities of the Corporation) and
each share shall have identical voting, dividend, liquidation and other rights;
PROVIDED, HOWEVER, that notwithstanding anything in the Charter of the
Corporation to the contrary:
(i)  Each class of shares of the Corporation (including Class C shares and
Class F shares) may be issued and sold subject to different sales loads or
charges, whether initial, deferred or contingent, or any combination thereof,
as may be established from time to time by the Board of Directors in accordance
with the Investment Company Act of 1940 and applicable rules and regulations of
self-regulatory organizations and as shall be set forth in the applicable
prospectus for the shares;
(ii)  Expenses, costs and charges which are determined by or under the
supervision of the Board of Directors to be attributable to the shares of a
particular class may be charged to that class and appropriately reflected in
the net asset value of, or dividends payable on, the shares of that class;
(iii)  Except as otherwise provided hereinafter, on a business day no later
than the fifteenth day of the first calendar month following the expiration of
a 120-month period commencing on the first day of the calendar month during
which Class C shares were purchased by a holder thereof, such shares (as well
as a pro rata portion of any Class C shares purchased through the reinvestment
of dividends or other distributions paid on all Class C shares held by such
holder) shall automatically convert to Class F shares on the basis of the
respective net asset values of the Class C shares and the Class F shares on the
conversion date; PROVIDED, HOWEVER, that the Board of Directors, in its sole
discretion, may suspend the conversion of Class C shares if any conversion of
such shares would constitute a taxable event under federal income tax law (in
which case the holder of such Class C shares shall have the right to exchange
from time to time any or all of such Class C shares held by such holder for
Class F shares on the basis of the respective net asset values of the Class C
shares and Class F shares on the applicable exchange date and without the
imposition of a sales charge or fee); and PROVIDED, FURTHER, that conversion
(or exchange) of Class C shares represented by stock certificates shall be
subject to tender of such certificates; and
(iv)  Subject to the foregoing paragraph, each class of shares of the
Corporation (including Class C and Class F shares) may have such different
exchange rights as the Board of Directors shall provide in compliance with the
Investment Company Act of 1940.
THIRD:  The foregoing amendment to the Charter of the Corporation does not
increase the authorized capital stock of the Corporation.
FOURTH:  The aforesaid shares have been duly classified by the Board of
Directors pursuant to authority and power contained in the Charter of the
Corporation.
IN WITNESS WHEREOF, the Corporation has caused these presents to be signed in
its name and on its behalf by its Chairman of the Board and attested by its
Secretary on this 2nd day of January, 2001.
      FUNDAMENTAL INVESTORS, INC.
      By: /s/ James F. Rothenberg
       James F. Rothenberg
       Chairman of the Board
ATTEST:
By: /s/ Patrick F. Quan
 Patrick F. Quan
 Secretary
 The undersigned, Chairman of the Board of Fundamental Investors, Inc., who
executed on behalf of said Corporation the foregoing Articles Supplementary of
which this certificate is made a part, hereby acknowledges in the name and on
behalf of the Corporation the foregoing Articles Supplementary to be the
corporate act of the Corporation and hereby certifies that, to the best of his
knowledge, information and belief, the matters and facts set forth therein with
respect to the authorization and approval thereof are true in all material
respects under the penalties of perjury.
      /s/ James F. Rothenberg
      James F. Rothenberg
      Chairman of the Board