Exhibit 77Q(1)(a)(i)



Amendment  No. 2 dated  November  19,  2004 to the  By-laws is  incorporated  by
reference  to  exhibit  (b)(3)  of  post-effective  amendment  no.  124  to  the
Registration Statement filed on Form Type 485APOS on December 2, 2004 (Accession
0001193125-04-206379).