exhibit a(4)

                                CITIFUNDS TRUST I

                            Certificate of Amendment


         The undersigned, being the Assistant Secretary of CitiFunds Trust I
(the "Trust"), a trust with transferable shares of the type commonly called a
Massachusetts business trust, DOES HEREBY CERTIFY that, in accordance with the
authority conferred upon the Trustees of the Trust by the Trust's Declaration of
Trust as currently in effect (the "Declaration of Trust"), and by the
affirmative vote of a majority of the Trustees of the Trust dated as of November
9, 2004, paragraph 3 of the Establishment and Designation of Classes of the
Trust has been amended to read as set forth in Exhibit A attached to this
Certificate, effective November 9, 2004.

         IN WITNESS WHEREOF, the undersigned has set his hand this 23rd day of
November, 2004.


                               /s/ Rosemary D. Emmens
                               ---------------------------------------
                               Rosemary D. Emmens
                               Assistant Secretary








                                CITIFUNDS TRUST I

                                    Amendment
                             to Declaration of Trust

         The undersigned, constituting at least a majority of the Trustees of
each Trust named above and acting pursuant to each Trust's Declaration of Trust
as currently in effect (each, a "Declaration of Trust"), do hereby certify that
in accordance with the provisions of the second sentence of Section 9.3(a) of
each Declaration of Trust, the following amendment to each Declaration of Trust
has been duly adopted by at least a majority of the Trustees of each Trust,
effective as of November 9, 2004:


         Paragraph 3 of the Establishment and Designation of Classes of each
Trust is hereby amended in its entirety to read as follows:

                  3. For Shares of each class, the purchase price, the method of
         determination of the net asset value, the price, the terms and manner
         of redemption, any conversion feature, the relative dividend rights of
         holders thereof, and any other rights, privileges, features or
         qualifications, shall be as determined from time to time by the
         Trustees of the Trust in accordance with the Declaration as set forth
         in the current prospectus and statement of additional information of
         the Trust or any series thereof relating to the class, as amended from
         time to time, contained in the Trust's registration statement under the
         Securities Act of 1933, as amended, and other offering documents filed
         with the Securities and Exchange Commission.

                            [Signature page follows]









         IN WITNESS WHEREOF, the undersigned have executed this Amendment this
9th day of November, 2004.

                                                     
/s/ Elliott J. Berv                                     /s/ Donald M. Carlton
--------------------------------------------            ---------------------
Elliott J. Berv, as Trustee                             Donald M. Carlton, as Trustee
and not individually                                    and not individually

/s/ A. Benton Cocanougher                               /s/ Mark T. Finn
---------------------------                             ----------------
A. Benton Cocanougher, as Trustee                       Mark T. Finn, as Trustee
and not individually                                    and not individually

/s/ Jay Gerken                                          /s/ Stephen Randolph Gross
------------------------------------                    --------------------------
R. Jay Gerken, as Trustee                               Stephen Randolph Gross, as Trustee
and not individually                                    and not individually

/s/ Diana R. Harrington                                 /s/ Susan B. Kerley
------------------------------------                    -------------------
Diana R. Harrington, as Trustee                         Susan B. Kerley, as Trustee
and not individually                                    and not individually

/s/ Alan G. Merten                                      /s/ R. Richardson Pettit
--------------------------------------------            ------------------------
Alan G. Merten, as Trustee                              R. Richardson Pettit, as Trustee
and not individually                                    and not individually