CDC NVEST FUNDS TRUST I

Amendment No. 6 to Second  Restatement of Amended  Agreement and  Declaration of
Trust

     The  undersigned,  being at least a majority  of the  Trustees of CDC Nvest
Funds Trust I (the "Trust"), having determined it to be consistent with the fair
and  equitable  treatment  of all  shareholders  of the Trust,  hereby amend the
Trust's Second  Restatement of Amended  Agreement and  Declaration of Trust,  as
amended by Amendment Nos. 1, 2, 3, 4 and 5 thereto (the "Declaration of Trust"),
a copy of which is on file in the office of the Secretary of the Commonwealth of
Massachusetts, as follows:

1.   The first sentence of Section 6 of Article III of the  Declaration of Trust
     is hereby amended to read in its entirety as follows:

     Without  limiting  the  authority  of the  Trustees set forth in Section 5,
     inter alia, to establish and designate any further  Series or classes or to
     modify  the  rights and  preferences  of any  Series or class,  each of the
     following  Series shall be, and is hereby,  established and designated as a
     Multi-Class  Series: (1) Loomis Sayles Government  Securities Fund, (2) CGM
     Advisor  Targeted  Equity Fund,  (3) CDC Nvest Star Value Fund,  (4) Loomis
     Sayles Core Plus Bond Fund, (5) Westpeak Capital Growth Fund, (6) CDC Nvest
     Star Advisers  Fund,  (7)  Hansberger  International  Fund, and (8) Vaughan
     Nelson Small Cap Value Fund.

2.   The address of the Trust is:
     399  Boylston Street
     Boston, Massachusetts 02116

3.   The address of the Trustees is:
     c/o  CDC Nvest Funds Trust I
     399  Boylston Street
     Boston, Massachusetts 02116

     The foregoing  amendment shall be effective as of the time it is filed with
the Secretary of the Commonwealth of Massachusetts.

     IN WITNESS WHEREOF, we have hereunto set our hand for ourselves and for our
successors and assigns as of the 19th day of November, 2004.

/s/ Graham T. Allison__________________      /s/ Richard Darman_________________
Graham T. Allison, Jr.                       Richard Darman


/s/ Edward A. Benjamin_________________      /s/ John T. Hailer_________________
Edward A. Benjamin                           John T. Hailer


/s/ Robert J. Blanding_________________      /s/ Sandra O. Moose________________
Robert J. Blanding                           Sandra O. Moose


/s/ Daniel M. Cain_____________________      /s/ John A. Shane__________________
Daniel M. Cain                               John A. Shane


/s/ Paul G. Chenault___________________      /s/ Kenneth Cowan__________________
Paul G. Chenault                             Kenneth Cowan