AMENDMENT
TO
CERTIFICATE OF TRUST
THE BRINSON FUNDS

	THE BRINSON FUNDS, a business trust organized and existing under
and by virtue of the Business Trust Act of the State of Delaware (the "Trust")
DOES HEREBY CERTIFY:

FIRST:	That at a duly called meeting of the Board of Trustees of the Trust
held on February 15, 2002 votes were duly adopted setting forth a proposed
amendment to the Certificate of Trust of said Trust, declaring said amendment
to be advisable.

SECOND:	The Certificate of Trust of the Trust is hereby amended, effective
April 8, 2002, by:

1. Striking out FIRST of the Trust's Certificate of Trust in its entirety and
inserting in lieu and instead thereof the following:

"FIRST:	The name of the business trust formed hereby is The
UBS Funds."

2. The Certificate of Trust of the Trust is further amended by striking
out the name "The Brinson Funds" wherever the name appears in such
Certificate of Trust and inserting in lieu and instead thereof the name
"The UBS Funds."

IN WITNESS WHEREOF, THE BRINSON FUNDS has caused its seal
to be hereunto affixed and this certificate to be signed by Brian M.
Storms, its President, and attested by Amy R. Doberman, its Secretary,
this 15th day of February, 2002.

THE BRINSON FUNDS


By: /s/ Brian M. Storms
	Brian M. Storms
	President


ATTEST:


/s/ Amy R. Doberman
Amy R. Doberman
Secretary


THE UNDERSIGNED, President of THE BRINSON FUNDS, who executed on
behalf of said trust the foregoing Amendment to the Certificate of Trust, of
which this certificate is made a part, hereby acknowledges, in the name and on
behalf of said Trust, the foregoing Amendment to the Certificate of Trust to be
the act of said Trust and further certifies that to the best of his knowledge,
information and belief, the matters and facts set forth therein with respect to
approval thereof, are true in all material respects, under penalties of perjury.


/s/ Brian M. Storms
Brian M. Storms


STATE OF NEW YORK
COUNTY OF NEW YORK_

	THIS IS TO CERTIFY THAT on this 15th day of February, 2002, before
 me, Evelyn DeSimone, a Notary Public in and for the said County and State,
personally appeared Brian M. Storms and Amy R. Doberman, to me personally
known, who being by me sworn and did say that they are President and Secretary,
respectively, of THE BRINSON FUNDS, that the Amendment to the Certificate of
Trust attached hereto was signed and sealed on behalf of the Trust by authority
of its Board of Trustees, and that the matters and facts set forth in the
Amendment to the Certificate of Trust attached hereto are true and correct.



/s/ Evelyn DeSimone
	Notary Public

My Commission Expires:  July 15, 2002

(SEAL)