CERTIFICATE OF DESIGNATION ESTABLISHING A PORTFOLIO OF
	CONCERT INVESTMENT SERIES DESIGNATED
	"MID CAP FUND"
	AND THE RIGHTS AND PREFERENCES OF A SERIES OF
	SHARES OF BENEFICIAL INTEREST

	                                                      

	Dated: February 17, 1999





	CERTIFICATE OF DESIGNATION ESTABLISHING A PORTFOLIO OF
	CONCERT INVESTMENT SERIES DESIGNATED
	"MID CAP FUND" AND
	THE RIGHTS AND PREFERENCES OF A SERIES OF
	SHARES OF BENEFICIAL INTEREST



The undersigned, being an officer of Concert Investment Series 
(the "Trust"), a trust with transferable shares under Massachusetts law 
established under an Agreement and Declaration of Trust dated January 
29, 1987 and filed on such date in the offices of the Secretary of State 
of the Commonwealth of Massachusetts and of the City Clerk of the City 
of Boston in accordance with the requirements of Chapter 182 of the 
General Laws of Massachusetts (the "Declaration"), DOES HEREBY CERTIFY:

1.	That, pursuant to the authority conferred upon the Trustees 
of the Trust by Section 6.2 of the Declaration, the Trustees have 
established a Series ("Portfolio") to be designated "MID CAP FUND".

2.	That the Shares of MID CAP FUND have the following relative 
rights and preferences set forth in Section 6.2 of the Declaration, to 
wit:


(a)	Assets Belonging to Portfolios.  Any portion of the 
Trust property allocated to a particular Portfolio, and all 
consideration received by the Trust for the issue or sale of Shares of 
such Portfolio, together with all assets in which such consideration is 
invested or reinvested, all interest, dividends, income, earnings, 
profits and gains therefrom, and proceeds thereof, including any 
proceeds derived from the sale, exchange or liquidation of such assets, 
and any funds or payments derived from any reinvestment of such proceeds 
in whatever form the same may be, shall be held by the Trustees in trust 
for the benefit of the Shareholders of that Portfolio and shall 
irrevocably belong to that Portfolio for all purposes, and shall be so 
recorded upon the books and accounts of the Trust, and the Shareholders 
of such Portfolio shall not have, and shall be conclusively deemed to 
have waived, any claims to the assets of any Portfolio of Shares of 
which they are not Shareholders.  Such consideration, assets, interest, 
dividends, income, earnings, profits, gains and proceeds, together with 
any general items allocated to that Portfolio as provided in the 
following sentence, are herein referred to collectively as "Portfolio 
Assets" of such Portfolio, and as assets "belonging to that Portfolio." 
 In the event that there are any assets, interest, dividends, income, 
earnings, profits, gains and proceeds which are not readily identifiable 
as belonging to any particular Portfolio (collectively, "General Items", 
the Trustees shall allocate such General Items to and among any one or 
more of the Portfolios established and designated from time to time in 
such manner and on such basis as they, in their sole discretion, deem 
fair and equitable; and any general items so allocated to a particular 
Portfolio shall belong to that Portfolio.  Each such allocation by the 
Trustees shall be conclusive and binding upon the Shareholders of all 
Portfolios for all purposes.


(b)	Liabilities of Portfolios.  The assets belonging to 
each particular Portfolio shall be charged with the liabilities in 
respect of that Portfolio and all expenses, costs, charges and reserves 
attributable to that Portfolio, and any general liabilities, expenses, 
costs, charges or reserves of the Trust which are not readily 
identifiable as pertaining to any particular Portfolio shall be 
allocated and charged by the Trustees to and among any one or more of 
the Portfolios established and designated from time to time in such 
manner and on such basis as the Trustees, in their sole discretion, deem 
fair and equitable.  The indebtedness, expenses, costs, charges and 
reserves allocated and so charged to a particular Series are herein 
referred to as "liabilities of" that Portfolio.  Each allocation of 
liabilities, expenses, costs, charges and reserves by the Trustees shall 
be conclusive and binding upon the Shareholders of all Portfolios for 
all purposes.  Any creditor of any Portfolio may look only to the assets 
of that Portfolio to satisfy such creditor's debt.


(c)	Dividends.  Dividends and distributions on Shares of a 
particular Portfolio may be paid with such frequency as the Trustees may 
determine, which may be daily or otherwise pursuant to a standing 
resolution or resolutions adopted only once or with such frequency as 
the Trustees may determine, to the shareholders of that Portfolio, from 
such of the income, accrued or realized, and capital gains, realized or 
unrealized, and out of the assets belonging to that Portfolio, as the 
Trustees may determine, after providing for actual and accrued 
liabilities of that Portfolio.  All dividends and distributions on 
Shares of a particular Portfolio shall be distributed pro rata to the 
Shareholders of that Portfolio in proportion to the number of such 
Shares held by such holders at the date and time of record established 
for the payment of such dividends or distributions, except that in 
connection with any dividend or distribution program or procedure the 
Trustees may determine that no dividend or distribution will be payable 
on Shares as to which the Shareholder's purchase order and/or payment 
have not been received by the time or times established by the Trustees 
under such program or procedure, or that dividends or distributions 
shall be payable on Shares which have been tendered by the holder 
thereof for redemption or repurchase, but the redemption or repurchase 
proceeds of which have not yet been paid to such Shareholder.  Such 
dividends and distributions may be made in cash or Shares of that 
Portfolio or a combination thereof as determined by the Trustees, or 
pursuant to any program that the Trustees may have in effect at the time 
for the election by each Shareholder of the mode of the making of such 
dividend or distribution to that Shareholder.  Any such dividend or 
distribution paid in Shares will be paid at the net asset value thereof 
as determined in accordance with subsection (h) of Section 6.2 of the 
Declaration.


(d)	Liquidation. In the event of the liquidation or 
dissolution of the Trust, the Shareholders of each Portfolio of which 
Shares are outstanding shall be entitled to receive, when and as 
declared by the Trustees, the excess of the Portfolio assets over the 
liabilities of such Portfolio.  The assets so distributable to the 
Shareholders of any particular Portfolio shall be distributed among such 
Shareholders in proportion to the number of Shares of that Portfolio 
held by them and recorded on the books of that Trust.  The liquidation 
of any particular Portfolio may be authorized by vote of a Majority of 
the Trustees, subject to the affirmative vote of a "majority of the 
outstanding voting securities" of that Portfolio, as the quoted phrase 
is defined in the 1940 Act, determined in accordance with clause(iii) of 
the definition of "Majority Shareholder Vote" in Section 1.4 of the 
Declaration. 

(e)	Voting.  The Shareholders shall have the voting rights 
set forth in or determined under Article VII of the Declaration.


(f)	Redemption by Shareholder.  Each holder of Shares of a 
particular Portfolio shall have the right at such times as may be 
permitted by the Trust, but no less frequently than once each week, to 
require the Trust to redeem all or any part of his Shares of that 
Portfolio at a redemption price equal to the net asset value per Share 
of that Portfolio next determined in accordance with subsection (h) of 
Section 6.2 of the Declaration after the Shares are properly tendered 
for redemption; provided, that the Trustees may from time to time, in 
their discretion, determine and impose a fee for such redemption.  
Payment of the redemption price shall be in cash; provided, however, 
that if the Trustees determine, which determination shall be conclusive, 
that conditions exist which make payment wholly in cash unwise or 
undesirable, the Trust may make payment wholly or partly in Securities 
or other assets belonging to such Portfolio at the value of such 
Securities or assets used in such determination of net asset value.  
Notwithstanding the foregoing, the Trust may postpone payment of the 
redemption price and may suspend the right of the holders of Shares of 
any Portfolio to require the Trust to redeem Shares of that Portfolio 
during any period or at any time when and to the extent permissible 
under the 1940 Act.

(g)	Redemption at the Option of the Trust.  Each Share of 
any Portfolio shall be subject to redemption at the option of the Trust 
at the redemption price which would be applicable if such Share were 
then being redeemed by the Shareholder pursuant to subsection (f) of 
Section 6.0 of the Declaration:  (i) at any time, if the Trustees 
determine in their sole discretion that failure to so redeem may have 
materially adverse consequences to the holders of the Shares of the 
Trust or of any Portfolio, or (ii) upon such other conditions with 
respect to maintenance of Shareholder accounts of a minimum amount as 
may from time to time be determined by the Trustees and set forth in the 
then current Prospectus of such Portfolio.  Upon such redemption the 
holders of the Shares so redeemed shall have no further right with 
respect thereto other than to receive payment of such redemption price.


(h)	Net Asset Value.  The net asset value per Share of any 
Portfolio at any time shall be the quotient obtained by dividing the 
value of the net assets of such Portfolio at such time (being the 
current value of the assets belonging to such Portfolio, less its then 
existing liabilities) by the total number of Shares of that Portfolio 
then outstanding, all determined in accordance with the methods and 
procedures, including without limitation those with respect to rounding, 
established by the Trustees from time to time.  The Trustees may 
determine to maintain the net asset value per share of any Portfolio at 
a designated constant dollar amount and in connection therewith may 
adopt procedures not inconsistent with the 1940 Act for the continuing 
declaration of income attributable to that Portfolio as dividends 
payable in additional Shares of that Portfolio at the designated 
constant dollar amount and for the handling of any losses attributable 
to that Portfolio.  Such procedures may provide that in the event of any 
loss each Shareholder shall be deemed to have contributed to the shares 
of beneficial interest account of that Portfolio his pro rata portion of 
the total number of Shares required to be canceled in order to permit 
the net asset value per Share of that Portfolio to be maintained, after 
reflecting such loss, at the designated constant dollar amount.  Each 
Shareholder of the Trust shall be deemed to have expressly agreed, by 
his investment in any Portfolio with respect to which the Trustees shall 
have adopted any such procedure, to make the contribution referred to in 
the preceding sentence in the event of any such loss.

(i)	Transfer.  All Shares of each particular Portfolio 
shall be transferable, but transfers of Shares of a particular Portfolio 
will be recorded on the Share transfer records of the Trust applicable 
to that Portfolio only at such times as Shareholders shall have the 
right to require the Trust to redeem Shares of that Portfolio and at 
such other times as may be permitted by the Trustees.


(j)	Equality.  All Shares of each particular Portfolio 
shall represent an equal proportionate interest in the assets belonging 
to that Portfolio (subject to the liabilities of that Portfolio), and 
each Share of any particular portfolio shall be equal to each other 
share thereof; but the provisions of this sentence shall not restrict 
any distinction permissible under subsection (c) of Section 6.2 of the 
Declaration that may exist with respect to dividends and distributions 
of Shares of the same Portfolio. The Trustees may from time to time 
divide or combine the Shares of any particular Portfolio into a greater 
or lesser number of Shares of that Portfolio without thereby changing 
the proportionate beneficial interest in the assets belonging to that 
Portfolio or in any way affecting the rights of the holders of Shares of 
any other Portfolio.

(k)	Rights of Fractional Shares.  Any fractional Share of 
any Portfolio shall carry proportionately all the rights and obligations 
of a whole Share of that Portfolio, including rights and obligations of 
a whole Share of that Portfolio, including rights and obligations with 
respect to voting, receipt of dividends and distributions, redemption of 
Shares, and liquidation of the Trust or of the Portfolio to which they 
pertain.

(l)	Conversion Rights.  Subject to compliance with the 
requirements of the 1940 Act, the Trustees shall have the authority to 
provide that holders of Shares of any Portfolio shall have the right to 
convert said Shares into Shares of one or more other Portfolios in 
accordance with such requirements and procedures as the Trustees may 
establish.

3.	That the undersigned has been authorized pursuant to a 
resolution of the Board of Trustees adopted at a regular meeting held on 
December 14, 1998 to execute this Certificate of Designation.

4.	That the Trustees have directed that, upon said execution 
and acknowledgment of this Certificate of Designation, a copy hereof 
shall be filed with the Secretary of State of the Commonwealth of 
Massachusetts and the City Clerk of the City of Boston, as well as with 
any other governmental office where such filing may from time to time be 
required.

IN WITNESS WHEREOF, the undersigned has hereunto set his hand and 
seal of this 17th day of February, 1999.



/s/Heath B. McLendon    
              
Heath B. McLendon 
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