Invesco Industrial Income Fund Inc – ‘485APOS’ on 8/29/95 – EX-1

As of:  Tuesday, 8/29/95   ·   Accession #:  35732-95-6   ·   File #s:  2-15382, 811-00893

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Post-Effective Amendment
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 485APOS     Post-Effective Amendment                              63    257K 
 2: EX-1        Underwriting Agreement                                 2     10K 
 3: EX-9.A      Voting Trust Agreement                                 1      6K 
 4: EX-11       Statement re: Computation of Earnings Per Share        1      5K 
 5: EX-15       Letter re: Unaudited Interim Financial Information     2     12K 
 6: EX-17       Letter re: Departure of Director                       2±     7K 

EX-1   —   Underwriting Agreement

EX-1
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                                                             EXHIBIT 1

ARTICLES OF AMENDMENT 
OF
ARTICLES OF RESTATEMENT 
OF THE
ARTICLES OF INCORPORATION 
OF
FINANCIAL INDUSTRIAL INCOME FUND, INC.  

          Financial  Industrial  Income  Fund,  Inc.,  a  corporation  organized
        and existing  under  the  General  Corporation  Law of the  State of
Maryland  (the "Company"), hereby certifies that:           

    FIRST:      Article  First  of  the  Articles  of   Restatement  of  the
    Articles  of   Incorporation   of  the  Company  is  hereby  amended  to
read as follows:                                                    

NAME AND TERM     The name of the corporation is                    

"INVESCO INDUSTRIAL INCOME FUND, INC."

and it shall have perpetual existence.                              

    SECOND:     The   foregoing   amendment,    in   accordance   with   the
    requirements   of  Section   2-408  of  the  General   Corporation   Law
    of  the   State   of   Maryland,   was   approved   by  the   Board   of
Directors of the Company on October 19, 1994.                       

    THIRD:      The    foregoing    amendment    was   duly    adopted    in
    accordance   with  the  provisions  of  Section  2-605  of  the  General
Corporation Law of the State of Maryland.                           

      The undersigned,  President of the Company,  who is executing on behalf of
      the Company the foregoing  Articles of Amendment,  of which this paragraph
      is made a part,  hereby  acknowledges,  in the name and on  behalf  of the
      Company,  the  foregoing  Articles of Amendment to be the corporate act of
      the  Company  and  further  verifies  under oath that,  to the best of his
      knowledge,  information and belief, the matters and facts set forth herein
are true in all material respects, under the penalties of perjury.  

      IN WITNESS  WHEREOF,  Financial  Industrial  Income Fund,  Inc. has caused
      these  Articles of Amendment to be signed in its name and on its behalf by
      its  President and witnessed by its Secretary on the 17th day of November,
1994.                                                               

EX-1
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      These  Articles of Amendment  shall be effective  upon  acceptance  by the
Maryland State Department of Assessments and Taxation.              

                          FINANCIAL INDUSTRIAL INCOME FUND, INC.

               BY:
                                   /s/ Dan J. Hesser
                                     ---------------------
                                       DAN J. HESSER
                                   President

[SEAL]                                                              
WITNESSED:                                                          

/s/ Glen A. Payne                                                   
----------------------------                                        
GLEN A. PAYNE, Secretary                                            

CERTIFICATION 

I, Ruth A. Christensen, a notary public in and for the County of Denver, City of
Denver, and State of Colorado, do hereby certify that Dan J. Hesser,  personally
known to me to be the person whose name is subscribed to the foregoing  Articles
of Amendment,  appeared before me this date in person and  acknowledged  that he
signed,  sealed and delivered said  instrument as his free and voluntary act and
deed for the uses and purposes therein set forth.                               

Given my hand and official seal this 17th day of November, 1994.    

                                       /s/ Ruth A. Christensen
                                        ------------------------
                                     Notary Public
                                            7800 E. Union Avenue
                                               Denver, Colorado  80237

[SEAL]                                                                          

My commission expires March 16, 1998                                            

Dates Referenced Herein

				Referenced-On Page
This ‘485APOS’ Filing		Date		First		Last			Other Filings
		3/16/98		2					None on these Dates
Filed on:		8/29/95
		10/19/94		1
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