HARTFORD MUTUAL FUNDS II INC

THE HARTFORD MUTUAL FUNDS II, INC.

/s/ Alice A. Pellegrino

/s/ Thomas R. Phillips

Alice A. Pellegrino

Thomas R. Phillips

Assistant Secretary

Vice President

As filed with the Securities and Exchange Commission on September 21, 2021
File Nos. 002-11387/811-00558

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

☒

Pre-Effective Amendment No.

☐

Post-Effective Amendment No. 167

☒

and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

☒

Amendment No.

☒

THE HARTFORD MUTUAL FUNDS II, INC.

(Exact Name of Registrant as Specified in Charter)

690 Lee Road

Wayne, Pennsylvania 19087
(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, including Area Code: (610) 386-4068

Thomas R. Phillips, Esquire
Hartford Funds Management Company, LLC
690 Lee Road

Wayne, Pennsylvania 19087
(Name and Address of Agent for Service)

Copy to:
John V. O’Hanlon, Esquire
Dechert LLP
One International Place, 40th Floor
100 Oliver Street
Boston, Massachusetts 02110-2605

It is proposed that this filing will become effective (check appropriate box):

☐ immediately upon filing pursuant to paragraph (b) of Rule 485

☒ on October 21, 2021 pursuant to paragraph (b) of Rule 485

☐ 60 days after filing pursuant to paragraph (a)(1) of Rule 485

☐ on (Date) pursuant to paragraph (a)(1) of Rule 485

☐ 75 days after filing pursuant to paragraph (a)(2) of Rule 485

☐ on (Date) pursuant to paragraph (a)(2) of Rule 485

If appropriate, check the following box:

☒ This post-effective amendment designates a new effective date for a previously filed post-effective amendment.

the corporation) by reason of the fact that he is or was a director, officer, employee or agent of the corporation or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation or enterprise, against reasonable expenses (including attorneys’ fees), judgments, penalties, fines and amounts paid in settlement actually incurred by him in connection with such action, suit or proceeding unless it is proved that: (i) the act or omission of the person was material to the cause of action adjudicated in the proceeding and was committed in bad faith or was the result of active and deliberate dishonesty; (ii) the person actually received an improper personal benefit of money, property or services; or (iii) with respect to any criminal action or proceeding, the person had reasonable cause to believe his act or omission was unlawful.

Indemnification under subsection (b) of Section 2-418 may not be made by a corporation unless authorized for a specific proceeding after a determination has been made that indemnification is permissible in the circumstances because the party to be indemnified has met the standard of conduct set forth in subsection (b). This determination shall be made (i) by the Board of Directors by a majority vote of a quorum consisting of directors not, at the time, parties to the proceeding, or, if such quorum cannot be obtained, then by a majority vote of a committee of the Board consisting solely of two or more directors not, at the time, parties to such proceeding and who were duly designated to act in the matter by a majority vote of the full Board in which the designated directors who are parties may participate; (ii) by special legal counsel selected by the Board of Directors or a committee of the Board by vote as set forth in subparagraph (i), or, if the requisite quorum of the full Board cannot be obtained therefor and the committee cannot be established, by a majority vote of the full Board in which any director who is a party may participate; or (iii) by the stockholders (except that shares held by directors who are parties to the specific proceeding may not be voted). A court of appropriate jurisdiction may also order indemnification if the court determines that a person seeking indemnification is entitled to reimbursement under subsection (b).

Section 2-418 further provides that indemnification provided for by Section 2-418 shall not be deemed exclusive of any rights to which the indemnified party may be entitled; and permits a corporation to purchase and maintain insurance on behalf of a director, officer, employee or agent of the corporation against any liability asserted against or incurred by such person in any such capacity or arising out of such person’s status as such whether or not the corporation would have the power to indemnify such person against such liabilities under Section 2-418.

Insofar as indemnification for liability arising under the Securities Act of 1933, as amended (the “Act”) may be permitted to directors, officers and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person in connection with the securities being registered), the Registrant undertakes that it will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the questions whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

The Registrant’s various agreements with its service providers provide for indemnification.

Item 31. Business and Other Connections of Investment Adviser

Hartford Funds Management Company, LLC (“HFMC”) serves as investment adviser to certain series of the Registrant. The executive officers of HFMC are listed in the investment adviser registration on Form ADV for HFMC (File No. 801-77209) and are hereby incorporated herein by reference thereto. The business and other connections of a substantial nature of each executive officer are given below.

Lattice Strategies LLC (“Lattice”), a wholly-owned subsidiary of HFMC, serves as investment adviser to certain series of the Registrant. The executive officers of Lattice are listed in the investment adviser registration on Form ADV for Lattice (File No. 801-63451) and are hereby incorporated herein by reference thereto. The business and other connections of a substantial nature of each executive officer are given below.

Name	Position with HFMC(1)	Position with Lattice(2)	Other Business
James E. Davey	Senior Managing Director, Chairman of the Board, President and Manager	President, Chairman of the Board, and Manager	Executive Vice President of The Hartford Financial Services Group, Inc.(3) (“The Hartford”); Senior Managing Director, Chairman of the Board and Manager of Hartford Funds Distributors, LLC(4) (“HFD”); President, Senior Managing Director, Director and Chairman of the Board of Hartford Administrative Services Company(5) (“HASCO”); and President, Director, Chairman and Senior Managing Director of the Hartford Funds Management Group, Inc.(6) (“HFMG”)
Gregory A. Frost	Managing Director, Chief Financial Officer and Manager	Chief Financial Officer, Assistant Treasurer, and Manager	Director, Managing Director and Chief Financial Officer of HASCO; Manager, Managing Director and Chief Financial Officer of HFD; and Managing Director and Chief Financial Officer of HFMG
Walter F. Garger	Secretary, Managing Director and General Counsel	General Counsel and Secretary	Secretary, Managing Director and General Counsel of HFD, HASCO and HFMG
Theodore Lucas	None	Executive Vice President	Executive Vice President of HFMG
Joseph G. Melcher	Executive Vice President and Chief Compliance Officer	Executive Vice President and Chief Compliance Officer	Executive Vice President of HASCO, HFD and HFMG
Vernon J. Meyer	Chief Investment Officer and Managing Director	Senior Vice President – Investments	Managing Director of HFMG
Anita Baldwin	Vice President	None	Vice President of HFMG
Jeffrey T. Coghan	Vice President	None	Senior Vice President of HFD and HFMG
Amy N. Furlong	Vice President and Assistant Treasurer	None	Vice President of HFMG
Allison Z. Mortensen	Vice President	None	Vice President of HFMG
Christopher Morvant	Vice President	None	None
David A. Naab	Vice President and Assistant Treasurer	None	None
Shannon O’Neill	Vice President and Controller	None	Vice President and Controller of HASCO and HFMG; Financial and Operations Principal (FINOP), Vice President and Controller of HFD

Name	Position with HFMC(1)	Position with Lattice(2)	Other Business
Alice A. Pellegrino	None	Vice President and Assistant Secretary	Vice President of HFMG
Thomas R. Phillips	Vice President	None	Senior Vice President and Assistant Secretary of HFMG
Kevin F. Barnett	Assistant Secretary	Assistant Secretary	Assistant Secretary of HASCO, HFD, and HFMG
Eapen A. Chandy	Assistant Vice President and Assistant Treasurer	Assistant Vice President and Assistant Treasurer	Assistant Vice President and Assistant Treasurer of HASCO, HFD, HFMG, The Hartford, and Hartford Investment Management Company(7) (“HIMCO”)
Michael J. Fixer	Assistant Vice President and Assistant Treasurer	Assistant Vice President and Assistant Treasurer	Assistant Treasurer and Assistant Vice President of HASCO, HFD, HFMG, and The Hartford
Kathleen E. Jorens	Assistant Vice President and Treasurer	Assistant Vice President and Treasurer	Assistant Vice President and Treasurer of HASCO and HFMG; Treasurer and Senior Vice President of HIMCO and The Hartford; Senior Vice President and RPG Business Line Principal of HFD
Elizabeth L. Kemp	Assistant Secretary	Assistant Secretary	Assistant Secretary of HFD, HFMG, and HIMCO; Assistant Treasurer of HASCO
Timothy M. Ligay	Assistant Secretary	Assistant Secretary	Assistant Secretary of HASCO, HFD, HFMG, and HIMCO
Gissell Novas	Assistant Secretary	Assistant Secretary	Assistant Secretary of HASCO, HFD, HFMG, and HIMCO
Keith R. Percy	Vice President	Vice President	Vice President of HASCO, HFD, HFMG, and HIMCO; Head of Corporate Tax and Senior Vice President of The Hartford

(1)

The principal business address for HFMC is 690 Lee Road, Wayne, Pennsylvania 19087.

(2)

The principal business address for Lattice is 690 Lee Road, Wayne, Pennsylvania 19087.

(3)

The principal business address for The Hartford is One Hartford Plaza, Hartford, Connecticut 06155.

(4)

The principal business address for HFD is 690 Lee Road, Wayne, Pennsylvania 19087.

(5)

The principal business address for HASCO is 690 Lee Road, Wayne, Pennsylvania 19087.

(6)

The principal business address for HFMG is 690 Lee Road, Wayne, Pennsylvania 19087.

(7)

The principal business address for HIMCO is One Hartford Plaza, Hartford, Connecticut 06155.

Wellington Management Company LLP (“Wellington Management”) serves as sub-adviser to certain series of the Registrant. The executive officers of Wellington Management are listed in the investment adviser registration on Form ADV for Wellington Management (File No. 801-15908) and are hereby incorporated herein by reference thereto. The officers of Wellington Management have been engaged during the past two fiscal years in no business, vocation, or employment of a substantial nature other than as directors, officers, or employees of Wellington Management or certain of its corporate affiliates.

Schroder Investment Management North America Inc. (“SIMNA”) and Schroder Investment Management North America Limited (“SIMNA Ltd.”) each serve as sub-adviser and sub-sub-adviser, respectively, to certain series of the Registrant. The executive officers of SIMNA and SIMNA Ltd. are listed in the respective investment advisers’ registration on Forms ADV (File No. 801-15834 and File No. 801-37163, respectively) and are hereby incorporated

herein by reference thereto. The directors and officers of SIMNA and SIMNA Ltd. have been engaged during the past two fiscal years in no business, vocation, or employment of a substantial nature other than as directors, officers, or employees of SIMNA or certain of its corporate affiliates.

Mellon Investments Corporation (“Mellon”) serves as sub-adviser to certain series of the Registrant. The principal business address of Mellon is BNY Mellon Center, 201 Washington Street, Boston, Massachusetts 02108-4408. With respect to Mellon, the response to this Item is incorporated by reference on Form ADV for Mellon (File No. 801-19785) filed with the SEC.

Item 32. Principal Underwriters

(a)

Hartford Funds Distributors, LLC (“HFD”) serves as the principal underwriter for each series of the Registrant and is an indirect subsidiary of The Hartford Financial Services Group, Inc. HFD is also the principal underwriter for the series of The Hartford Mutual Funds, Inc., Hartford Series Fund, Inc., Hartford HLS Series Fund II, Inc., and Hartford Schroders Opportunistic Income Fund.

(b)

The directors and principal officers of HFD and their position with the Registrant are as follows:

Name and Principal Business Address*	Positions and Offices with Underwriter	Position and Offices with Registrant
Kevin F. Barnett**	Assistant Secretary	None
John F. Brennan	Senior Vice President	None
Eapen A. Chandy**	Assistant Vice President and Assistant Treasurer	None
Jeffrey T. Coghan	Senior Vice President	None
James E. Davey	Chairman of the Board, Senior Managing Director and Manager	Director, President and Chief Executive Officer
Andrew S. Decker	AML Officer	AML Compliance Officer
Michael J. Fixer**	Assistant Vice President and Assistant Treasurer	None
Gregory A. Frost	Chief Financial Officer, Managing Director and Manager	None
Walter F. Garger	General Counsel, Managing Director and Secretary	Chief Legal Officer
David S. Hescheles	Senior Vice President	None
Lucinda Hottenstein	Assistant Vice President	None
Keraya S. Jefferson	Chief Compliance Officer and Vice President	None
Kathleen E. Jorens**	Senior Vice President / RPG Business Line Principal	None
Elizabeth L. Kemp**	Assistant Secretary	None
Timothy M. Ligay**	Assistant Secretary	None
Joseph G. Melcher	Executive Vice President	Vice President and Chief Compliance Officer
Gissell Novas**	Assistant Secretary	None
Keith R. Percy**	Vice President	None
Martin A. Swanson	President, Chief Executive Officer, Chief Marketing Officer, and Managing Director	None

Unless otherwise indicated, principal business address is 690 Lee Road, Wayne, Pennsylvania 19087.

Principal business address is One Hartford Plaza, Hartford, Connecticut 06155.

(c)

Not Applicable

Item 33. Location of Accounts and Records

Books or other documents required to be maintained by the Registrant by Section 31(a) of the Investment Company Act of 1940, as amended and the rules promulgated thereunder are maintained by the Registrant’s custodian, sub-administrator, and sub-fund accounting agent, State Street Bank and Trust Company, One Lincoln Street, Boston, Massachusetts, 02111, the Registrant’s transfer agent, Hartford Administrative Services Company,

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for effectiveness of this Post-Effective Amendment to the Registration Statement under Rule 485(b) under the Securities Act of 1933 and has duly caused this Post-Effective Amendment to the Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the city of Wayne, and Commonwealth of Pennsylvania, on the 21st day of September 2021.

THE HARTFORD MUTUAL FUNDS II, INC.
By:	/s/ James E. Davey*
	James E. Davey President

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the date indicated.

Signature	Title	Date
/s/ James E. Davey* James E. Davey	Director, President and Chief Executive Officer	September 21, 2021
/s/ David A. Naab* David A. Naab	Treasurer (Principal Financial Officer and Principal Accounting Officer)	September 21, 2021
/s/ Lynn S. Birdsong* Lynn S. Birdsong	Chairman of the Board and Director	September 21, 2021
/s/ Hilary E. Ackermann* Hilary E. Ackermann	Director	September 21, 2021
/s/ Robin C. Beery* Robin C. Beery	Director	September 21, 2021
/s/ Derrick D. Cephas* Derrick D. Cephas	Director	September 21, 2021
/s/ Christine R. Detrick* Christine R. Detrick	Director	September 21, 2021
/s/ Andrew A. Johnson, Jr.* Andrew A. Johnson, Jr.	Director	September 21, 2021
/s/ Paul L. Rosenberg* Paul L. Rosenberg	Director	September 21, 2021
/s/ Lemma W. Senbet* Lemma W. Senbet	Director	September 21, 2021
/s/ David Sung* David Sung	Director	September 21, 2021
By:/s/ Thomas R. Phillips Thomas R. Phillips, Attorney-in-fact Pursuant to Power of Attorney (filed herewith)		September 21, 2021

THE HARTFORD MUTUAL FUNDS II, INC., a Maryland corporation registered as an open-end management investment company under the Investment Company Act of 1940 (“Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland (“SDAT”) that:

FIRST: Pursuant to the authority expressly vested in the Board of Directors (the “Board of Directors”) of the Corporation by Section 2-208 of the Maryland General Corporation Law (the “MGCL”) and the charter (the “Charter”) of the Corporation, the Board of Directors, by resolutions duly adopted at a meeting duly called and held, classified 600,000,000 authorized but unissued shares of common stock, par value $.0001 per share (“Common Stock”), without further classification or designation, as additional shares of the series and class set forth below, having the preferences, rights, voting powers, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of a class of a series of Common Stock as set forth in the Charter:

THIRD: Immediately after these Articles Supplementary are accepted for record by the SDAT, the total number of authorized shares of Common Stock is 162,550,000,000, of which 56,525,000,000 are shares of Common Stock without further classification or designation and 106,025,000,000 are shares of Common Stock classified and designated as follows:

FOURTH: The shares of Common Stock described in Articles FIRST and SECOND above have been classified by the Board of Directors under the authority contained in the Charter.

FIFTH: These Articles Supplementary have been approved by the Board of Directors in the manner and by the vote required by law. These Articles Supplementary do not increase the total number of authorized shares of stock of the Corporation.

SIXTH: The undersigned Vice President of the Corporation acknowledges these Articles Supplementary to be the corporate act of the Corporation and, as to all matters or facts required to be verified under oath, the undersigned Vice President acknowledges that, to the best of his knowledge, information and belief, these matters and facts are true in all material respects and that this statement is made under the penalties for perjury.

IN WITNESS WHEREOF, the Corporation has caused these Articles Supplementary to be signed in its name and on its behalf by its Vice President and attested by its Assistant Secretary as of the 24^th day of August 2021.

Each of the undersigned persons do hereby constitute and appoint as their attorney-in-fact and agent Walter F. Garger, Thomas R. Phillips, and Alice A. Pellegrino and each of them, with full power to act without the other, as the true and lawful attorney-in-fact and agent, with full and several power of substitution, of such undersigned person with authority to take any appropriate action to execute in the name of and on behalf of such undersigned person, and to file with the U.S. Securities and Exchange Commission (the “Commission”), registration statements on Form N-1A, Form N-2 or Form N-14, and any amendments thereto (including without limitation pre- and post-effective amendments), all applications for exemptive relief from state or federal regulations, and any and all amendments thereto, and to perform any and all such acts as such attorney-in-fact may deem necessary or advisable to enable the above-referenced investment companies that are registered with the Commission (the “Registrants”) to comply with the applicable laws of the United States, any individual state or similar jurisdiction of the United States, and in connection therewith to execute and file all requisite papers and documents; granting to such attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act requisite and necessary to be done in connection therewith, as fully as the relevant Registrant and undersigned person might or could do herself, himself or itself or in person, hereby ratifying and confirming all that such attorneys-in-fact and agents or any of them, or their substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, each of the undersigned have executed this Power of Attorney in the capacity indicated to be effective as of the date first written above.

Each of the Boards of Directors/Trustees of the above-referenced registrants approved the Power of Attorney, dated August 4, 2021, by adopting the following resolution

RESOLVED, that the Power of Attorney, in substantially the form presented at this meeting, appointing Walter F. Garger, Thomas R. Phillips, and Alice A. Pellegrino, each with full power to act alone, as attorneys-in-fact and agents for each member of the Boards of Directors/Trustees of The Hartford Mutual Funds, Inc., The Hartford Mutual Funds II, Inc., Hartford Series Fund, Inc., Hartford HLS Series Fund II, Inc., Hartford Funds Exchange-Traded Trust, Hartford Schroders Opportunistic Income Fund, and Lattice Strategies Trust (each, a “Registrant”) and for each Registrant’s principal executive officer, and principal financial officer (including any appointed comptroller or principal accounting officer, if any) for the purpose of executing and filing for and on behalf of, each Registrant, including each member of the Registrant’s Board of Directors/Trustees and the Registrant’s principal executive officer and principal financial officer, all requisite documents with the U.S. Securities and Exchange Commission and the offices of the securities administrators of the states and similar jurisdictions of the United States be, and herby is, approved; and it is

FURTHER RESOLVED, that the above-referenced persons appointed as attorneys-in-fact be, and they hereby are, authorized and empowered to take such action as is necessary to carry out the intent of the foregoing resolution, including, but not limited to, executing any required documents on behalf of each Registrant, including its principal executive officer and principal financial officer, and each member of the Registrant’s Board of Directors/Trustees.

Exhibit No.	Description
a.(xxvi)	Articles Supplementary dated August 24, 2021
q	Power of Attorney dated August 4, 2021


Series	Class	Additional Shares
Hartford Schroders Emerging Markets Equity Fund	Class Y	250,000,000
Hartford Schroders Emerging Markets Equity Fund	Class SDR	250,000,000
Hartford Schroders International Stock Fund	Class I	100,000,000

SECOND: Pursuant to the authority expressly vested in the Board of Directors by Section 2-208 of the MGCL and the Charter of the Corporation, the Board of Directors, by resolutions duly adopted at a meeting duly called and held, classified 350,000,000 authorized but unissued shares of Common Stock without further classification or designation, as shares of the new series and classes set forth below, having the preferences, rights, voting powers, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of a class of a series of Common Stock as set forth in the Charter:

New Series	Class	Shares
Hartford Schroders Diversified Emerging Markets Fund	Class SDR	350,000,000


Series	Class	Shares
The Hartford Growth Opportunities Fund	Class A	8,900,000,000
	Class B	4,000,000,000
	Class C	4,000,000,000
	Class F	50,000,000
	Class I	1,450,000,000
	Class R3	1,500,000,000
	Class R4	1,500,000,000
	Class R5	1,500,000,000
	Class R6	50,000,000
	Class T	50,000,000
	Class Y	900,000,000


Hartford Multifactor International Fund	Class F	50,000,000
Hartford Multifactor International Fund	Class Y	50,000,000
	Class R3	50,000,000
	Class R4	50,000,000
	Class R5	50,000,000
	Class R6	50,000,000

Hartford Multifactor Large Cap Value Fund	Class F	50,000,000
Hartford Multifactor Large Cap Value Fund	Class Y	50,000,000
	Class R3	50,000,000
	Class R4	50,000,000
	Class R5	50,000,000
	Class R6	50,000,000

The Hartford Municipal Real Return Fund	Class A	9,350,000,000
The Hartford Municipal Real Return Fund	Class B	4,000,000,000
	Class C	4,000,000,000
	Class F	50,000,000
	Class I	50,000,000
	Class T	50,000,000
	Class Y	1,900,000,000


Series	Class	Shares
Hartford Quality Value Fund	Class A	10,500,000,000
	Class B	5,000,000,000
	Class C	5,000,000,000
	Class F	100,000,000
	Class I	1,500,000,000
	Class R3	1,500,000,000
	Class R4	1,500,000,000
	Class R5	1,500,000,000
	Class R6	10,000,000
	Class T	50,000,000
	Class Y	500,000,000

Hartford Schroders China A Fund	Class A	50,000,000
	Class C	50,000,000
	Class F	50,000,000
	Class I	50,000,000
	Class Y	50,000,000
	Class SDR	50,000,000

Hartford Schroders Emerging Markets Debt and Currency Fund	Class A	75,000,000
	Class C	50,000,000
	Class F	50,000,000
	Class I	85,000,000
	Class SDR	50,000,000
	Class T	50,000,000
	Class Y	50,000,000

Hartford Schroders Emerging Markets Equity Fund	Class A	130,000,000
	Class C	50,000,000
	Class I	200,000,000
	Class F	125,000,000
	Class R3	50,000,000
	Class R4	50,000,000
	Class R5	50,000,000
	Class R6	50,000,000
	Class SDR	400,000,000
	Class T	50,000,000
	Class Y	350,000,000



/s/ James E. Davey James E. Davey		Director/Trustee, President and Chief Executive Officer

/s/ David A. Naab David A. Naab		Treasurer (Principal Financial and Principal Accounting Officer)

/s/ Lynn S. Birdsong Lynn S. Birdsong		Chair of the Board, Director/Trustee

/s/ Hilary E. Ackermann Hilary E. Ackermann		Director/Trustee

/s/ Robin C. Beery Robin C. Beery		Director/Trustee

/s/ Derrick D. Cephas Derrick D. Cephas		Director/Trustee

/s/ Christine R. Detrick Christine R. Detrick		Director/Trustee

/s/ Andrew A. Johnson, Jr. Andrew A. Johnson, Jr.		Director/Trustee

/s/ Paul L. Rosenberg Paul L. Rosenberg		Director/Trustee

/s/ Lemma W. Senbet Lemma W. Senbet		Director/Trustee

/s/ David Sung David Sung		Director/Trustee