Exhibit (a)(1)

                              Certificate of Trust

                                       of

                                The Roxbury Funds

      This Certificate of Trust of The Roxbury Funds (the "Trust"), dated as of
this 4th day of April, 2006, is being duly executed and filed in order to form a
statutory trust in accordance with the provisions of the Delaware Statutory
Trust Act (Title 12 of the Delaware Code, Section 3801 et seq.) (the "Act") and
sets forth the following:

      1. The name of the Trust is "The Roxbury Funds."

      2. The Trust will become, prior to or within 180 days following the first
issuance of shares of beneficial interest, a registered investment company under
the Investment Company Act of 1940, as amended. Therefore, in accordance with
Section 3807(b) of the Act, the Trust has and shall maintain in the State of
Delaware a registered office and a registered agent for service of process.

            (a) The registered office of the Trust in Delaware and the
registered agent for service of process on the Trust is:

                The Corporation Trust Company
                Corporation Trust Center
                1209 Orange Street
                Wilmington, Delaware 19801

      3. Pursuant to Section 3804(a) of the Act, notice is hereby given that the
Trust shall consist of one or more series. The debts, liabilities, obligations
and expenses incurred, contracted for or otherwise existing with respect to a
particular series of the Trust shall be enforceable against the assets of such
series only, and not against the assets of the Trust generally or any other
series.

            IN WITNESS WHEREOF, the undersigned, being the initial Trustee,
hereby executes this Certificate of Trust on this 4th day of April, 2006.

                                               /s/ Brian C. Beh
                                               ------------------
                                               Name: Brian C. Beh