SEQUOIA FUND, INC.

                     ARTICLES SUPPLEMENTARY

         Sequoia Fund, Inc., a Maryland corporation having its
principal office in the State of Maryland in the City of
Baltimore (hereinafter called the "Corporation"), certifies that:

         FIRST:  The Board of Directors of the Corporation hereby
increases the aggregate number of shares of capital stock that
the Corporation has authority to issue by 60,000,000 shares, all
of which shall be shares of Common Stock.

         SECOND:  A.  Immediately before the increase in
authorized capital stock provided for herein, the total number of
shares of capital stock which the Corporation had authority to
issue was 40,000,000 shares of Common Stock, the par value of
such shares being $.10 per share, with an aggregate par value of
$4,000,000.

                  B.  Immediately after the increase in
authorized capital stock provided for herein, the total number of
shares of capital stock which the Corporation has authority to
issue is 100,000,000 shares of Common Stock, the par value of
such shares being $.10 per share, with an aggregate par value of
$10,000,000.

         THIRD:  The Corporation is registered as an open-end
company under the Investment Company Act of 1940.

         FOURTH:  The total number of shares that the Corporation
has authority to issue has been increased by the Board of
Directors of the Corporation in accordance with Section 2-105(c)
of the Maryland General Corporation Law.

         FIFTH:  The shares aforesaid have been duly classified
by the Corporation's Board of Directors pursuant to authority and
power contained in the Corporation's Charter.

         IN WITNESS WHEREOF, Sequoia Fund, Inc. has caused these
Articles Supplementary to be executed by the Chairman of the
Board of Directors of the Corporation and witnessed by its
Secretary as of this    day of June, 1998.  The Chairman of the
Board of Directors of the Corporation who signed these Articles
Supplementary acknowledges them to be the act of the Corporation
and states under the penalties of perjury that, to the best of
his knowledge, information and belief, the matters and facts set





forth herein relating to authorization and approval hereof are
true in all material respects.

                             SEQUOIA FUND, INC.


                             By:____________________
                                William J. Ruane
                                Chairman

WITNESS:
        Joseph Quinones, Jr.
        Secretary








































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