Exhibit 2(d)
                                               THIRD AMENDMENT TO THE BYLAWS OF
                                                      JANUS INVESTMENT FUND

Pursuant to the authority  granted by Article III,  Section 3.2 of Janus
Investment  Fund's ("JIF") Amended and Restated  Agreement and Declaration  of
Trust dated January 31, 2002; by Article II,  Section 2.10 and Article VIII,
Section 8.1 of JIF's Bylaws,  as amended; and by action of the Trustees at a
meeting held September 18, 2002, JIF's Bylaws are amended as follows:

I.   The  following is added as new Section 3.7 in Article III, and existing
     Sections 3.7 through 3.14 are  renumbered as Sections 3.8
     through 3.15, respectively:

         Section 3.7. Chief Executive  Officer.  Subject to the direction of
         the Trustees,  the Chief Executive  Officer shall have general  charge
         of the business  affairs,  policies and property of the Trust and
         general  supervision  over its officers,  employees and agents.
         Except as the Trustees may otherwise order, the Chief Executive
         Officer shall have
         the power to grant,  issue,  execute or sign such powers of attorney,
         proxies,  agreements,  certifications or other
         documents as he may deem  advisable or necessary in the  furtherance
         of the  interests of the Trust or any Series or
         Class thereof.  The Chief  Executive  Officer also shall have the
         power to employ  attorneys,  accountants  and other
         advisers and agents for the Trust.  The Chief  Executive  Officer
         shall  exercise such other powers and perform such
         other duties as the Trustees may from time to time assign to the Chief
         Executive Officer.

II.  Article III, Sections 3.1, 3.5 and 3.7 (as renumbered in I. above) are
     amended and restated in their entirety as follows:

         Section 3.1.  Officers of the Trust.  The officers of the Trust shall
         consist of a Chairman of the Trustees,  a Chief
         Executive Officer, a President, a Chief Financial Officer, a
         Treasurer, and a Secretary, and may include one or more
         Vice Chairmen,  Vice  Presidents,  Assistant  Treasurers,  or
         Assistant Secretaries,  and such other officers as the
         Trustees may  designate.  Any person may hold more than one office.
         Except for the  Chairman and any Vice  Chairman,
         no officer need be a Trustee.

         Section  3.5.  Chairman  of the  Trustees.  The  Trustees  shall
         appoint  one of their  number to be Chairman of the
         Trustees.  The Chairman  shall  preside at all meetings of the
         Trustees and  Shareholders  and shall have such other
         duties as may be assigned to the Chairman by the Trustees from time to
         time.

         Section 3.7.  President.  In the  Chairman's and any Vice  Chairman's
         absence or if no Chairman or Vice Chairman has
         been appointed,  the President shall preside at all Trustees' and
         Shareholders'  meetings and in general exercise the
         powers and perform the duties of the Chairman of the  Trustees,  as
         described in these Bylaws.  The  President  shall
         exercise  such other  powers  and  perform  such other  duties as the
         Trustees  may from time to time  assign to the
         President.