Exhibit 1(nn)

                                     FORM OF

                              JANUS INVESTMENT FUND

                        CERTIFICATE OF ESTABLISHMENT AND
                      DESIGNATION OF JANUS SMART PORTFOLIOS

     The undersigned, being the Secretary of Janus Investment Fund, a
Massachusetts business trust with transferable shares (the "Trust"), being duly
authorized by unanimous vote of the duly elected and qualified Trustees of the
Trust acting pursuant to Sections 3.6 and 4.1 of the Trust's Amended and
Restated Agreement and Declaration of Trust dated March 18, 2003, as further
amended from time to time (the "Declaration") in which the Board of Trustees
approved the establishment and designation of three additional series of the
Trust, does hereby establish and designate (1) Janus Smart Portfolio--Growth;
(2) Janus Smart Portfolio--Moderate and (3) Janus Smart Portfolio--Conservative
(collectively, "Smart Portfolios") (in addition to the Funds now existing) into
which the assets of the Trust shall be divided, having the relative rights and
preferences as follows:

     1. The beneficial interest in each of the Smart Portfolios shall be
represented by separate series of shares of beneficial interest, each with par
value one cent ($.01) per share (the "Shares"), which series' shall bear the
names of (a) Janus Smart Portfolio--Growth; (b) Janus Smart Portfolio--Moderate
and (c) Janus Smart Portfolio--Conservative to which each relates and shall
represent the beneficial interest only in such respective Smart Portfolio. An
unlimited number of Shares of each series may be issued.

     2. The Smart Portfolios shall each be authorized to invest in cash,
securities, instruments and other property as from time to time described in the
Trust's then effective registration statement under the Securities Act of 1933,
as amended, and the Investment Company Act of 1940, as amended.

     3. The Shares of each of the Smart Portfolios shall have the additional
relative rights and preferences, shall be subject to the liabilities, shall have
the other characteristics, and shall be subject to other powers of the Trustees,
all as set forth in paragraphs (a) through (m) of Section 4.2 of the
Declaration. Without limitation of the foregoing sentence, each Share of each
series shall be redeemable, shall be entitled to one vote, or a ratable fraction
of one vote in respect of a fractional share, as to matters on which Shares of
such series' shall be entitled to vote, and shall represent a share of the
beneficial interest in the assets of the respective Smart Portfolio, all as
provided in the Declaration.

     4. Subject to the provisions and limitations of Section 7.3 of the
Declaration and applicable law, this Certificate of Establishment and
Designation may be amended by an instrument in writing signed by a Majority of
the Trustees (or by an officer of the Trust pursuant to the vote of a Majority
of the Trustees), provided that, if any amendment materially adversely affects
the rights of the Shareholders of a Smart Portfolio, such amendment may be
adopted by an instrument in writing signed by a Majority of the Trustees (or by
an officer of the Trust

pursuant to the vote of a Majority of the Trustees) when authorized to do so by
the vote in accordance with subsection (e) of Section 4.2 of the Declaration of
the holders of a majority of all the Shares of the respective Smart Portfolio
outstanding and entitled to vote.

     5. All capitalized terms which are not defined herein shall have the same
meanings as are assigned to those terms in the Declaration filed with the
Secretary of State of The Commonwealth of Massachusetts.

     IN WITNESS WHEREOF, I have hereunto set my hand as of the day and year set
forth opposite my signature below.

                                        JANUS INVESTMENT FUND


Dated:         , 2005                   By:
       --------                             ------------------------------------
                                            Kelley Abbott Howes, Secretary

                                 ACKNOWLEDGMENT

STATE OF COLORADO         )
                          ) ss.
CITY AND COUNTY OF DENVER )

     BEFORE ME, the undersigned authority, on this day personally appeared
Kelley Abbott Howes, Secretary of Janus Investment Fund, a Massachusetts
business trust, who, after being first duly sworn, stated that she executed the
foregoing document for the consideration therein expressed and in the capacity
therein stated.

     SUBSCRIBED AND SWORN TO this ____ day of _________, 2005.

My Commission Expires:

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                                        Notary Public