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                            CALAMOS INVESTMENT TRUST

                                 AMENDMENT NO. 3
                                       TO
                    THE SECOND AMENDED AND RESTATED AGREEMENT
                            AND DECLARATION OF TRUST

         AMENDMENT NO. 3 to the Second Amended and Restated Agreement and
Declaration of Trust dated as of October 3, 2001, as amended (the "Declaration
of Trust") of Calamos Investment Trust (the "Trust"), made as of the 24th day of
September, 2003.

                                   WITNESSETH:

         WHEREAS, Article VII, Section 7.3 of the Declaration of Trust provides
that the Declaration of Trust may be amended at any time, so long as such
amendment does not adversely affect the rights of any shareholder and so long as
such amendment is not in contravention of applicable law, including the
Investment Company Act of 1940, as amended, by an instrument in writing signed
by an officer of the Trust pursuant to a vote of a majority of the Trustees; and

         WHEREAS, Article IV, Section 4.1 of the Declaration of Trust provides
that the Trustees of the Trust may establish and designate Sub-Trusts of the
Trust and classes thereof; and

         WHEREAS, the Trustees have previously established and designated seven
Sub-Trusts of the Trust (the "Series"), being Calamos Convertible Fund; Calamos
Growth and Income Fund; Calamos Global Growth and Income Fund; Calamos Growth
Fund; Calamos Market Neutral Fund; Calamos High Yield Fund; and Calamos Mid Cap
Value Fund; and

         WHEREAS, on September 24, 2003, the Trustees voted unanimously to (i)
change the name of the Sub-Trust designated Calamos Mid Cap Value Fund to
Calamos Value Fund and (ii) designate a new Sub-Trust, the Calamos Blue Chip
Fund; and

         WHEREAS, the undersigned has been duly authorized by the Trustees to
execute and file this Amendment No. 3 to the Declaration of Trust
(the "Amendment");

         NOW, THEREFORE, effective immediately, the Declaration of Trust is
hereby amended as follows:

         I. The first paragraph of Article IV, Section 4.2 (other than
subsections (a) through (m) thereof) of the Declaration of Trust is hereby
amended to read in pertinent part as follows:

                  "Section 4.2 ESTABLISHMENT AND DESIGNATION OF SUB-TRUSTS AND
                  CLASSES. Without limiting the authority of the Trustees set
                  forth in Section 4.1 to establish and designate any further
                  Sub-Trusts, the Trustees hereby establish and designate eight
                  Sub-Trusts:

                             Calamos Blue Chip Fund
                             Calamos Convertible Fund;
                             Calamos Growth and Income Fund;
                             Calamos Global Growth and Income Fund;
                             Calamos Growth Fund;
                             Calamos Market Neutral Fund;
                             Calamos High Yield Fund; and
                             Calamos Mid Cap Value Fund

                  each of which shall have four classes of Shares, Class A,
                  Class B, Class C, and Class I or such classes as may from time
                  to time be established and designated. The Shares of such
                  Sub-Trusts and any Shares of any further Sub-Trust or class
                  that may from time to time be established and designated by
                  the Trustees shall (unless the Trustees otherwise determine
                  with respect to some further Sub-Trust or class at the time of
                  establishing and designating the same) have the following
                  relative rights and preferences:"

         NOW, THEREFORE, effective December 1, 2003 the Declaration of Trust is
hereby amended as follows:

         II. The first paragraph of Article IV, Section 4.2 (other than
subsections (a) through (m) thereof) of the Declaration of Trust is hereby
amended to read in pertinent part as follows:

                  "Section 4.2 ESTABLISHMENT AND DESIGNATION OF SUB-TRUSTS AND
                  CLASSES. Without limiting the authority of the Trustees set
                  forth in Section 4.1 to establish and designate any further
                  Sub-Trusts, the Trustees hereby establish and designate eight
                  Sub-Trusts:

                             Calamos Blue Chip Fund
                             Calamos Convertible Fund;
                             Calamos Growth and Income Fund;
                             Calamos Global Growth and Income Fund;
                             Calamos Growth Fund;
                             Calamos Market Neutral Fund;
                             Calamos High Yield Fund; and
                             Calamos Value Fund

                  each of which shall have four classes of Shares, Class A,
                  Class B, Class C, and Class I or such classes as may from time
                  to time be established and designated. The Shares of such
                  Sub-Trusts and any Shares of any further Sub-Trust or class
                  that may from time to time be established and designated by
                  the Trustees shall (unless the Trustees otherwise determine
                  with respect to some further Sub-Trust or class at the time of
                  establishing and designating the same) have the following
                  relative rights and preferences:"

         The undersigned hereby certifies that Amendment No. 3 to the Second
Amended and Restated Agreement and Declaration of Trust set forth above has been
duly adopted in accordance with the provisions of the Declaration of Trust.

         IN WITNESS WHEREOF, the undersigned has hereto set his hand as of the
day and year first above written.



                                          By:    /s/ James S. Hamman, Jr.
                                          -------------------------------
                                          Name:  James S. Hamman, Jr.
                                          Title: Secretary