Exhibit 99(a)

THE LAZARD FUNDS, INC.

ARTICLES OF AMENDMENT

          THE LAZARD FUNDS, INC., a Maryland corporation having its principal office in the State of Maryland at 300 East Lombard Street, Baltimore, Maryland (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that:

          FIRST: The Charter of the Corporation is hereby amended to change the name of the Corporation’s Lazard U.S. Small Cap Equity Portfolio to Lazard U.S. Small-Mid Cap Equity Portfolio, with the effect that the one hundred fifty million (150,000,000) issued and unissued authorized shares of Common Stock known as Institutional Shares of Lazard U.S. Small Cap Equity Portfolio are redesignated as Institutional Shares of Lazard U.S. Small-Mid Cap Equity Portfolio and the fifty million (50,000,000) issued and unissued authorized shares of Common Stock known as Open Shares of Lazard U.S. Small Cap Equity Portfolio are redesignated as Open Shares of Lazard U.S. Small-Mid Cap Equity Portfolio.

          SECOND: The foregoing amendment to the Charter of the Corporation has been approved by a majority of the entire Board of Directors and is limited to changes expressly permitted by Section 2-605 of the Maryland General Corporation Law to be made without action by the stockholders.

          THIRD: The foregoing amendment does not increase the total number of authorized shares of the Corporation or the aggregate par value thereof. Giving effect to the redesignations in the foregoing amendment, the total number of shares of stock that the Corporation has authority to issue remains at two billion two hundred fifty million (2,250,000,000) shares, all of which are shares of Common Stock, with a par value of one tenth of one cent ($.001) per share, having an aggregate par value of two million two hundred fifty thousand dollars ($2,250,000), classified as follows:

Portfolio		Shares Authorized
Lazard U.S. Equity Value Portfolio
	Institutional Common Stock		50,000,000
	Open Common Stock		50,000,000
Lazard U.S. Strategic Equity Portfolio
	Institutional Common Stock		100,000,000
	Open Common Stock		100,000,000
Lazard U.S. Mid Cap Equity Portfolio
	Institutional Common Stock		100,000,000
	Open Common Stock		50,000,000
Lazard U.S. Small-Mid Cap Equity Portfolio
	Institutional Common Stock		150,000,000
	Open Common Stock		50,000,000
Lazard U.S. Small Cap Equity Value Portfolio
	Institutional Common Stock		50,000,000
	Open Common Stock		50,000,000
Lazard U.S. Small Cap Equity Growth Portfolio
	Institutional Common Stock		50,000,000

Portfolio		Shares Authorized
	Open Common Stock		50,000,000
Lazard Global Equity Income Portfolio
	Institutional Common Stock		50,000,000
	Open Common Stock		50,000,000
Lazard International Equity Portfolio
	Institutional Common Stock		150,000,000
	Open Common Stock		50,000,000
Lazard International Equity Select Portfolio
	Institutional Common Stock		50,000,000
	Open Common Stock		50,000,000
Lazard International Strategic Equity Portfolio
	Institutional Common Stock		50,000,000
	Open Common Stock		50,000,000
Lazard International Small Cap Equity Portfolio
	Institutional Common Stock		50,000,000
	Open Common Stock		50,000,000
Lazard Emerging Markets Equity Portfolio
	Institutional Common Stock		200,000,000
	Open Common Stock		100,000,000
Lazard U.S. High Yield Portfolio
	Institutional Common Stock		50,000,000
	Open Common Stock		50,000,000
Lazard Bond Portfolio
	Institutional Common Stock		50,000,000
Lazard Capital Allocator Opportunistic Strategies Portfolio
	Institutional Common Stock		50,000,000
	Open Common Stock		50,000,000
Unclassified			250,000,000
Total			2,250,000,000

          FOURTH: These Articles of Amendment to the Charter of the Corporation shall become effective at 9:01 a.m. on August 25, 2008.

-2-

          The undersigned Vice President of the Corporation acknowledges these Articles of Amendment to be the corporate act of the Corporation and states that to the best of his knowledge, information and belief, the matters and facts with respect to authorization and approval set forth in these Articles of Amendment are true in all material respects and that this statement is made under penalties of perjury.

          IN WITNESS WHEREOF, The Lazard Funds, Inc. has caused these Articles of Amendment to be signed in its name and on its behalf by its Vice President and witnessed by its Assistant Secretary as of August 18, 2008.

	THE LAZARD FUNDS, INC.
	By:	/s/ Nathan A. Paul
		Nathan A. Paul
		Vice President
Witness:
/s/ David A. Kurzweil
David A. Kurzweil
Assistant Secretary

-3-