Epstein Secrets

nt Number: . the duty defied and acting (the "Corporation, hereby certify that: (1) The follow:xi resolutions were adopted by unanimous consent of the Board of Directors of the Corporation on the day of T.A1 . c)-o13 : RESOLVED. that any wean designated by the Pres of the Corporation we authorized on behalf of

Additional Shares to Epstein; NOW THEREFORE BE IT: RESOLVED, that, after consummation by Fit of its issuance to EPstein of the Jeepeis Intera; the Mager, upon, in accordance with, andsubject to, the, terms and.conditions of the Merger Agreement, be and it is hereby autheirized.and•approved. RESOLVED

additional ten thouSand. (16,0* shams of its Common Stock, 8.01 pat value (theCompicin Stock") to Epitein (theAdditional Shares';. . . • WHEREAS, the Board of Directors of the Corporation has determined that it is both advisable and in the best interests of the Corpotation and of Epstein, as the sole shareholder of the

VED, that die.form anclprovisions of the Merget Agtennent, be and they hereby are adopted and approved; . • . ' . RESOLVED, in Connection:With the Mager and parsuint to the proiniMOS of 'die Mager • Agrewient; the.toiporetion issue dieAdditional:Shama to JE. • ' • . • • . RESOLVER, that, the Pre

additional ten thouSand (16,0* shams of iu Common Stock, $.01 pat value (the."Compicin Stock") to Epitein (theAdditional Shares';. . . • WHEREAS, the Board of Directors of the Corporation has determined that it is both advisable and in the best interests of the Corporation and of Epstein, as the sole shareholder of the

VED, that the.fonn andprovisions of the Maget Agtottnerit, be and they hereby are adopted and approved; ' • . ' . RESOLI.RIN in Conneesion*iik the Mager and parsuant to the prcivilinni of the Mager . • Agree:Mint; thettPorationimue the Additional. to JE. . . RESOLVER, that, the President of.the