ER, A.D. 2000, AT 2:15 oecLocr P.N. A FILED coin OF THIS CERTIFICATE HAS BEEN FORWARDED TO THE NEW CASTLE COUNTY RECORDER Or DEEDS. 3284812 8100 Edward I. Fred, Secretary of State AUTHENTICATION: 0662136 001452017 Confidential Treatment Requested by JPMorgan Chase DATE: 09-07-00 JPM-SDNY-00063399 EFTA0