RESTATED ARTICLES OF INCORPORATION
Of
MCCLENDON TRANSPORTATION GROUP, INC.
We the undersigned President and Secretary of McClendon Transportation
Group, Inc. do hereby certify:
That the Board of Directors of said corporation by Unanimous Written
Consent dated the 22nd day of February, 2000, adopted a resolution to amend and
restate the original articles as follows:
The Articles of Incorporation are amended and restated to read in their
entirety as follows:
FIRST: The name of the corporation is McClendon Transportation Group,
Inc.
SECOND: The address of the resident agent of this corporation in this
state is c/o United Corporate Services, Inc. 202 South Minnesota
Street, Carson City, County of Carson City, State of Nevada 89703 and
the name of the resident agent at said address is United Corporate
Services, Inc.
THIRD: The purpose of the corporation is to engage in any lawful act or
activity for which corporations may be organized under the corporation
laws of the State of Nevada.
FOURTH: The corporation shall be authorized to issue the following
shares:
Class Number of Shares Par Value
Common 100,000,000 $.001
FIFTH: The Board of Directors shall consist of one or more directors.
SIXTH: The period of duration of the corporation shall be perpetual.
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SEVENTH: The corporation may, to the fullest extent permitted by
Section 78.751 of the Nevada General Corporation Law, indemnify any and
all directors and officers whom it shall have power to indemnify under
said section form and against any and all of the expenses, liabilities
or other matter referred to in or covered by such section, and the
indemnification provided for herein shall not be deemed exclusive of
any other rights to which the persons so indemnified may be entitled
under any By-Law, agreement, vote of shareholders or disinterested
directors or otherwise, both as to action in his official capacity and
as to action in another capacity by holding office, and shall continue
as to a person who has ceased to be a director or officer and shall
inure to the benefits of the heirs, executors and administrators of
such persons.
The number of shares of the corporation outstanding and entitled to
vote on an amendment to the Articles of incorporation is 1,000; that the said
change(s) and amendment have been consented to and approved by a majority vote
of the stockholders holding at least a majority of each class of stock
outstanding and entitled to vote thereon.
IN WITNESS WHEREOF, the undersigned hereby execute this document and
affirm that the facts set forth herein are true under the penalties of perjury
this 22nd day of February, 2000.
/s/ James W. McClendon
----------------------------
James W. McClendon, President
/s/ Glenn Scarborough
-----------------------------
Glenn Scarborough, Secretary
