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AMENDED ARTICLES OF INCORPORATION
OF
AMERICAN FAMILY LIFE INSURANCE COMPANY
JANUARY 1, 2000
The following amended Articles of Incorporation, adopted on December 13,
1999, supersede and take the place of the theretofore existing Articles of
Incorporation and amendments thereto.
ARTICLE I
CORPORATE NAME AND PRINCIPAL OFFICE
The name of this corporation shall be American Family Life Insurance
Company and its principal office and place of business shall be located in
the City of Madison, Dane County, Wisconsin.
ARTICLE II
PURPOSES, POWERS AND BUSINESS
The purposes, powers and business of the corporation shall be:
[1] To transact the business of life and disability insurance, to have,
exercise, and enjoy all the powers, privileges and rights
conferred upon domestic life insurance companies under the laws of
the State of Wisconsin.
[2] To conduct its business, carry on its operations, have offices and
exercise the powers granted to it in any state, territory,
district, or possession of the United States, or in any foreign
country.
ARTICLE III
CAPITAL STOCK
The capital stock of the Corporation shall be One Million Dollars
($1,000,000) and shall be divided into 10,000 shares of Two-Hundred Fifty
Dollars ($250.00) par value each.
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ARTICLE IV
MEMBERS
Persons holding stock, and they only, shall be members of the
Corporation. No certificate shall be issued evidencing ownership of a
fractional share of stock. Stockholders' preemptive stock purchase rights
shall apply to newly issued stock or increase in capitalization.
ARTICLE V
DIRECTORS
The corporate powers granted by law to the Corporation shall be
exercised by and under the direction of a Board of Directors and in
accordance with the provisions of such Bylaws, regulations and resolutions as
the Board of Directors may from time to time adopt.
The number of Directors constituting the Board of Directors shall be
fixed by Bylaws but shall not be less than five.
ARTICLE VI
AMENDMENTS
These Articles may be amended in the manner authorized by law at the
time of the Amendment.
