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EXHIBIT 3.2
POWER OF ATTORNEY
The undersigned, Nani S. Warren, has made, constituted and
appointed, and by these presents does make, constitute and appoint, Robert J.
Preston her true and lawful attorney-in-fact and agent, for her and in her
name, place and stead to execute, acknowledge, deliver and file any and all
filings required by Section 13 and Section 16 of the Securities Exchange Act
of 1934, as amended, and the rules and regulations promulgated thereunder,
including, but not limited to, Schedules 13D, hereby ratifying and confirming
all that said attorney-in-fact and agent may do or cause to be done by virtue
hereof.
The validity of this Power of Attorney shall not be affected in any
manner by reason of the execution, at any time, of other powers of attorney
by the undersigned in favor of persons other than the attorney-in-fact named
herein.
EXECUTED this 6th day of July, 2000 by Nani S. Warren.
_______________________________________
Nani S. Warren
STATE OF OREGON
COUNTY OF MULTNOMAH
On this 6 day of July, 2000 before me, James Goos, the undersigned Notary
Public, personally appeared Nani S. Warren.
Proved to me on the basis of satisfactory evidence to be the person whose
name is subscribed to the within instrument, and acknowledged that she
executed it.
WITNESS my hand and official seal.
/s/ James Goos
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