�100:  NAME. The name of this partnership shall be the Cricket Investors Group Limited.

�200:  PURPOSE.  The purpose of this partnership is to invest the assets solely in stocks, bonds, and/or other marketable securities for the education and benefit of the members.

�300:  INVESTMENT POLICY

301::  It shall be the policy of this group to invest regularly, an investment must be approved by more than fifty percent (50%) of the members present.

302:  All earnings should be reinvested in additional equities or a "cash" fund.

303:  Buy/sell/hold action must be taken on the following:

    �  A security in the portfolio.
    �  A security reported on at the current meeting.
    �  A previous security reported updated.
    �  All of the above.

�400:  CONTRIBUTIONS

401:  Each member's twelve (12) monthly contributions will be fifty ($50) and shall be payable to the partnership and delivered to the treasurer or designee, due on or before the date of the monthly meeting.   (Rev. 3/99)

402:  Each member may make additional contributions in fifty ($50) increments at his own discretion.  However, additional contributions shall not be considered as advance payments for required monthly contributions.

403:  Each member will be required to deposit one hundred dollars ($100) (a fifty ($50 deposit plus one month's contribution) upfront money at his first meeting.

�500:  ORGANIZATION

501:  The Club shalls consist of not more than fifteen (15) active partners and fifteen (15) silent partners.   (Rev. 4/96)

501.1:  Active partners are expected to attend meetings, may serve as officer, vote on securities, and vote on policy changes.  Active partners are required to attend at least fifty percent (50%) of the announced meetings per year to remain as an active partner.  Active partners may remain active indefinitely.  (Rev. 3/99)

501.2:  Silent partners may attend meeting at his own discretion and may vote on policy changes only.  Silent partners may become active partners on a first come, first serve basis as positions become available.

502:  The officers shall be president, vice-president, secretary, and treasurer.

503:  Officers shall be elected at the May meeting and serve for one (1) year starting in June.  If a vacancy occurs, an interim election shall be held to fill the vacancy for the remainder of the term.  (Rev. 1/99)

504:  Duties of the officers:

504.1:  The president shall preside at all meetings and oversee group activities.

504.2:  The vice-president shall assume the duties of the president when he is absent.  He shall be responsible to the group for educational information to include stock reports and outside non-partner presentations.

504.3:  The secretary will keep record of the partnership's business, report on previous meetings, and take care of correspondence.

504.4:  The treasurer shall collect and disburse funds, keep a set of books recording the partnership's financial operation and assets, and for inspection and examination at any reasonable time.  The treasurer shall place buy and sell orders on instruction of the partnership.  The treasurer shall be authorized to sign checks.  The president shall be authorized to sign checks when requested by the treasurer.

505:  Standing Committees:

505.1:  The nomination committee, appointed by the president, shall consist of two active partners of the club not already serving as officers.

505.2:  The auditing committee shall consist of two active partners recommended by the president and approved by the partnership.

�600:  PROCEDURE

601:  Meetings

601.1:  Regular monthly meetings shall be called at least eight (8) times per year at the discretion of the president.  (Rev. 3/99)

601.2:  Special meetings may be called by the president upon notice of the partership.

602:  Operation

602.1:  The vice-president shall appoint a member(s) at each meeting to prepare a report on a selected security(ies) to inform the partnership.  A list of partners responsible for preparing such reports shall be scheduled by the vice-president after his election in May.  (Rev. 1/99)

602.2:  Current officers ar excused from stock reporting.

602.3:  A quorum shall consist of fifty percent (50%) of the active partners.  (Rev. 3/99)

602.4:  A majority vote of those present is required for a security transaction.  An equity vote will serve as a tie breaker when a security vote is split.

602.5:  The treasurer shall conduct all buy/sell actions approved and directed by the group.  (Rev. 3/99)

602.6:  Individual shares held by any partners of this group are transferabl only with a two-thirds (2/3) vote by the active partnership.  (Rev 3/99)

602.7:  Additional general partners may be admitted at any time, upon the unanimous consent of all the partners, so long as the numbers of partners does not exceed fifteen (15) active and fifteen (15) silent partners.

602.8:  No partner shall own more than twenty percent (20%) of the club.  (Rev. 8/98)

602.9:  A partner may, after giving written notice to the other partners, transfer his interest in the partnership to a revocable living trust of which he is the grantor and sole trustee.

602.10:  Any partner may be removed by agreement of the partners whose capital accounts total a majority of the value of all partners'capital accounts.  Written notice of a meeting where removal of a partner is to be considered shall include a specific reference to this matter.  The removal shall become effective upon payment of the value of the removed partner;s capital account, which in accordance with the provisions on full withdrawal of a partner noted in paragraphs 602.11 and 602.14.  The vote action shall be treated as receipt of request for withdrawal.

602.11:  The partnership may be terminated by agreement of the partners whose capital accounts total a majority in value of the capital accounts of all the partners.  Written notice of the meeting where termination of the partnership is to be considered shall include a specific reference to this matter.  The partnership shall terminate upon majority vote of all partners' capital accounts.  Written notice of the decision to terminate the partnership shall be given to all partners.  Payment shall then be made of all the liabilities of the partnership and a final distribution of the remaining assets either in cash or in kind, shall promptly be made to the partners or their personal representatives in proportion to each partner's capital account.

602.12:  Any partner may withdraw a part or all of the value of his capital account in the partnership and partnership shall continue as a taxable entity.  The partner withdrawing a portion or all the value of his capital account shall give notice of such intention in writing to the secretary.  Written notice shall be deemed to be received as of the first meeting of the partnership at which it is presented.  In making payment, the value of the partnership as set forth in the valuation statement prepared for the first meeting following the meeting at which written notice is received from a partner requesting a partial or full withdrawal, will be used to determine the value of the partner's capital account.  The partnership shall pay the partner who is withdrawing a portion or all of the value of his capital account in the partnership in accordance with paragraph 602.14 of this agreement.

602.13:  In event of the death or incapacity of a partner, receipt of notice of such an event shall be treated as notice of full withdrawal.

602.14:  Payment for withdrawals, whole or partial, may be made in cash or securities or a mix of each at the option of the remaining partners.  In cases where securities are to be distributed, the remaining partners will select the securities.

602.14a:  When cash is transferred, the partnership shall transfer to the partner withdrawing a portion or all of his interest in the partnership, an amount equal to the lesser of (i) ninety-seven (97%) of the value of the capital account in the partnership being withdrawn or (ii) the value of the capital account being withdrawn, less the actual cost to the partnership of selling securities to obtain cash to meet the withdrawal.  The amount being withdrawn shall be paid with ten (10) days after the valuation date used in determining the withdrawal amount.

602.14b:  If a partner withdrawing a portion or all of the value of his capital account in the partnership desires an immediate payment in cash, the partnership at its earliest convenience may pay eighty percent (80%) of the estimated value of his capital account and settle the balance in accordance with valuation and payment procedures set forth in paragraphs 602.11 and 602.13.

602.14c:  When securities are transferred, the partnership shall select securities to transfer equal to the value of the capital account or a portion of the capital account being withdrawn.  Securities shall be transferred as of the date of the club's valuation statement prepared to determine the partner's capital account in the partnership.  The club's broker shall be advised that the ownership of the securities has been transferred to the partner as of the valuation date used for the withdrawal.

602.15:  The assets of the group shall not be pledged as security or collateral for any loan.

602.16:  No member may use the partnership's name, credit or property for other than the group's purposes.

602.17:  The auditing committee shall be approved at the May meeting and report at the February meeting.   (Rev. 1/99)

�700:  TERM.  The fiscal year shall be January 1 to December 31 of each calendar year.

�800:  COMPENSATION.   No member shall be compensated for services rendered to the partnership, except reimbursement for approved expenses.

�900:  AMENDMENTS.   These by-laws may be amended by a two-thirds (2/3) vote of the active partners of the partnership.  (Rev. 3/99)

These club by-laws were amended by the active partners at its May 16, 1999 meeting.

Gregory M. Schultheiss (signed)
Club Secretary