2280985
ENDORSED-FILED

In the Office of the Secretary of State
the State of California
FEB 8 2001

BILL JONES, Secretary of State

ARTICLES OF INCORPORATION

OF

KIWANIS OF OCEANSIDE PACIFIC FOUNDATION, INC.
A CALIFORNIA NON-PROFIT PUBLIC BENEFIT CORPORATION

I. NAME

The name of this corporation is KIWANIS OF OCEANSIDE PACIFIC FOUNDATION, INC.

II.

This corporation is a non-profit public benefit corporation and is not organized for the private gain of any person. It is organized under the Non-Profit Public Benefit Corporation Law for charitable purposes.

The specific purpose of this corporation is to receive from the public donations obtained through the efforts of members of the OCEANSIDE PACIFIC KIWANIS CLUB, or otherwise, for public or charitable purposes; to hold, manage, invest and reinvest those funds in real, personal or mixed property of every kind; and to disburse income and principal from those funds for public or charitable purposes to promote the welfare of residents of the community of Oceanside, San Diego County, California and others with special emphasis on supporting youth.

III.

The name and address in the State of this corporation's initial agent for service of process is:

MICHAEL L. KLEIN
GREENMAN, LACY, KLEIN, O' HARRA& HEFFRON
900 Pier View Way
Oceanside, CA 92054

IV.

This corporation is organized and operated exclusively for charitable purposes within the meaning of Internal Revenue Code Section 501(c)(3).

No substantial part of the activities of this corporation shall consist of carrying on propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate or intervene in any political campaign (including the publishing or distribution of statements) on behalf of any candidate for public office.

V.

The property of this corporation is irrevocably dedicated to charitable purposes and no part of the net income or assets of this corporation shall ever inure to the benefit of any director, officer or member thereof or to the benefit of any private person. Upon the dissolution or winding down of the corporation, its assets remaining after payment, or provision for payment, of all debts and liabilities of this corporation shall be distributed to a nonprofit fund, foundation or corporation which is organized and operated exclusively for charitable purposes and which has established its tax exempt status under Section 501(c)(3), Internal Revenue Code.

DATED: Feb. 6, 2001 ___________________________________
FRANK TURNER,
Incorporator

DATED: Feb. 6, 2001
___________________________________
RICHARD BERGGREN
Incorporator

I declare under penalty of perjury under the laws of California, that I am the person who executed the above Articles of Incorporation, which execution is my act and deed.

Frank Turner, President

Richard Berggren, Secretary