ARTICLES OF INCORPORATION
of
LAKE WILDWOOD ASSOCIATION

KNOW ALL MEN BY THESE PRESENTS:,

     That we, the undersigned, have this day voluntarily associated ourselves together for the purpose of forming a nonprofit corporation under the laws of the State of California and do certify:

    FIRST:        The name of the corporation is:

LAKE WILDWOOD ASSOCIATION

    SECOND:     The corporation's purposes are:

    (a) Primarily to further and promote the common interests and welfare of the owners of real property situated in the Lake Wildwood subdivision in Nevada County, State of California;

    (b) Generally to provide all types of services, facilities and improvements deemed useful, beneficial and helpful to said owners; to enforce restrictions, conditions, liens, charges and covenants pertaining to said property; to purchase, lease, construct, contract for, develop or otherwise acquire such property, real or personal, tangible or intangible, as may be necessary to or convenient to carry out said primary objects and purposes; to care for and maintain all property owned by it or under its control; to borrow or raise money or contract indebtedness by giving any form of obligation and security therefor; to appoint such committees as may be necessary to or convenient in carrying out said primary objects and purposes; and to make and collect charges and assessments by which to further said primary objects and purposes;

    (c) To have and exercise all rights and powers, and to do any and all things that a corporation can do for the benefit of its members, all pursuant to the General Nonprofit Corporation Law of the State of California from time to time existing.

    THIRD: This corporation is organized pursuant to Part 1 of Division 2 of Title 1 of the Corporations Code of California (General Nonprofit Corporation Law).

    FOURTH: The county in the State of California where the principal office for transaction of business of the corporation is located is in the County of Nevada.

    FIFTH:

    (a) The number of directors of the corporation is three (3).

    (b) The names and addresses of the persons who are appointed to act as directors until the appointment of their successors are:

            John K. M. Olsen, 12790 Normandy Lane, Los Altos Hill, California

            John C. Begley, 360 Tamalpais Avenue, Mill Valley, California

            Marcia Ann Ludlow, 330 Irving Street, San Francisco, California

    (c) The number of directors of the corporation may be changed either by an amendment to these articles or by a by-law adopted by the members.

    SIXTH: The corporation shall have no capital stock and shares therein shall not be issued. The Association shall have one class of members for the purposes of voting, dues, and assessments. The rights duties, obligations, and privileges of the members shall be as set forth in the Governing Documents. Nothing in this section shall limit the discretion of the Board of Directors to allow reservations of Association facilities to approved organizations (clubs) or for other uses which require a sponsoring member so long as the Board acts in good faith and in a manner it believes to be in the best interests of the members, as a whole.

    SEVENTH; No part of the net earnings of the corporation shall inure to the benefit of any member or individual.

    EIGHTH:    In the event of the dissolution or the winding up of the corporation, after paying or adequately providing for the debts and obligations of the corporation, the assets remaining shall be divided and distributed among the members in accordance with their respective rights therein.

    IN WITNESS WHEREOF, the undersigned and above-named first directors of the corporation have executed these Articles of Incorporation on November 25, 1968.

                /s/ John K. M. Olsen      /s/ John C. Begley      /s/ Marcia Ann Ludlow<

STATE OF CALIFORNIA
CITY AND COUNTY OF SAN FRANCISCO

     On this 25th day of November, 1968, before me, a Notary Public of the State of California, with principal office in the City and County of San Francisco, personally appeared JOHN K. M. OLSEN, JOHN C. BEGLEY and MARCIA ANN LUDLOW, known to me to be the persons whose names are subscribed to and who executed the within instrument, and acknowledged to me that they executed the same.

    IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal, the day and year first-above written.          /s/ Patricia J. Miller

Note: Article Six as shown above was approved on June 11, 1999 by the members of the Lake Wildwood Association by a majority vote.