Resolution to Issue Option to Purchase Shares

WHEREAS, in the judgment of the Board of Directors, it is in the best interests of the Corporation to grant to _______________________________ an Option to Purchase a certain number of shares of common stock of the Corporation, be it:

RESOLVED, that for good consideration, the Corporation grant and issue to ______________________________________________ an option to purchase an aggregate of _______________________________ (______________________________________________________________) shares of the unissued common stock of the Corporation for the option price of $__________________________ (______________________________________________________________) per share. This option shall terminate on _______________________________.

The undersigned hereby certifies that he/she is the duly elected and qualified Secretary and the custodian of the books and records and seal of _______________________________,a corporation duly formed pursuant to the laws of the state of _______________________________ and that the foregoing is a true record of a resolution duly adopted at a meeting of the _______________________________ and that said meeting was held in accordance with state law and the Bylaws of the above-named Corporation on _______________________________,and that said resolution is now in full force and effect without modification or rescission.

IN WITNESS WHEREOF, I have executed my name as Secretary and have hereunto affixed the corporate seal of the above-named Corporation this _______________________________, _______________________________ of _______________________________.

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Secretary

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