Resolution to Retain a Special Attorney

WHEREAS, the Corporation has need for an attorney solely for the specific purpose of: ___________________________________________________, be it:

RESOLVED, that the Corporation retain _______________________________ as special counsel solely for the aforesaid purpose and all matters incidental thereto and that said counsel shall be compensated in accordance with his/her generally prevailing rates.

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 _______________________________.

______________________________________________________________

Secretary

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