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Sec. 179.82, Wis. Stats.

State of Wisconsin DEPARTMENT OF FINANCIAL INSTITUTIONS Division of Corporate & Consumer Services

FOREIGN LIMITED PARTNERSHIP - CERTIFICATE OF AMENDMENT and/or CANCELLATION
1. Name of the Limited Partnership (If licensed in Wisconsin under a registered name, list the registered name): 2. State in which formed: 3. Date of formation:

NOTE
This form may be used as either a Certificate of Amendment or as a Certificate of Cancellation, or both. Select, mark (X) and complete the appropriate section. 4. A ! CERTIFICATE OF AMENDMENT (State the change(s) being made to the "Application for Registration to Transact Business in Wisconsin" currently on file with the department)

FILING FEE - $15.00, or more.

See instructions, suggestions, and procedures on following pages.

DFI/CORP323(R02/10/03) Use of this form is voluntary.

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4. B ! CERTIFICATE OF CANCELLATION The limited partnership submits this certificate for the purpose of canceling its registration to transact business in Wisconsin. The Department of Financial Institutions is hereby appointed agent to accept service of process on this foreign limited partnership with respect to claims arising out of the transaction of business in the State of Wisconsin, and direct that copies of notices of any proceeding be forwarded to the office it is required to maintain in the state in which it is organized (or, if no office is required to be maintained in that state, its principal office), the address of which is: Address: City: State: Zip Code:

5. This document was drafted by Name the individual who drafted the document) 6. I swear that the information contained in this application is true, correct, and complete to the best of my knowledge and belief. (NOTE: An attorney-in-fact may sign for a General Partner) BY: (Printed name) , GENERAL PARTNER

(Signature of GENERAL PARTNER) State of County of Subscribed and sworn to before me on ! " (Signature of Notary) # $ (Printed name of Notary) expires on (Date)

(Seal impression) My commission, issued by the State of

DFI/CORP/323(R02/10/03)

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FOREIGN LIMITED PARTNERSHIP ! CERTIFICATE OF AMENDMENT AND/OR

! CERTIFICATE OF CANCELLATION

Your return address and phone number during the day: (

) ______ -

____________

INSTRUCTIONS (Ref. sec. 179.85 or 179.86, Wis. Stats. for document content) Submit two signed copies to Department of Financial Institutions, P O Box 7846, Madison WI, 537077846, together with a FILING FEE of $15.00, or more, payable to the department. Filing fee is nonrefundable. (If sent by Express or Priority U.S. mail, address to 345 W. Washington Ave., 3rd Floor, Madison WI, 53703). Sign the document manually or otherwise as allowed under sec. 179.14 (1g) (c). NOTICE: This form may be used to accomplish a filing required or permitted by statute to be made with the department. Information requested may be used for secondary purposes. If you have any questions, please contact the Division of Corporate & Consumer Services at 608-261-7577. Hearingimpaired may call 608-266-8818 for TTY. This document can be made available in alternate formats upon request to qualifying individuals with disabilities. 1. State the name of the foreign limited partnership, prior to any name change that may occur as a result of any amendment that is the subject of this document. If the foreign limited partnership is licensed in this state under a "registered name", rather than its true partnership name, enter the name under which it is registered with this department. 2 & 3. Indicate the state in which the limited partnership is formed and its date of formation. 4 A. If used as a Certificate of Amendment, check (X) item 4 A and enter the amendment. 4 B. If used as a Certificate of Cancellation, check (X) item 4 B and provide the address of the foreign limited partnership's office required to be maintained in its state of organization or, if no office is required in that state, the address of the foreign limited partnership's principal office. (Note: This form may be used to either amend the Application for Registration currently on file with the department, to cancel the registration, or both. If used both as an amendment and as a cancellation, the filing fee is $30.00) 5. If the document is executed in Wisconsin, sec. 182.01(3), Wis. Stats., provides that it shall not be filed unless the name of the drafter (either an individual or a governmental agency) is printed in a legible manner. If the document is not executed in Wisconsin, enter "not executed in Wisconsin." 6. The certificate is to be signed and sworn to by a General Partner. An attorney-in-fact may sign for a General Partner.

DFI/CORP/323I(R02/10/03)

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