L-3 Communications Electron S-4 Registration of securities issued in business combination transactions

                                                                   Exhibit 3.130

                        FIRST RESTATED AND AMENDED BYLAWS

                                       OF

                         INTELLIGENCE DATA SYSTEMS, INC.

     The First Restated and Amended Bylaws, adopted by unanimous written consent
of the Board of Directors the 21st day of August 2003, and which supersede any
and all preceding Bylaws of this Corporation, are as follows:

                               ARTICLE I: OFFICES

     SECTION 1. Principal Office. The principal office shall be located in the
Commonwealth of Virginia.

     SECTION 2. Other Offices. The Corporation may also have offices at such
other places both inside and outside the Commonwealth of Virginia as the
shareholders may from time to time determine or the business of the Corporation
may require.

                      ARTICLE II: MEETING OF SHAREHOLDERS

     SECTION 1. Place of Meeting. All meetings of the shareholders shall be held
at such place inside or outside the state as may be from time to time fixed or
determined by the Board of Directors. One or more shareholders may attend by
means of conference telephone or similar communications equipment by means of
which all persons participating in the meeting may hear each other.

     SECTION 2. Annual Meeting. An annual meeting of the shareholders shall be
held within five (5) months after the close of the fiscal year of the
Corporation at such time as shall be set by the Board of Directors. The
shareholders shall conduct such business as may be properly brought before the
meeting, receive the President's annual report, and elect the Board of
Directors.

     SECTION 3. Special Meeting. Special meetings of the shareholders, for any
purpose or purposes, unless otherwise prescribed by statute or by the Articles
of Incorporation, may be called at any time by the Chairman of the Board of
Directors, Chief Executive Officer, President, or Board of Directors, and shall
be called by the Secretary at the written request of the holders of a majority
of the shares then outstanding and entitled to vote on any issue proposed to be
considered. Such request shall state the purpose or purposes of the proposed
meeting. Upon receipt of any such request, it shall be the duty of the Secretary
to call a special meeting of the shareholders. If the Secretary shall neglect to
issue such a call within five (5) days of the request to do so, the person or
persons making the request may issue the call themselves.

     SECTION 4. Notice. A written notice of every meeting of the shareholders,
specifying the place, date and hour and the general nature of the business to be
conducted at the meeting, shall be served to each registered shareholder
entitled to vote thereat. Such notice shall be given not less than ten (10) or
more than sixty (60) days before the meeting, except that notice of a


                                      -1-


shareholder's meeting to act on an amendment of the Articles of Incorporation, a
plan of merger or share exchange, a proposed sale of assets other than in the
regular course of business, or the dissolution of the Corporation shall be given
not less than twenty-five (25) or more than sixty (60) days before the meeting.
Notice of a special meeting shall also state the purpose or purposes for which
the meeting is called, and shall indicate that it is being issued by, or at the
direction of, the person or persons calling the meeting. If the meeting is for
one or more amendments to the Articles of Incorporation, the notice shall also
contain or be accompanied by a copy of any such amendments. If, at any meeting,
action is proposed to be taken that would, if taken, entitle shareholders to
receive payment for their shares pursuant to the Virginia Stock Corporation Act,
or would result in the removal of a director, the notice of such meeting shall
include a statement of that purpose and to that effect.

     SECTION 5. Purpose of Special Shareholder Meetings. Business transacted at
all special meetings of the shareholders shall be limited to the purposes stated
in the notice, except that such other business as may come before the meeting
may be transacted if all the shareholders of the Corporation sign a waiver of
notice and consent to the transaction of any business which may come before the
meeting.

     SECTION 6. Quorum. The holders of a majority of the issued and outstanding
shares entitled to vote, present in person or represented by proxy, shall be
requisite and shall constitute a quorum at all meetings of the shareholders for
the transaction of business, unless otherwise provided by statute, or by the
Articles of Incorporation, or by these Bylaws, with provision that such
provision may not be modified by these Bylaws. If, however, such quorum shall
not be present or represented at any meeting of the shareholders, the
shareholders entitled to vote thereat, present in person or by proxy, shall have
the power to adjourn the meeting to a future date at which a quorum shall be
present and represented. At such adjourned meeting, any business may be
transacted which might have been transacted at the meeting as originally called.

     SECTION 7. Record Date for All Purposes; Shareholder Lists. The Board of
Directors of the Corporation may fix, in advance, a date as the record date for
the purpose of determining the shareholders entitled to notice of, or to vote
at, any meeting of shareholders, or shareholders entitled to receive payment of
any dividend or the allotment of any rights, or in order to make a determination
of shareholders for any other proper purpose. Such date shall not be more than
seventy (70) days, nor less than eleven (11) days prior to the date on which the
shareholders meeting is to be held or the particular action which is to be
taken. The Secretary shall prepare and make, at least ten (10) days before each
meeting of shareholders, a complete list of the shareholders entitled to vote at
the meeting, stating the address and number of shares held by each shareholder,
which list shall be subject to the inspection of any shareholder at any time
during usual business hours. Any such list shall also be available for
inspection at the time and place of the meeting by any shareholder.

     SECTION 8. Voting. In each case where the Virginia Stock Corporation Act of
the Code of Virginia, as hereafter amended from time to time, requires approval
of a particular action by the holders of more than a majority of shares entitled
to be cast for a particular action, the required consent shall be lowered to an
affirmative vote of a majority of all votes cast by the class of shares entitled
to vote on the matter at a meeting at which a quorum of such class is present.
This provision reduces the more than majority requirement for (but not limited
to) each of the



                                      -2-


following corporate actions; amendment of the Articles of Incorporation,
consolidation, merger, share exchange, sale of assets other than in the regular
course of business, and dissolution. All other decisions (excluding the election
of directors) shall be approved by the affirmative vote of a majority of all
votes cast by the class of shares entitled to vote on the matter at a meeting at
which a quorum of such class is present. All elections shall be decided as
follows: (i) in the case of two nominees for a single office, the nominee
receiving a majority of the votes cast at a duly authorized and held meeting
will be elected, and (ii) in the case of more than two nominees for a single
office, the nominee receiving the highest number of votes (a plurality of votes
cast) at a duly authorized and held meeting will be elected.

     SECTION 9. One Share, One Vote; Proxies. A shareholder entitled to vote at
a meeting may vote in person or by proxy. Every shareholder shall be entitled to
one vote for each share standing in his or her name on the Stock Transfer Ledger
as entitles the owner thereof to vote. The shares that entitle the owner thereof
to vote are designated in the Articles of Incorporation, as amended from time to
time. In elections for directors, every shareholder holding shares entitled to
vote shall vote the shares owned of record by him or her for a person to fill
each of the offices to be filled. Voting by shareholders is non-cumulative in
nature.

     Every proxy must be dated and signed by the shareholder or the
shareholder's attorney-in-fact. No proxy shall be valid after the expiration of
eleven (11) months from the day of its execution, unless otherwise provided for
therein. Every proxy is deemed revocable at the pleasure of the shareholder
executing it, except where law permits an irrevocable proxy, and the proxy
affirmatively states that it is to be irrevocable.

     SECTION 10. Written Consent in Lieu of Meeting.

         (a) Provided that this Corporation is not a public corporation at the
time an action is taken, any action required or permitted by the Virginia Stock
Corporation Act of the Code of Virginia, as amended, to be approved of by the
shareholders may be approved without a meeting and without prior notice, if the
action is taken by shareholders who would be entitled to vote at a meeting of
holders of outstanding shares having voting power to cast not less than the
minimum number (or numbers, in case of voting by groups) of votes that would be
necessary to authorize or take the action at a meeting at which all shareholders
entitled to vote thereon were present and voted. The minutes of any written
consent describing the action taken may be signed in several counterparts so
long as the required vote for such consent is otherwise complied with.

         (b) If action is taken by written unanimous consent by less than all of
the shareholders entitled to vote on the action, the Corporation shall give to
all shareholders entitled to vote written notice of the proposed action not less
than five days before the action is taken. The notice shall contain or be
accompanied by the same material that would have been required to be sent to
shareholders in a notice of meeting at which the action would have been
submitted to the shareholders for action.

                             ARTICLE III: DIRECTORS

     SECTION 1. Number and Election of Directors; Tenure. The business and
property of the Corporation, except as otherwise provided by statute, or by the
Articles of Incorporation, or by



                                      -3-


these Bylaws, shall be conducted and managed by its Board of Directors, which
shall be one (1), or such other number but not more than seven (7), as may be
designated from time to time by resolution of the shareholders entitled to elect
directors. The members of the Board of Directors shall be voted on and elected
separately at the annual meeting of shareholders according to the provisions of
ARTICLE II, SECTIONS 8 AND 9. Each director elected at any annual meeting shall
hold office until his or her successor is elected and qualifies or until he or
she shall die or resign or shall have been removed. The Board of Directors shall
keep minutes of its meetings and a full account of its transactions.

     SECTION 2. Written Unanimous Consent in Lieu of Meeting. Whenever by a
provision of statute, or of the Articles of Incorporation, or by these Bylaws,
the vote of Board of Directors is required or permitted to be taken at a meeting
thereof in connection with any corporate action, the meeting and the vote of
Board of Directors may be dispensed with, if all the directors shall consent in
writing to such corporate actions being taken and such consents are filed with
the records of Board of Director's meetings. Such unanimous written consent of
the Board of Directors may be executed in more than one counterpart.

     SECTION 3. Removal or Resignation of Directors. Any director may be removed
either with or without cause, at any time, by a vote of the shareholders holding
a majority of the shares then issued and outstanding and entitled to be cast for
the election of directors. Any director may resign his or her office at any
time, such resignation to be made in writing and delivered to the Chairman of
the Board of Directors, Chief Executive Officer, President, Board of Directors
or Secretary of the Corporation and unless otherwise specified in such notice
shall take effect immediately upon tender thereof to the Corporation.

     SECTION 4. Vacancies. Vacancies and newly created directorships resulting
from any increase in the authorized number of directors (by not more than two in
the number of directors) shall be filled by a majority of the remaining number
of the Board of Directors, though less than a quorum. Each person so elected
shall be a director until his or her successor is elected by the shareholders,
who may make such election at the next annual meeting of the shareholders or at
any special meeting duly called for that purpose and held prior to the next
scheduled annual meeting.

     SECTION 5. Management of Corporation. The business of the Corporation shall
be managed by its Board of Directors which may exercise all such powers of the
Corporation and do all such lawful acts and things as are not by statute, or by
the Articles of Incorporation, or by these Bylaws, directed or required to be
exercised and done by the shareholders. The Board of Directors shall have the
authority to review and modify, amend, revise or overrule any action effected by
any officer.

     SECTION 6. Conduct of Meetings. The Board of Directors of the Corporation
may hold meetings, both regular and special, either inside or outside the
Commonwealth of Virginia. One or more directors may participate in a meeting of
the Board or of a committee of the Board by means of conference telephone or
similar communications equipment by means of which all persons participating in
the meeting can hear each other.



                                      -4-


     SECTION 7. Regular Meetings. A regular annual meeting of the Board of
Directors shall be held without notice other than this Bylaw immediately after
the adjournment of the annual meeting of the shareholders and in the same place
as the annual meeting of the shareholders.

     SECTION 8. Special Meetings. The Chairman of the Board of Directors, the
Chief Executive Officer or the President may call special meetings of the Board.
Special meetings of the Board may also be called by the President or Secretary
on the written request of two (2) directors delivered to them. If the President
and/or Secretary shall fail to call a meeting pursuant to a proper request
within five (5) days of the request to do so, then the directors making the
request may give notice of the meeting themselves. At least two (2) days notice
of the date, time, and place of the meeting must precede any special meeting of
the Board of Directors. Any notice does not need to specify the purposes of the
meeting or the business to be transacted. No notice need be given to any
director who attends the meeting and who does not protest the lack of notice
prior to the meeting or at the commencement of the meeting.

     SECTION 9. Quorum. At all meetings of the Board of Directors a majority of
the directors in office shall be necessary to constitute a quorum for the
transaction of business, and the acts of a majority of the directors present at
a meeting at which a quorum is present shall be the acts of the Board of
Directors, unless otherwise specifically provided for by statute or by the
Articles of Incorporation, with provision that such voting requirements may not
be modified by these Bylaws. If a quorum shall not be present at any meeting of
Board of Directors, the directors present thereat may adjourn the meeting from
time to time, without notice other than announcement at the meeting, until a
quorum shall be present.

     SECTION 10. Committees. The Board of Directors may, by resolution adopted
by a majority of the whole Board, designate one or more committees, each
committee to consist of one (1) or more of the directors of the Corporation and
any other person appointed by the Board. The Board may designate one (1) or more
directors or other persons as alternate members of any committee, who may
replace any absent or disqualified member at any meeting of the committee. Any
such committee, to the extent provided in such resolution or in these Bylaws,
shall have and exercise the authority of the Board of Directors in the
management of the business and affairs of the Corporation to the extent allowed
under Section 13.1-689 of the Code of Virginia. Notice and procedure of
committee meetings and business affairs shall be the same as provided for
hereunder for the Board of Directors, as applicable, and under state law. In the
absence or disqualification of any member of such committee or committees, the
member or members thereof present at any meeting and not disqualified from
voting, whether or not he, she or they constitute a quorum, may unanimously
appoint another director to act at the meeting in the place of any such absent
or disqualified member. The committees shall keep regular minutes of the
proceedings and report the same to the Board when required.

     SECTION 11. Salary. By resolution of the Board of Directors, the directors
may be paid their expenses, if any, of attendance at each meeting of the Board
of Directors, and may be paid a fixed sum for attendance at each meeting or a
stated salary for services as a director. No such payments shall be construed to
preclude any director from serving the Corporation in any other capacity and
receiving compensation therefor.

                                      -5-


     SECTION 12. Assent to Action. A director of the Corporation who is present
at a meeting of the directors at which action on any corporate matter is taken
shall be presumed to have assented to the action taken unless his or her dissent
shall be entered in the minutes of the meeting or unless he or she shall file
his or her written dissent to such action with the person acting as the
Secretary of the meeting before the adjournment thereof or shall forward such
dissent by registered or certified mail to the Secretary of the Corporation
immediately after the adjournment of the meeting. Such right to dissent shall
not apply to a director who voted in favor of such action.

     SECTION 13. Interested Transactions. No contract or other transaction
between this Corporation and any other corporation and no act of this
Corporation shall in any way be affected or invalidated by the fact that any of
the directors of this Corporation has a direct or indirect personal interest in
the transaction as provided for in Section 13.1-691 of the Code of Virginia,
provided that one of the following is true:

         (a) The material facts of the transaction and the director's interest
are disclosed or known to the Board of Directors (or a committee of the Board)
and the Board of Directors (or a committee of the Board) authorize, approve, or
ratify the transaction. Said authorization, approval or ratification must be by
the affirmative vote of a majority of the members of the Board of Directors or
any committee, who have no direct or indirect personal interest in the
transaction. Notwithstanding the foregoing to the contrary, a single director
cannot approve of any such transaction under any circumstance even if such
director constitutes a majority of the disinterested directors. If a majority of
disinterested directors vote to authorize such contract or transaction, such
majority of disinterested directors shall constitute a quorum of the Board of
Directors for the purpose set forth in this SECTION 13.

         (b) The material facts of the transaction and the director's interest
are disclosed or known to the shareholders entitled to vote and such
shareholders authorize, approve or ratify the transaction. The affirmative vote
of the holders of a majority of the voting shares is necessary to authorize,
approve or ratify the conflict of interest transaction. Shares owned by an
interested director or shares owned by an entity in which an interested director
has a material financial interest or serves as a general partner cannot be
counted. A majority of the shares, whether or not present at a meeting of
shareholders and which are owned by the disinterested shareholders, constitute a
quorum for purposes of this SECTION 13(b).

         (c) The transaction is fair and reasonable to this Corporation.

                              ARTICLE IV: OFFICERS

     SECTION 1. Required Officers. The officers of the Corporation shall consist
of one or more officers as the Board of Directors may from time to time deem
advisable. The same person may hold two or more offices, but no officer shall
execute, acknowledge or verify any instrument in more than one capacity.

     SECTION 2. Election of Officers. The directors, at each annual meeting of
the Board of Directors, shall elect the officers.



                                      -6-


     SECTION 3. Salaries. The Board of Directors shall fix the salary of the
highest ranking officer of the Corporation. Salaries to be paid other officers
and employees of the Corporation shall be fixed at the discretion of said
highest ranking officer or any other authorized officer or person; provided,
however, the salaries of all officers and employees of the Corporation are
subject to review and adjustment by the Board of Directors at any time.

     SECTION 4. Term of Office; Removal and Vacancies. The officers of the
Corporation shall hold office until their successors are chosen and qualify. Any
officer elected or appointed by the Board of Directors may be removed at any
time with or without cause by the affirmative vote of a majority of the
directors; provided, however, in no event will such removal affect the terms of
any existing employment contract or other agreement for compensation under which
a removed officer may have been employed. Any officer may resign at any time by
giving written notice of such resignation to the Chairman of the Board of
Directors, Chief Executive Officer, President or Secretary of the Corporation.
Unless otherwise specified in such written notice, such resignation shall take
effect upon receipt thereof by the Chairman of the Board of Directors or by such
officer, and the acceptance of such resignation shall not be necessary to make
it effective. The Board of Directors shall fill any vacancy occurring in any
office of the Corporation.

     SECTION 5. Shares of Other Corporations. Whenever the Corporation is the
holder of shares of any other corporation, any right or power of the Corporation
as such shareholder (including the attendance, acting and voting at
shareholders' meetings and execution of waivers, consents, proxies or other
instruments) may be exercised on behalf of the Corporation by the Chief
Executive Officer, President, any Vice President, or such other person as the
Board of Directors may authorize.

                                    PRESIDENT

     SECTION 6.

         (a) The President shall be the Chief Executive Officer of the
Corporation (unless the Board of Directors appoints a separate Chief Executive
Officer), shall preside at all meetings of the Board of Directors and
shareholders (unless the Board of Directors appoint a Chairman of the Board of
Directors in which case said Chairman of the Board of Directors shall preside),
shall have day-to-day general and active management powers over the business of
the Corporation, and shall see that all orders and resolutions of the
shareholders and Board of Directors are carried into effect. In the event that
the Board of Directors appoints a separate Chief Executive Officer, then the
President's authority as specified in these Bylaws shall be under the
supervision of the Chief Executive Officer.

         (b) The President shall have authority to sign and execute in the name
of the Corporation, all authorized deeds, mortgages, bonds, contracts or other
instruments; he or she shall annually prepare a full and true statement of the
affairs of the Corporation including a Balance Sheet and Operating Statement
which shall be submitted at the annual meeting of the stockholders, and shall be
filed within twenty (20) days thereafter at the principal office of the
Corporation.



                                      -7-


                                 VICE PRESIDENTS

     Section 7. The Vice President (if one is appointed), or if there shall be
more than one, the Vice Presidents, in the order determined by the Board of
Directors shall, in the absence or disability of the President, perform the
duties and exercise the powers of the President, and shall perform such other
duties and have such other powers as the Board of Directors may from time to
time prescribe.

                       SECRETARY AND ASSISTANT SECRETARIES

     SECTION 8.

         (a) The Secretary (if one is appointed) shall ensure that minutes of
all director, committee and shareholder meetings are recorded in a book to be
kept for that purpose. The Secretary shall give, or cause to be given, notice of
all meetings of the Board of Directors and shareholders, and shall perform such
other duties as may be prescribed by the Board of Directors. He or she shall
keep in safe custody the records and the seal of the Corporation and when
authorized by the Board of Directors, affix the seal to any instrument requiring
it and, when so affixed, it shall be attested by his or her signature or by the
signature of an Assistant Secretary.

         (b) The Secretary may sign, with the President, or a Vice President,
certificates of stock and other instruments and/or deeds of conveyance of the
Corporation; and, in general, shall perform all duties ordinarily incident to
the office of a Secretary of a corporation, and such other duties as, from time
to time, may be assigned to him or her by the Board of Directors, or by the
President, subject to the control of the Board of Directors.

     Section 9. The Assistant Secretary (if one is appointed), and if there be
more than one, the Assistant Secretaries, in the order determined by the Board
of Directors, shall, in the absence or disability of the Secretary, perform the
duties and exercise the powers of the Secretary, and shall perform such other
duties and have such other powers as the Board of Directors may from time to
time prescribe.

                       TREASURER AND ASSISTANT TREASURERS

     SECTION 10.

         (a) The Treasurer (if one is appointed) shall have the custody of the
corporate funds and securities, and shall keep full and accurate accounts of
receipts and disbursements in books belonging to the Corporation, and shall
deposit all moneys and other valuable effects in the name and to the credit of
the Corporation in such depositories as may be designated by the Board of
Directors.

         (b) The Treasurer shall disburse the funds of the Corporation as may be
ordered by the Board of Directors, taking proper vouchers for such
disbursements, and shall render to the President and the Board of Directors, at
its regular meetings or when the Board of Directors so require, an account of
all his or her transactions as Treasurer and of the financial condition of the
Corporation.



                                      -8-


         (c) If required by the Board of Directors, the Treasurer shall give the
Corporation a bond in such sum and with such surety or sureties as shall be
satisfactory to the Board of Directors for the faithful performance of the
duties of his or her office and for the restoration to the Corporation, in case
of his or her death, resignation, retirement or removal from office, of all
books, papers, vouchers, money and other property of whatever kind in his or her
possession or under his or her control belonging to the Corporation.

         (d) The Treasurer may sign, with the President or a Vice President,
certificates of stock and other instruments and/or deeds of conveyance of the
Corporation; and, in general, shall perform all the duties ordinarily incident
to the office of a Treasurer of a corporation, and such other duties as may be
assigned to the Treasurer by the Board of Directors or by the President.

     Section 11. The Assistant Treasurer (if one is appointed), or if there
shall be more than one, the Assistant Treasurers, in the order determined by the
shareholders, shall, in the absence or disability of the Treasurer, perform the
duties and exercise the powers of the Treasurer, and shall perform such other
duties, and have such other powers as the Board of Directors may from time to
time prescribe.

                         ARTICLE V: SHARE CERTIFICATES

     SECTION 1.

         (a) Share Certificates. Each shareholder shall be entitled to a stock
certificate or certificates certifying the number and kind of shares owned by
him or her. The certificates representing shares of the Corporation shall be in
such form as shall be adopted by the Board of Directors in conformity with
Section 13.1-647 of the Virginia Stock Corporation Act, and shall be numbered
and registered in the order issued. They shall at a minimum bear the name of the
Corporation and that it is a Virginia Corporation, the holder's name, the number
and class of shares and the designation, if any, of the series the certificate
represents, and the existence of any share transfer restrictions, including that
a copy of any applicable restrictions will be furnished upon request. Each
certificate shall be signed by (i) the Chairman of the Board, the President, or
a Vice President, and (ii) the Secretary, Treasurer, any Assistant Secretary, or
any Assistant Treasurer, and may bear the corporate seal.

         (b) Procedure for Transfer. Shares of stock shall be transferable only
on the books of the Corporation by the Secretary of the Corporation, and on
surrender of the certificate or certificates duly endorsed, and upon proper
verification that the procedures dealing with any applicable restrictions on the
transfer of corporate stock have been fully complied with or do not apply. Upon
surrender to the Corporation or the transfer agent of the Corporation of a
certificate for shares duly endorsed and accompanied with proper evidence of
succession, assignment, and compliance with any applicable restrictions on
transfer of corporate stock, or authority to transfer, it shall be the duty of
the Corporation to issue a new certificate to the person entitled thereto,
cancel the old certificate and record the transaction upon its books.

         (c) Consideration for Shares. The Board of Directors may issue shares
of stock for consideration consisting of cash, any tangible or intangible
property or labor of services



                                      -9-


actually performed for the Corporation. An obligation for future payment or
future services of an officer, director or employee of the Corporation may
constitute payment for stock if, in the judgment of the Board, the plan,
agreement or transaction providing for the purchase of stock reasonably may be
expected to benefit the Corporation.

     SECTION 2. Lost or Destroyed Certificates. The Board of Directors shall
direct a new certificate or certificates to be issued in place of any
certificate or certificates therefore issued by the Corporation alleged to have
been lost, destroyed or wrongfully taken, upon the making of an affidavit of
that fact by the person claiming the share certificate to be lost, destroyed or
wrongfully taken. When authorizing such issue of a new certificate or
certificates, the Board of Directors may, in their discretion and as a condition
precedent to the issuance thereof, require the owner of such lost, destroyed or
wrongfully taken certificate or certificates, or his or her legal
representative, to advertise the same in such manner as it shall require and
give the Corporation a bond, or other indemnification, in such sum as it may
direct, as indemnity against any claim that may be made against the Corporation
with respect to the certificate or certificates alleged to have been lost,
destroyed or wrongfully taken.

                         ARTICLE VI: GENERAL PROVISIONS

                    INDEMNIFICATION; LIMITATION OF LIABILITY

     Section 1. The authority of the Corporation to indemnify a director or
officer and any limitation of liability shall be as specified in the Articles of
Incorporation, as amended.

                                    DIVIDENDS

     Section 2. The Board of Directors at any regular or special meeting, held
pursuant to law if any, may declare dividends upon the shares of any class of
the Corporation, subject to the provisions of the Articles of Incorporation.
Dividends may be paid in cash, in property, or in corporate shares, subject to
the provisions of the Articles of Incorporation.

     Section 3. Before payment of any dividend, there may be set aside out of
any funds of the Corporation available for dividends such sum or sums as the
Board of Directors from time to time, in their absolute discretion, think proper
as a reserve or reserves to meet contingencies, or for equalizing dividends, or
for repairing or maintaining any property of the Corporation, or for such other
purpose as the Board of Directors shall think conducive to the interests of the
Corporation, and the Board of Directors may modify or abolish any such reserve
the manner in which it was created.

                                   FISCAL YEAR

     Section 4. The fiscal year of the Corporation shall begin on the first day
of January in each calendar year and shall end on the last day of December of
each calendar year.

                                      SEAL

     Section 5. The seal of the Corporation shall be the same as the impression
affixed below.



                                      -10-


                               BILLS, NOTES, ETC.

     Section 6. All bills payable, notes, checks, drafts, warrants or other
negotiable instruments of the Corporation shall be made in the name of the
Corporation, and shall be signed by the President of the Corporation or such
other officers as the Board of Directors from time to time by resolution direct.

     No officer or agent of the Corporation, either singly or jointly with
others, shall have the power to make any bill payable, note, check, draft, or
warrant, or other negotiable instrument, or endorse the same in the name of the
Corporation, or contract or cause to be contracted any debt or liability in the
name and on behalf of the Corporation except as herein expressly prescribed and
provided.

                                   AMENDMENTS

     SECTION 7.

         (a) By Shareholders. These Bylaws may be altered, amended, repealed, or
added to by the shareholders entitled to vote at any annual meeting or at a
special meeting called for that purpose in accordance with ARTICLE II.

         (b) By Directors. The Board of Directors shall also have power to make,
adopt, alter, amend and repeal, from time to time, Bylaws of the Corporation;
provided, however, that the shareholders entitled to vote with respect thereto
as in ARTICLE VI, SECTION 7(a) above may alter, amend or repeal Bylaws made by
the Board of Directors. Notwithstanding the foregoing, the Board of Directors
shall have no power to change the quorum for meetings of shareholders or to
change any provisions of the Bylaws with respect to the removal of directors or
the filling of vacancies in the Board resulting from the removal by the
shareholders. If any Bylaws regulating an impending election of directors is
adopted, amended or repealed by the Board of Directors, there shall be set forth
in the notice of the next meeting of shareholders for the election of directors
the Bylaws so adopted, amended or repealed, together with a concise statement of
the changes made.

                 MANNER OF PROVIDING NOTICE AND WAIVER OF NOTICE

     SECTION 8.

         (a) Manner of Providing Notice.

             (1) Any notice of an annual or special meeting of the shareholders
shall be considered given or made to a shareholder when it is personally
delivered to the shareholder, left at the shareholder's residence of usual place
of business, mailed to the stockholder at the stockholder's address as it
appears on the records of the Corporation, or transmitted to the stockholder by
electronic mail to any electronic mail address of the stockholder or by any
other electronic means, pursuant to Section 13.1-610 of the Code of Virginia.

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             (2) Any notice of a special meeting of the Board of Directors shall
be considered given or made as follows: where sent by hand or courier, upon
receipt unless delivery is refused in which case on the date of refusal; where
sent by U.S. Mail, first class postage pre-paid, on the fifth day following the
date of posting; or where given by facsimile or electronic mail (subject to
confirmation being sent by first class postage pre-paid and to retention by the
sending party of confirmation of successful transmission), four hours after the
time of successful transmission. Except in the event that notice is actually
received, no notice shall be effective unless it is sent to the street or postal
address, facsimile number or electronic mail address as it appears on the
Corporation's records, unless the director to receive such notice has notified
the Corporation of a change in and a replacement address or facsimile number in
accordance with the foregoing procedures and such notice is sent to the
replacement address or number in accordance with the foregoing procedures.

         (b) Waiver of Notice. Whenever under the provisions of these Bylaws or
of any statute any shareholder or director is entitled to notice of any regular
or special meeting of the Corporation, such meeting may be held without the
giving of such notice, provided every shareholder or director entitled to such
notice waives in writing the requirements of these Bylaws or the statute in
respect thereto. Such written waiver may be executed in one or more counterparts
so long as the requirements for unanimous voting have been complied with.

     The undersigned certifies that the foregoing Bylaws have been adopted as
the First Restated and Amended Bylaws of the Corporation, in accordance with the
requirements of the Corporation Law of the Commonwealth of Virginia.

DATED: 8/21/03                          /s/ Michael Canney
       ----------------------------     ---------------------------------
                                        Michael Canney
                                        Director


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