THE COMPANY HAS AMENDED AND RESTATED THE LAST SENTENCE OF SECTION 1 OF
ARTICLE VI OF ITS BYLAWS TO READ AS FOLLOWS:

"All certificates surrendered to the Corporation for transfer shall be
cancelled and no new certificate shall be issued until the former certificate
for a like number of shares shall have been surrendered and cancelled, except
that in case of a lost, destroyed or mutilated certificate, a new one may be
issued therefor upon such terms and indemnity to the Corporation as the
appropriate officers of the Corporation may prescribe."