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ARTICLES OF MERGER
MERGING
FIRST NEWPORT REALTY INVESTORS
(a California Unincorporated Business Trust)
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INTO
FZRST NEWPORT CORPORATION -
(a Corporation of the State of Maryland) - -
FIRST: First Newport Realty Investors, an
unincorporated business trust organized and existing under
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the laws of the State of California (which is hereafter called
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the "Trust"), and First Newport Corporation, a corporation
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organized and existing .under the laws of the State of Maryland
(which is hereafter called the "Corporation"), agree that,
on the effective date of the merger, the Trust shall be merged
into the Corporation (the '"Merger"). The terms and conditions
of the Merger and the mode of carrying the same into effect
are as herein set forth in these Articles of Merger.
SECOND: The Corporation shall survive the Merger
and shall continue under the name First Newport Corporation.
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THIRD: The parties to the Articles of Merger are
the Corporation, a corporation organized and existing under the
laws of the State of Maryland, and the Trust, an unincorporated
business trust organized on the 17th day of June, 1969, under
the general laws of the State of California, which Trust was
qualified to do business in the State of Maryland on the 16th
day of July, 1971.
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~J~~323 P~~E24~.5