ARTICLES OF INCORPORATION

SOCIETY FOR THE ADVANCEMENT OF MUSIC AND ARTS, INC.
A CALIFORNIA PUBLIC BENEFIT CORPORATION

ONE: The name of this corporation is Society for the Advancement of Music and Arts, Inc.

TWO: This corporation is a nonprofit public benefit corporation and is not organized for the private gain of any person. It is organized under the Nonprofit Public Benefit Corporation Law for charitable purposes. The specific purpose for which this corporation is organized is to aid in the advancement of all forms of creative expression, including but not restricted to, musical, visual, performing and literary arts.

THREE: The name and address in the State of California of this corporation's initial agent for service of process is Gregory G. Fey, 2668 Honolulu Ave. #A, Montrose, California, USA .

FOUR:

(a) This corporation is organized and operated exclusively for charitable, educational and scientific purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code.

(b) Notwithstanding any other provision of these Articles, the corporation shall not carry on any other activities not permitted to be carried on (1) by a corporation exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code or (2) by a corporation contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code.

(c) No substantial part of the activities of this corporation shall consist of carrying on propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate or intervene in any political campaign (including the publishing or distribution of statements) on behalf of, or in opposition to, any candidate for public office.

FIVE: The names and addresses of the persons appointed to act as the initial Directors of this corporation are:

Name		Address
Darin Swan		Riverside, California
Sharlee Plett		Tujunga, California
Kathleen Newman		Woodland Hills, California

SIX: The property of this corporation is irrevocably dedicated to charitable and educational purposes and no part of the net income or assets of the organization shall ever inure to the benefit of any director, officer or member thereof or to the benefit of any private person.

On the dissolution or winding up of the corporation, its assets remaining after payment of, or provision for payment of, all debts and liabilities of this corporation, shall be distributed to a nonprofit fund, foundation, or corporation which is organized and operated exclusively for educational purposes and which has established its tax-exempt status under Section 501(c)(3) of the Internal Revenue Code.

Date: October 15, 2002

We, the above-mentioned initial directors of this corporation, hereby declare that we are the persons who executed the foregoing Articles of Incorporation, which execution is our act and deed.

Darin Swan, Director
Sharlee Plett, Director
Kathleen Newman, Director