(Nonprofit Public Benefit corporation)

I

The name of this corporation is LIBERTY MARITIME

II

(A) 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.

(B) The specific purpose of this corporation is to preserve the history of American patrol boats of the Vietnam-Conflict era and post Vietnam-Conflict era and to educate the public on this aspect of military history.

The name and address in the state of California of this corporation’s initial agent for service of process is: James A. West, 2912 Janet Drive, West Sacramento, CA 95691

(B) 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 any candidate for public office.

V

The property of this corporation is irrevocably dedicated to charitable purposes and no part of the net income or assets of this corporation shall ever inure to the benefit of any director, officer or member thereof or to the benefit of any private person. Upon the dissolution or winding up of the corporation, its assets remaining after payment, 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 charitable purposes and which has established its tax exempt status under Section 501 (c) (3) of the Internal Revenue Code.

DATED - 5/23/00

Signature of Incorporator ___________________

(Typed Name of Incorporator)  James A. West

I hereby declare that I am the person who executed the foregoing Articles of Incorporation, which execution is my act and deed.