Photo Art Marketing Trust, Jimmy C. Chisum, Trustee - Page 6




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                    The appointment takes effect immediately and asks                 
               that the Successor waive all time and notice require-                  
               ments in the appointment and resignation.                              
                    Executed this 21st day of December, in the year of                
               Our Lord, 1998.                                                        
                                   D & E SWORD TRUSTEE Co.                            
                                        TRUSTEE                                       

                                   by:       /s/                                      
                                        Donna Chisum, F/A for Trustee                 

                   ACCEPTANCE OF APPOINTMENT AS SUCCESSOR TRUSTEE                     
                    D & E SWORD TRUSTEE CO., does hereby accept the                   
               appointment of Successor Trustees and the resignation                  
               of J C Chisum & John Wilde.  The above resignation and                 
               waiver of time is accepted, and with the accepting of                  
               SUCCESSOR TRUSTEES, J C Chisum & John Wilde, assume the                
               duties and responsibilities as TRUSTEE for PHOTO ART                   
               MARKETING.                                                             
                    Executed this 21st day of December, in the year of                
               Our Lord, 1998.                                                        

                                   J C Chisum                                         
                                        TRUSTEE                                       

                                   by:       /s/                                      
                                        J C Chisum, Trustee                           

                                   John Wilde                                         

                                   by:       /s/                                      
                                        John Wilde, Trustee                           
               The respective documents entitled “MINUTE OF TRUSTEE RESIG-            
          NATION” relating to petitioners state:                                      






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