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STATE OF DELAWARE <br />OFFICE OF <br />SECRETARY OF STATE <br />I, John N. McDowell, Secretary of State of the State of Delaware, <br />do hereby certify that the Certificate of Agreement of Merger between <br />"The;Chicago Corporation ", a corporation organized and existing under the <br />laws of the State of Delaware, and "Champlin Refining Company", a <br />corporation organized and existing under the laws of the State of New <br />Mexico, whereby "Champlin Refining Company" was merged into "The Chicago <br />Corporation" with the name of the surviving corporation becoming "Champlin <br />Oil & Refining Co. ", was received and filed in this office the 31st day of <br />December, A. D., 1956, at 10:00 o'clock A. M. <br />And I do hereby further certify that in accordance with the terms of <br />the aforesaid Agreement of Merger, the act of merger of the two corporations <br />aforesaid became effective, and the corporate existence of "Champlin Refining <br />Company ", the New Mexico corporation, terminated, upon the close of business <br />on December 31, 1956, and that, in accordance with Section 259 of the General <br />Corporation Law of the State of Delaware, all property, real, personal and <br />mixed of "The Chicago Corporation ", the Delaware corporation, and "Champlin <br />Refining Company ", the New Mexico corporation, thereupon vested in "Champlin <br />Oil & Refining Co. ", the surviving corporation. <br />And I do hereby further certify that the surviving corporation, "Champlin <br />Oil & Refining Co. ", shall be governed by the laws of the State of Delaware. <br />
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