BYLAWS

OF THE

CITIZEN CORPS COUNCIL OF PIERCE COUNTY




ARTICLE I
CORP:ORATE OFFICE

The principal office of the Citizen Corps Council of Pierce County (the
"Corporation") in the State of Washington shall be located at such place as
the Board may from time to time designate (in its sole discretion). The
corporation may have such other offices, either within or without the State of
Washington, as the business of the corporation may require from time to
time.

ARTICLE II
PURPOSES


The Corporation is organized and shall be operated for the following purposes:

(a) To engage exclusively in charitable, scientific and
educational purposes within the meaning of Sections 170(c)(2)(B),
501(c)(3), 2055(a)(2) and 2522(a)(2) of the Internal Revenue Code,
including but not limited to the following areas: supporting the efforts of the
community in emergency preparedness, response, and recovery in times of
diasters; supporting public safety and crime prevention awareness, and
organizing and promoting programs which achieve these purposes, including
making distributions to other organizations with similar purposes which are
qualified as exempt organizations within the meaning of Sections
170(c)(2)(B), 501(c)(3), 2055(a)(2) and 2522(a)(2) of the Internal Revenue
Code.

(b) To engage in any and all other lawful purposes that are
permitted by the Washington Nonprofit Corporation Act so long as such
purposes do not otherwise violate or exceed those purposes permitted by
a private foundation under the Internal Revenue Code.


ARTICLE III
MEMBERS

The corporation shall have no members.

ARTICLE IV
DIRECTORS


4.1 General Powers. The business and affairs of the corporation
shall be managed by the Board of Directors.

4.2. Number. With the exception of the initial Board of Directors,
the number of directors of the corporation shall be not less than three (3)
and not more than seven (7).

4.3 Tenure. The term of office of each director shall be two
years, and each director shall hold office for the term for which he is
elected and until his successor has been elected and qualified.

4.4 Election. Directors of the Corporation shall be elected
pursuant to these Bylaws. The directors constituting the initial Board of
Directors shall be named in the articles of incorporation and shall hold
office for two years or until the second annual meeting. Thereafter,
directors shall be elected at the annual meeting or a special meeting of the
Board of Directors.

4.5 Qualifications. Directors need not be residents of the State
of Washington. Prior to serving as a director, any person elected or
appointed to the Board of Directors shall file a declaration with the
corporation stating that he or she consents to being a member of the
Board of Directors.

4.6 Duties and Powers. The Board of Directors shall have
control and management of the business and affairs of the corporation. The
directors shall in all cases act as a Board, regularly convened, and, in the
transaction of business, the act of a majority present at a meeting except as
otherwise provided by law, these Bylaws or the articles of incorporation
shall be the act of the Board, provided a quorum is present. The directors
may adopt such rules and regulations for the conduct of their meetings
and the management of the corporation as they may deem proper, not
inconsistent with law or these Bylaws.

4.7 Annual Meeting. The annual meeting of the Board of
Directors, for the purpose of electing or appointing directors and officers
and for the transaction of any other business which may come before the
meeting, shall be held each year on the second Monday in the month of
February at a time and location designated by the Board of Directors, or
at some other date, time and place as the Board of Directors may designate.
4.8 Regular Meetings. The Board of Directors may provide by
resolution the time and place, either within or without the State of
Washington, for the holding of additional regular meetings without other
notice than such resolution.

4.9 Special Meetings. Special meetings of the Board of Directors
may be called by or at the request of the President at any time. The President
or Secretary shall, upon a written request of at least one-half (112) the number
of directors, call a special meeting to be held not more than seven (7) days after
the receipt of such request. The President may fix any place, either within or
without the State of Washington as a place for holding any special meeting of
the Board of Directors.

4.10 Meetings by Telephone Conference Calls. Directors or any
members of any committee designated by the directors may participate in a
meeting of the Board of Directors or such committee by means of conference
telephone or similar communications equipment by means of which all
persons participating in the meeting can hear each other, and participation in
such a meeting by the aforesaid means shall constitute presence in person
at such meeting.

4.11 Notice. Notice of any special meeting shall be given at least
two (2) days previously thereto by written notice delivered personally or
mailed to each director at his or her last known post office address, or sent
by telegram. If mailed, such notice shall be deemed to be delivered three
business days (3) days after it is deposited in the United States mail in a
sealed envelope so addressed, with postage thereon prepaid. If notice is
given by telegram, such notice shall-be deemed to be delivered when the
telegram is delivered to the telegraph company. Any director may waive
notice of any meeting. The attendance of a director at any meeting shall
constitute a waiver of notice of such meeting, except that where a director
attends a meeting for the express purpose of objecting to the transaction of
any business because the meeting is not lawfully called or convened:.
Neither the business to be transacted at, nor the purpose of, any regular or
special meeting of the Board of Directors need be specified in the notice or
waiver of notice of such meeting.

4.12 Quorum. Unless otherwise provided by bylaw, a majority of
the number of directors shall constitute a quorum for the transaction of
business at any regular or special meeting. In no event shall a quorum
consist of less than one-third of the number of directors. A quorum, once
attained at a meeting, shall be deemed to continue until adjournment
notwithstanding a voluntary withdrawal of enough directors to leave less than a
quorum. The act of the majority of the directors present at a meeting at which
a quorum is present, unless otherwise provided by law, these Bylaws or the
articles of incorporation, shall be the act of the Board of Directors. If less
than a majority of the directors are present at any meeting, a majority of the
directors present may adjourn the meeting from time to time without further
notice.

4.13 Manifestation of Dissent. A director who is present at a
meeting of the Board of Directors at which action on any corporate matter is
taken shall be presumed to have assented to the action taken unless his
dissent shall be entered in the minutes of the meeting or unless he shall file
his written dissent to such action with the person acting as
the secretary of the meeting before the adjournment thereof or shall forward
such dissent by registered mail to the secretary of the corporation
immediately after the adjournment of the meeting. Such right to dissent shall
not apply to a director who voted in favor of such action.


4.14 Vacancies. Any vacancy occurring in the Board of Directors
or any directorship to be filled by reason of an increase in the number of
directors may be filled by the affirmative vote of a majority of the remaining
directors though less than a quorum of the Board of Directors. A director
elected to fill a vacancy shall be elected for the unexpired term of his
predecessor in office. Any directorship to be filled by reason of an increase
in the number of directors shall be filled by the Board of Directors for a
term of office continuing only until the next annual meeting of directors.

4.15 Removal of Directors. At a directors' meeting called
expressly for that purpose, one or more directors, or the entire Board of
Directors, may be removed, with or without cause, by a vote of a majority of
the directors.

4.16 Resignation. Any director may resign his office at any time,
such resignation to be made in writing and to take effect immediately without
acceptance.

4.17 Committees. The Board of Directors by resolution adopted
by a majority of the Directors in office may designate and appoint a
Committee which shall consist of two
(2) or more directors and exercise such authority as the Board of Directors
may specify in said resolution; provided that no such committee shall have
the authority of the Board of Directors in reference to amending, altering or
repealing the Bylaws; electing, appointing or removing any member of any
such Committee or any Director or Officer of the corporation; amending the
Articles of Incorporation; adopting a plan of merger or adopting a plan of
consolidation with another corporation; authorizing the voluntary
dissolution of the corporation or revoking proceedings therefor; adopting a
plan for the distribution of the assets of the corporation; or amending,
altering or repealing any resolution of the Board of Directors which by its
terms provides that it shall not be amended, altered or repealed by such
Committee. The designation and appointment of any such Committee and
the delegation thereto of authority shall not operate to relieve the Board of
Directors or any individual director of any responsibility imposed upon it or
him or her by law.

4.18 Written Consent. Any action required by the Act to be taken
at a meeting of the directors of the corporation, or any action which may
be taken at a meeting of the directors or of a committee, may be taken
without a meeting if a consent in writing, setting forth the action so taken,
shall be signed by all of the directors, or all of the members of the committee,
as the case may be. The consent shall have the same effect as a
unanimous vote.

ARTICLE V
COMPENSATION OF DIRECTORS

By resolution of the Board of Directors, directors may receive a stated
salary or a fixed sum plus expenses of attendance, if any, for attendance at
any regular or special meeting of the Board of Directors; provided, that
nothing herein contained shall be construed to preclude any director from
serving the corporation in any other capacity and receiving compensation
therefor, and provided that any such provision be allowed under the Internal
Revenue Code.

Article VI
OFFICERS

6.1 Officers and Qualifications. The officers of this corporation shall
consist of a president, one or more vice presidents, (the number thereof to be
determined by the Board of Directors from time to time), a secretary, a treasurer,
and a Pierce County Department of Emergency Management Representative
(hereinafter "OEM Representative"), each of whom shall be elected by the
Board of Directors at the time and in the manner prescribed by these Bylaws.
Other officers and assistant officers and agents deemed necessary may be
elected or appointed by the Board of Directors or chosen in the manner
prescribed by these Bylaws. Any two (2) or more offices may be held by the
same person, except the offices of president and secretary. All officers and
agents of the corporation, as between themselves and the corporation, shall
have the authority and perform the duties in the management of the
corporation as provided in these Bylaws, or as determined by the resolution
of the Board of Directors not inconsistent with these Bylaws.

6.1.1 Chairman. The President shall, unless the Board shall
act to the contrary, serve as Chairman.

6.1.2 President. The President shall exercise the usual
executive powers pertaining to the office of President.

6.1.3 Vice President. In the absence or disability of the
President, the Vice President shall act as President.

6.1.4 Secretary. It shall be the duty of the Secretary to keep
records of the proceedings of the Board of Directors, and when
requested by the President to do so, to sign and execute with the
President all deeds, bonds, contracts, and other obligations or
instruments in the name of the corporation.

6.1.5 Treasurer. The Treasurer shall have the care and custody
of and be responsible for all funds and investments of the
corporation, and shall keep regular books of account. He or she
shall cause to be deposited all funds and other valuable assets
in the name of the corporation in such depositories




as may be designated by the Board of Directors. In general, he
or she shall perform all of the duties incident to the office of
Treasurer.
6.1.6 OEM Representative The DEM Representative shall be
respojsible for communicating the interests of the Pierce County
Department of Emergency Management.

6.2 Election and Term. Every officer of the corporation shall be
elected every other year by the Board of Directors at its regular annual
meeting. If the election of officers is not held at such meeting, such election
shall be held as soon thereafter as may be convenient. Each officer shall
hold office until his successor has been duly elected and qualified, or until
removed as hereinafter provided.

6.3 Vacancies. A vacancy in any office because of death,
resignation, removal, disqualification or otherwise, may be filled by the
Board of Directors for the unexpired portion of the term. Vacancies may
be filled or new offices created and filled at any meeting of the Board of
Directors.

6.4 Removal. Any officer or agent may be removed by the Board
of Directors whenever in its judgment the best interest of the corporation
will be served thereby, but such removal shall be without prejudice to the
contract rights, if any, of the person removed. Election or appointment of an
officer or agent shall not of itself create contract rights.

6.5 Duties of Officers. The duties and powers of the officers of the
corporation shall be as follows and that shall hereafter be set by resolution of
the Board of Directors:

6.6 Vacancies. All vacancies in any office shall be filled promptly by
the Board of Directors, either at regular meetings or at a meeting specially
called for that purpose.

6.7 Compensation of Officers. The officers shall receive such
salary or compensation as may be fixed by the Board of Directors. No
officer shall be prevented from receiving compensation by reason of the fact
that such officer is also a director of the corporation.

ARTICLE VII
LIMITATION ON LIABILITY; INDEMNIFICATION

Limitations on liability and indemnification of directors, officers,
employees and agents of the corporations shall be as set forth in the Articles
of Incorporation.


ARTICLE VIII
CONTRACTS, CHECKS, DEPOSITS AND FUNDS

8.:1. Authorization. The Board of Directors may authorize any officer or
officers, agent or agents, to enter into any contract or execute and deliver
any instrument in the name of and on behalf of the corporation, and such
authority may be general or confined to specific instances. All checks, drafts, or
other orders for the payment of money, notes, or other evidences of
indebtedness issued in the name of the corporation shall be signed by such
officer or officers, agent or agents, of the corporation and in such manner as
shafl from time to time be determined by resolution of the Board of Directors.

8.2 Funds. All funds of the corporation not otherwise employed
shall be deposited to the credit of the corporation in such banks, trust
companies, or other depositories as the Board may select, or as may be
designated by any officer or officers or agent or agents of the corporation to
whom such power may be delegated by the Board of Directors.

8.3 Acceptance of Gifts. The Board of Directors or any officer or
officers or agent or agents of the corporation to whom such authority may be
delegated by the Board, may accept on behalf of the corporation any
contribution, gift, bequest or devise for the general purposes or for any special
purpose of the corporation.

8.4 Audits. Annually, or upon the request of any member of the
Board of Directors, the accounts of the corporation will be audited by a
reputable Certified Public Accountant, whose report shall be submitted to each
member of the Board.

8.5 Bond. At the direction of the directors, any officer or employee
of the corporation shall be bonded. The expense of furnishing any such bond
shall be paid by the corporation.

Article IX
FISCAL YEAR

The corporation's fiscal year shall be January-December
.

ARTICLE X
WAIVER OF NOTICE

Whenever under the provisions of these Bylaws or of any statute any
director is entitled to notice of any regular or special meeting or of any
action to be taken by the corporation, such meeting may be held or such
action may be taken without the giving of such notice, provided every
director entitled to such notice in writing waives the requirements of
these Bylaws in respect thereto.

ARTICLE XI
SEAL

The corporation may have a seal in the appropriate form, which seal, if
one is required, shall be kept by the Secretary and which may be affixed to
formal documents executed in the name of the corporation to which by law
or custom the corporate seal is required to be affixed or is customarily
affixed.
ARTICLE XII
ADMINISTRATIVE PROVISIONS


1.2.1. Books and Records. The corporation shall keep at its principal
or registered office, or at the office of its legal representative, current and
complete books and records and minutes of the proceedings of the Board of
Directors and committees thereof, the names and addresses of all directors
and officers, and correct and adequate records of accounts and finances.

1.2.2 Rules. Unless otherwise determined by the Board of
Directors, the rules of procedure at meetings of the Board of Directors of
the corporation shall be the rules contained in Roberts' Rules of Order on
Parliamentary Procedure, newly revised, so far as applicable and when not
inconsistent with these Bylaws, the Articles of Incorporation, or with any
resolution of the Board of Directors.
ARTICLE XIII
AMENDMENTS

These Bylaws may be altered, amended, repealed or new Bylaws
adopted by a two- thirds vote of the entire Board of Directors at a regular or
special meeting of the Board.

The above and foregoing Bylaws of the Citizen Corps Council of
Pierce County, a Washington nonprofit corporation are the Bylaws of this
corporation, adopted by the Board of Directors thereof on September 9, 2010.

___________________________________
-By: Barbara Nelson
Its: Secretary