SUBJECT: PROPOSED BYLAW CHANGE

DATE: June 19, 2007

Attached for your review is the proposed by-law amendment to be presented at this year’s annual conference that will allow the President of the Association to take advantage of election by acclimation (in the event only one individual is nominated for each Elected Director position).

This should save the Association some administrative costs and eliminate the need for written ballots unless there are multiple persons running for each position.

Please call us if you have any questions or comments.

"Section 4.2 hereby is amended by deleting Section 4.2 thereof in its entirety and inserting in lieu thereof the following new Section 4.2: "Section 4.2 Number, Term and Qualifications: The number of Executive Board members constituting the Executive Board shall be nine (9). The Executive Board shall be composed as follows. One (1) Executive Board member shall be the immediate Past President of the Association, one (1) Executive Board member shall be the President of the Association, and three (3) Executive Board members shall be the Regional Directors, selected as set forth in Section 4.3 hereof, for as long as all of the aforementioned individuals hold the designated positions (hereinafter referred to from time to time as "Designated Members"). The remaining four (4) Executive Board Members (hereinafter referred to from time to time as "Elected Members") shall be members of the Association who shall be elected by the delegates at the annual meeting of delegates as follows: The delegates shall elect a First Vice President, Second Vice President, Statistician, and Treasurer from those candidates nominated from the floor, who when elected to such offices and by virtue of holding such offices, also shall be Elected Members of the Executive Board. When only one nominee is nominated for each Elected Member position, the current President can take a voice vote of the delegates or can declare that the nominee is elected by acclamation. In the event there is more than one (1) nominee per Elected Member position, those persons who receive the highest number of votes by the delegates or alternate delegates entitled to vote in the election at a meeting at which a quorum is present shall be deemed to have been elected as Elected Members. Each Elected Member of the Executive Board (except for the Elected Member who also is the Treasurer who shall hold office for a term of three (3) years) shall hold office for a term of one (1) year or until such Elected Member's death, resignation, retirement, removal, or disqualification. Despite the expiration of an Elected Member's term, the Elected Member continues to serve as such until the Elected Member's successor is elected and qualifies. Executive Board members shall be residents of the State of North Carolina and shall be members of the Association pursuant to the first paragraph of Section 2.1 hereof.

Employees of the Association shall not be eligible to be members of the Executive Board during such person's employment or for the three (3) year period following the termination thereof."