Meridian Industrial Trust Inc Watch

from 10-Q/A ~20 pages Articles of Incorporation or Bylaws

from 8-K ~10 pages Articles of Incorporation or Bylaws

from 10-K405 1 page <page> Attachment #1 Resolutions of Adopted by Board of Directors of Meridian Industrial Trust, Inc. January 20, 1998 Resolved, That Section 4.1 of the Company's Bylaws Is Amended in Its Entirety as Follows: 4.1. Number and Tenure. the Board of Directors May Appoint From Among Its Members an Executive Committee, an Audit Committee, a Compensation Committee and Other Committees, Composed of One or More Directors, to Serve at the Pleasure of the Board of Directors

from 10-Q 1 page <page> Second Amendment to Second Amended and Restated Bylaws Section 2.10.2 of the Company's Second Amended and Restated Bylaws Is Hereby Amended in Its Entirety to Read as Set Forth Below: 2.10.2 Voting Rights of Certain Control Shares. Notwithstanding Any Other Provision of the Charter of the Corporation or These Bylaws, Subtitle 7 of Title 3 of the Maryland General Corporation Law or Any Successor Statute (The "Maryland General Corporation Law") Shall Not Apply to Any Acquisition of Shares of Stock of the Corporation by (A) Hunt Acquisitions Partners, Ltd., a Delaware Limited Partnership, Rrh Corporation, a Delaware Corporation (Or Any Affiliate Thereof), or Ray L. Hunt (Or Any Affiliate of Ray L. Hunt) (Individually and Collectively Referred to as "Hunt"), (B) Usaa Real Estate Company, a Delaware Corporation, or United Services Automobile Association (Or Any Direct or Indirect Subsidiary Thereof) (Individually and Collectively Referred to as "Usaa"), (C) the Prudential Insurance Company of America, a New Jersey Insurance Company ("Prudential"), or (D) State Street Bank and Trust Company, as Trustee for Ameritech Pension Trust ("Ameritech"). This Section 2.10.2 May Not Be Amended or Repealed, in Whole or in Part, at Any Time, Whether Before or After an Acquisition of "Control Shares" (As Defined Under the Maryland General Corporation Law) by Hunt, Usaa, Prudential or Ameritech, Without the Prior Written Consent of Such Entities

from 10-Q 1 page <page> Amendment to Second Amendend and Restated Bylaws Section 2.2 of the Company's Second Amended and Restated Bylaws Is Amended in Its Entirety to Read as Set Forth Below. 2.2 Annual Meeting. an Annual Meeting of the Stockholders for the Election of Directors and the Transaction of Any Business Within the Powers of the Corporation Shall Be Held on a Date and at the Time Set by the Board of Directors During the Month of May in Each Year, Provided That That Annual Meeting for 1996 Shall Be Held During the Month of June 1996

from 10-Q ~20 pages Exhibit 3.1 Second Amendment & Restated Bylaws

from 10-Q ~50 pages Articles of Incorporation or Bylaws