BYLAWS OF

As Amended by the Board of Directors August 26, 2002
ARTICLE I Title and Purpose
ARTICLE II Office and Books
ARTICLE III Fiscal Year
ARTICLE IV Membership and Dues
ARTICLE V Board of Directors
ARTICLE VI Officers
ARTICLE VII Committees
ARTICLE VIII Elections
ARTICLE IX Finances
ARTICLE X Property and Investments
ARTICLE XI Dissolution
ARTICLE XII Staff
ARTICLE XIII Amendments to the Bylaws
ARTICLE XIV Original Ratifications of Bylaws
ARTICLE XV Effective Date

ARTICLE IV
Membership and Dues

Section 1: MEMBERSHIP. The membership of the Corporation shall consist of the charter members in good standing and such additional members as may be admitted by the Board of Directors. Each member must be connected in some way to the theatre community of the Puget Sound area, except that in special cases the Board of Directors may waive the location requirement.

INACTIVE MEMBERSHIP STATUS. A member shall be placed on inactive membership status in the event that the member does not pay their dues. Loss of membership privileges for inactive members shall be determined by policies to be established by the Board of Directors.

Section 2: MEMBERSHIP DUES. Each member shall pay annual dues to the Corporation in the amount to be determined by the Board of Directors. Such dues shall be payable as the Board of Directors may determine.

Section 3: REMOVAL OF MEMBERS. Any active or inactive member may be removed by the Board of Directors for delinquency in dues payments. If a member does not remit the required dues within (2)months after the due date, such member shall be subject to suspension of membership privileges at the discretion of the Board of Directors.

Any member may be removed with cause by affirmative vote of two-thirds (2/3) of the Board of Directors.

Removal shall be without prejudice to the Corporation's right to receive any dues payments owing as of the date of removal. Any member may resign at any time by filing written notice with the Secretary or President of the Corporation.

Section 4: ANNUAL MEETING OF MEMBERS. The annual meeting of the members shall be held on a date to be determined by the Board of Directors. The location of the annual meeting shall be held at the principal office of the Corporation or at such other place within the Puget Sound region as the Board of Directors may from time to time determine as shall be designated in the notice of such meeting.

Section 5: SPECIAL MEETINGS OF MEMBERS. Special meetings of members for any purpose or purposes may be called by the Secretary upon direction of the President, the Board of Directors, or twenty percent (20%) of the active members upon their written demand, and shall be held at the principal office of the Corporation or at such other place within the State of Washington as may be fixed in such direction or designation in the notice of such meeting. The written demand of twenty percent (20%) of the active members shall specify the date and month of the proposed special meeting, which shall not be less than ten (10) days and not more than thirty (30) days from the date of such written demand. Business to be transacted at any special meeting shall be limited to the purpose or purposes stated in the notice of said meeting.

Section 6: NOTICE OF MEETING. Written notice of all meetings of members, stating the time, place and objects thereof, shall be served personally or by first class mail at least ten (10) days and not more than forty (40) days before such meeting to the contact person of each active and inactive members. Such notice shall be deemed delivered when served personally or deposited in a U.S. mail box addressed to the member at the address which appears on the books of the Corporation.

Section 7: QUORUM. At all general meetings of the members of the Corporation, 33% of the active membership in good standing, which must include 33% of current Board Members shall constitute a quorum.

Section 8: INFORMAL ACTION BY MEMBERS. Any action which is required to be taken, or which may be taken, at a meeting of the members may be taken without a meeting if a consent in writing, setting forth the action so taken, is signed by all of the members entitled to vote with respect to the subject matter thereof. Such consent shall have the same force and effect as a unanimous vote of all the members.

Section 9: RIGHTS AND LIABILITIES OF MEMBERS. The members shall not be liable for the debts or obligations of the Corporation. No member shall receive any compensation for services rendered to the Corporation, but a member may be reimbursed for expenses, including overhead, reasonably incurred on behalf of the Corporation if approved by the Board of Directors.

Secretary of the Board of Directors
Date: August 26, 2002.