Articles of Incorporation

Modified by vote of the Membership, June 5, 2003

First:

The name of the corporation is American Society of Limnology and Oceanography, Inc. (hereinafter referred to as "ASLO").

Second:

The purpose of the Corporation is to foster a diverse, international scientific community that creates, integrates and communicates knowledge across the full spectrum of aquatic sciences, advances public awareness and education about aquatic resources and research, and promotes scientific stewardship of aquatic resources for the public interest.

The Corporation is not organized and shall not be conducted for profit, and the foregoing objects, purposes and powers are each and all subject to the limitations that no part of the net earnings of any other funds of the Corporation shall inure to the benefit of any individual or of any member or person having a personal or private interest in the activities of the Corporation (except that this provision shall not be so construed as to prevent the payment to officers, trustees, and members of reasonable compensation for services actually rendered to the Corporation); and, that the Corporation shall not in any way participate in, or intervene in any political campaign on behalf of any candidate for political office.

Third:

The Corporation shall have classes of members to be selected according to the provisions set forth in the Corporation Bylaws.

Fourth:

The corporation shall have at least three directors, or such greater number as may be fixed by the Bylaws. Directors shall be elected by the members in the manner provided by the Bylaws.

Fifth:

The present location of the principal office of the Corporation is that of the Registered Agent, Arthur S. Brooks, whose address is the Center for Great Lakes Studies, University of Wisconsin, Milwaukee, Wisconsin 53201 in the county of Milwaukee, Wisconsin.

Sixth:

In case of the dissolution of the Corporation no dividends or other distribution of any of the property or assets of the Corporation remaining after the termination of its affairs shall be made to any incorporator, member, trustee, or officer thereof, but all such remaining property and assets shall in such case be paid over to such successor nonprofit corporation organized for educational, professional or scientific purposes, contributions to which are deductible for Federal income tax purposes, as may be designated by members in accordance with the bylaws at the time of dissolution to take over all or substantially all, of the functions and purposes of the Corporation, or, if no such successor corporation is so designated, all such remaining property and assets shall be paid over to such nonprofit corporation or corporations organized for educational, professional or scientific purposes, contributions to which are deductible for Federal income tax purposes, as may be so designated by the members, or applied to accomplish the general purposes for which the Corporation is organized in such manner as the proper court having jurisdiction may direct.