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To Whom It May Concern:

The Post-Adoption Learning Center (PAL Center, Inc.) is a certified online educational not-for-profit organization that provides international adoption-related online training. In response to the new and more extensive requirements for preadoption training, we have created a course "Parent Preparation Program for Adopting a Child ", which is now available on line. This online course provides 50 hours of training, includes tests and necessary documentation, and closely and comprehensively follows Hague convention requirements for such programs.

This course was created by the three leading instructors at PAL Center: Dr. Boris Gindis, a child psychologist, Dr. Patty Cohen, a child psychotherapist, and Mrs. Jody Sciortino, a social worker specializing in international adoption. This course is offered to parents as the foundation of their training; the face-to-face hours can be offered by local adoption agencies.

We also have two other classes suitable as preparation to adoption in other countries: "The first year home: what to expect and how to respond" by P. Cogen, Ed.D (25 contact hours) and " Adopting older children internationally: making a decision and coping with post-adoption difficulties" by B. Gindis, Ph.D and J. Sciortino, LCSW (20 contact hours).

Please keep this information on file to assure current and prospective clients that you have a reliable source of psychological and educational training.

For all additional information and inquiries please visit www.bgcenterschool.org, call 845-533-4300 or email to admin@bgcenterschool.org.

Tatyana Gindis, Director, PAL Center Inc.

The BGCenter Online School was established in the beginning of 2003 and incorporated in November 2005 as a division of PAL Center Inc., which received its not-for-profit status on October 31, 2005 under Section 501(C) (3) of the Internal Revenue Service.

Below you will find a selection of several official records for PAL Center Inc:

Exhibit 1. Filing receipt

Exhibit 2. Certificate of Incorporation that states that PAL Center Inc., as a corporation

Will restrict the provision of counseling services to instruction, advice, support, encouragement or information to individuals, families, and relational groups, provided that this shall not include the diagnosis or treatment of mental, emotional, nervous, or behavioral disorders.

Is organized exclusively for charitable, educational, religious, or scientific purposes within the meaning of section 501 (c)(3) of the Internal Revenue Code.

Exhibit 3. Bylaws of PAL Center, Inc

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Exhibit 1. Filing receipt

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Exhibit 2. Certificate of Incorporation

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Exhibit 3. Bylaws of PAL Center, Inc.

ARTICLE 1 – NAME AND PURPOSE

Section 1. Name

The name of this organization shall be PAL Center, Inc.

Section 2. Purpose

PAL Center, Inc. – a post adoption learning center – is created to:

Advocate for a better pre-adoption preparation and post-adoption support and remediation of internationally adopted children in the families, at schools and in communities.

Provide support and information on best practices in educational, psychological and mental health services for adoptees from foreign orphanages to people, adopting children internationally.

Provide educational programs and support for the purpose of personal enrichment and professional development of school personnel and adoption agency professionals in the domain of educational, psychological and mental health services for the internationally adopted children.

Provide a readily accessible mechanism of data dissemination, based on the latest developments in modern technology, such as Internet online classes and digital media libraries, as well as brochures, presentations and workshops, etc.

Accumulate and disseminate the current and reliable information on parenting, educational, psychological and medical issues of internationally adopted children in the form of digitally (via Internet) supplied articles and research data.

ARTICLE II – PRIMARY MECHANISM OF SERVICE DELIVERY

BGCenter Online School – an Internet based application for providing relevant content, administration and record keeping for the subscribed participants.

International Adoption Articles Directory – an Internet based application for collecting and disseminating digitally stored articles provided by the industry professionals and public at large.

ARTICLE III – MEMBERSHIP

The members of the organization are the directors, the instructors of the BGCenter Online School, and other temporary staff, hired on the hourly bases for various technical work.

The students of the BGCenter Online School, the participants of workshops and presentation, the buyers of the educational software, provided by the PAL Center, Inc., the authors, contributing to the International Adoption Articles Directory and registered recipients of the directory services, are not considered to be members of the organization.

ARTICLE IV - BOARD OF DIRECTORS

The Board of Directors shall consist of 5 people, representing the interests of the internationally adopting community at large. The main responsibility of the board is to define the directions for the knowledgebase development and set the overall policies and appropriate methods for dissemination of this knowledgebase utilizing the existing service delivery.

All Directors on the Board have an equal voting power in selecting the officers of the company. The Board of Directors shall convene 2 times a year for the regular Board meetings. In addition, it can also be convened as necessary on request from any Board’s member.

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The members of the board receive no compensation for their duties other than reimbursement of reasonable expenses.

ARTICLE V - OFFICERS AND THEIR RESPONSIBILITIES

The two officers of the company shall be selected by the Board of Directors: the senior officer – Executive Director of the PAL Center, Inc. and the junior officer – Information Services Director.

Section 1. The responsibilities of the Executive Director

The responsibility of the Executive Director of the PAL Center, Inc. is a day-to-day management of all aspects of company’s functioning and the implementation of strategic plans, developed by the Board of Directors. The Executive Director:

Oversees design, marketing, promotion and delivery of programs, products and services

Manages organization's resources within budget guidelines

Effectively manages the human resources of the organization

Oversees fundraising planning and implementation, including identifying resource requirements, researching funding sources, establishing strategies to approach participants, submitting proposals and administrating fundraising records and documentation

Section 2. The responsibilities of the Information Services Director

The responsibility of the Information Services Director is the supervision of the quality of instructional and professional level of courses and other data in knowledgebase. The Director oversees the content of programs, products and services.

ARTICLE V FINANCES

Section 1. Funds

The funds for the day-to-day operations and payments to the instructors, developers and the senior officer, as well as payments for the Internet infrastructure, required to maintain online school and online articles directory are expected to be derived from the following sources:

Proceeds from the sales of CDs and online courses

Proceeds from the advertisement on the 2 sites that belong to the PAL Center, Inc

Private donations

Section 2. Fiscal Year

The fiscal year shall begin on November 1 – the day following the date of the official incorporation of the company.

ARTICLE VI DISSOLUTION

In order to dissolve this organization, Executive Director of the PAL Center, Inc. must present a resolution recommending to all the Directors that the organization is to be dissolved. The resolution to dissolve shall be adopted upon receiving all the votes entitled to be cast. Upon adoption of the resolution for dissolution, this organization shall cease to conduct its affairs, except insofar as may be necessary for the proper completion of its functions, and shall immediately serve a notice of dissolution to each known creditor and pay all outstanding debts, if any. All remaining assets, if any, shall be distributed to other charities.