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<br />OXBOW CARBON & MINERALS HOLDINGS, INC. <br />Assistant Secretary's Certificate <br />I, J. Michael Smith, Assistant Secretary of Oxbow Carbon & Minerals Holdings, Inc., a <br />Delaware corporation (the "Corporation"), hereby certify on behalf of the Corporation as follows: <br />I . Attached hereto is a list of all the directors and officers of the Corporation as <br />of March 28, 2008. <br />IN WITNESS THEREOF, I have hereunto set my hand and affixed the seal of the <br />Corporation this 28th day of March, 2008. <br />J. Michael Smith, Assistant Secretary <br />K:\CORP\OCM HOLD\CERTJMS.DOC