AMENDMENT TO OPERATING AGREEMENT OF HUNTING DOG CAPITAL LLC

Exhibit 3.2

AMENDMENT TO

OPERATING AGREEMENT

OF

HUNTING DOG CAPITAL LLC

This Amendment to Operating Agreement of Hunting Dog Capital, LLC (the “Amendment”) is adopted as of May 1, 2010, with respect to Hunting Dog Capital, LLC (the “Company”) by the undersigned members of the Company holding more than 66⅔% of the aggregate Percentages then outstanding (the “Members”), pursuant to the following facts and circumstances:

A.          The Members and Xxx Xxxx have previously entered into an Operating Agreement with respect to the operation of the Company (the “Agreement”).

B.          Because Xxx Xxxx has withdrawn from the Company in breach of the Agreement, the Members now desire to amend the Agreement in the following respects pursuant to Section 9.13 thereof.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Members hereby agree as follows:

1.           Replacement of Exhibit A. Exhibit “A” to the Agreement is hereby deleted in its entirety and replaced with the Exhibit “A” attached hereto.

2.           Ratification of Remaining Terms. Except as expressly set forth in this Amendment, all of the terms and provisions of the Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first above written.

Xxxxxxxxxxx X. Xxxxxx

Xxxx Xxxxx Blankfort

EXHIBIT “A”

List of Members, Capital and Percentages

		Initial
Name, Address and		Capital								Date
Taxpayer I.D. Number		Contribution				Percentage				Admitted
Xxxxxxxxxxx X. Xxxxxx 000 Xxxxx Xxxxx Xxxx Xxxxxx, Xxxxxxxxxx 00000 Tax I.D. #: ###-##-####		$	15,000				74.995	%		As of January 4, 2007
Xxxx Xxxxx Blankfort 000 Xxxxxxxx Xxxxxx Xxxx Xxxxxx, Xxxxxxxxxx 00000 Tax I.D. #: ###-##-####		$	5,000				24.995	%		As of January 4, 2007

List of Economic Interest Holders and Percentages

Name, Address and
Taxpayer I.D. Number		Percentage
Xxx Xxxx
___________________________			0.01	%
___________________________
Tax I.D. #: ____________________