EXHIBIT
3.7




Bylaws


of


International
Star, Inc.


(formerly
Mattress Showrooms, Inc.)


(the
“Corporation”)


As
Amended February 22, 2008








Article
I





Office





The Board
of Directors shall designate and the Corporation shall maintain a principal
office.  The location of the principal office may be changed by the
Board of Directors. The Corporation also may have offices in such other places
as the Board may from time to time designate. The location of the initial
principal office of the Corporation shall be designated by
resolution.





Article
II





Shareholders
Meetings





1.         
   Annual
Meetings





The annual meeting of the shareholders
of the Corporation shall be held at such place within or without the State of
Nevada as shall be designated by the Board of Directors in compliance with these
Bylaws. The annual meeting
shall be held between 30 days and 60 days after the filing due date for the
annual report on Form 10-K to be filed with the Securities and Exchange
Commission or at such other date as designated by the Board of Directors.
If such day is a legal holiday, the meeting shall be on the next business day.
This meeting shall be for the election of Directors and for the transaction of
such other business as may properly come before it. (e.g., The 2008 Annual
Meeting will be held in 2009.)





2.           
 Special
Meetings





Special meeting of shareholders, other
than those regulated by statute, may be called by the President upon written
request of the holders of 50% of more of the outstanding shares entitled to vote
at such special meeting.  Written notice of such meeting stating the
place, the date and hour of the meeting, the purpose or purposes for which it is
called, and the name of the person by whom or at whose direction the meeting is
called shall be given.





3.            
Notice of Shareholders
Meeting





The Secretary shall give written notice
stating the place, day, and hour of the meeting, and in the case of a special
meeting, the purpose or purposes for which the meeting is called, which shall be
delivered not less than ten or more than fifty days before the date of the
meeting, either personally or by mail to each shareholder of record entitled to
vote at such meeting.





If mailed, such notice shall be deemed
to be delivered when deposited in the United States mail, addressed to the
shareholder at his address as it appears on the books of the Corporation, with
postage thereon prepaid. Attendance at the meeting shall constitute a waiver of
notice thereof.




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4.        
    Place
of Meeting





The Board of Directors may designate
any place, either within or without the State of Nevada, as the place of meeting
for any annual meeting or for any special meeting called by the Board of
Directors.  A waiver of notice signed by all shareholders entitled to
vote at a meeting may designate any place, either within or without the State of
Nevada, as the place for the holding of such meeting.  If no
designation is made, or if a special meeting is otherwise called, the place of
meeting shall be principal office of the Corporation.





5.     
       Record Date





The Board of Directors may fix a date
not less than ten nor more than fifty days prior to any meeting as the record
date of the purpose of the determining shareholders entitled to notice of and to
vote at such meetings of the shareholders entitled to notice of and to vote at
such meeting of the shareholders.  The transfer books may be closed by
the Board of Directors for a stated period not to exceed fifty days for the
purpose of determining shareholders entitled to receive payment of and divided,
or in order to make a determination of shareholders for any other
purpose.





6.        
    Quorum





A majority of the outstanding shares of
the Corporation entitled to vote, represented in person or by proxy, shall
constitute a quorum at a meeting of shareholders.  If less than a
majority of the outstanding shares are represented at a meeting, a majority of
the shares so represented may adjourn the meeting from time to time without
further notice.  At a meeting resumed after any such adjournment at
which a quorum shall be present or represented, any business may be transacted,
which might have been transacted at the meeting as originally
noticed.





7.       
     Voting





A holder of an outstanding shares,
entitled to vote at a meeting, may vote at such meeting in person or by
proxy.  Except as may otherwise be provided in the currently filed
Articles of Incorporation, every shareholder shall be entitled to one vote for
each share standing in his name on the record of shareholders.  Except
as herein or in the currently filed Articles of Incorporation otherwise
provided, all corporate actin shall be determined by a majority of the votes
cast at a meeting of shareholders by the holders of shares entitled to vote
thereon.





8.        
    Proxies





At all meeting of shareholders, a
shareholder may vote in person or by proxy executed in writing by the
shareholder or by his duly authorized attorney-in-fact. Such proxy shall be
filed with the Secretary of Corporation before or at the time of the
meeting.  No proxy shall be valid after six months from the date of
it’s execution.





9.        
    Informal Action by
Shareholders





Any action required to be taken at a
meeting of the shareholders, may be taken without a meeting if a consent in
writing, setting forth the action so taken, shall be signed by a majority of the
shareholders entitled to vote with respect to the subject matter
thereof.




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Article
III





Board
of Directors





1.     
       General Powers





The business and affairs of the
Corporation shall be managed by it’s Board of Directors.  The Board of
Directors may adopt such rules and regulations for the conduct of their meetings
and the management of the Corporation as they appropriate under the
circumstances.  The Board shall have authority to authorize changes in
the Corporation’s capital structure.





2.    
        Number, Tenure and
Qualification





The number of Directors of the
Corporation shall be a number between one and five, as the Directors may be
resolution determine from time to time.  Each of the Directors shall
hold office until the next annual meeting of shareholders and until his
successor shall have been elected and qualified.





3.     
       Regular Meetings





A regular meeting of the Board of
Directors shall be held without other notice than by this Bylaw, immediately
after and, at the same place as the annual meeting of
shareholders.  The Board of Directors may provide, by resolution, the
time and place for the holding of additional regular meetings without other
notice than this resolution.





4.        
    Special
Meetings





Special meetings of the Board of
Directors may be called by order of Chairman of the Board or the
President.  The Secretary shall give notice of the time, place and
purpose or purposes of each special meeting by mailing the same at least two
days before the meeting or by telephone, telegraphing or telecopying the same at
least one day before the meeting to each Director.  Meeting of the
Board of Directors may be held by telephone conference call.





5.     
       Quorum





A majority of the members of the Board
of Directors shall constitute a quorum for the transaction of business, but less
than a quorum may adjourn any meeting from time to time until a quorum shall be
present, whereupon the meeting may be held, as adjourned, without further
notice.  At any meeting which every Director shall be present, even
though without any formal notice any business may be transacted.





6.       
     Manner of Acting





At all meetings of the Board of
Directors, each Director shall have one vote.  The act of a majority
of Directors present at a meeting shall be the act of the full Board of
Directors, provided that a quorum is present.




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7.       
     Vacancies





A vacancy in the Board of Directors
shall be deemed to exist in the case of death, resignation, or removal of any
Director, or if the authorized number of Directors is increased, or if the
shareholders fail, at any meeting of the shareholders, at which any Director is
to be elected, to elect the full authorized number of Directors to be elected at
that meeting.





8.     
       Removals





Directors may be removed, at any time,
by a vote of the shareholders holding a majority of the shares outstanding and
entitled to vote.  Such vacancy shall be filled by the Directors
entitled to vote. Such vacancy shall be filled by the Directors then in office,
though less than a quorum, to hold office until the next annual meeting or until
his successor is duly elected and qualified, except that any directorship to be
filled by election by the shareholders at the meeting at which the Director is
removed.  No reduction of the authorized number of Directors shall
have the effect of removing any Director prior to the expiration of his term of
office.





9.      
      Resignation





A director may resign at any time by
delivering written notification thereofto the President or Secretary of the
Corporation. A resignation shall become effective upon it’s acceptance by the
Board of Directors; provided, however, that if the Board of Directors has not
acted thereon within ten days from the date of it’s delivery, the resignation
shall be deemed accepted.





10.  
         Presumption of
Assent





A Director of the Corporation who is
present at a meeting of the Board of Directors at which action on any corporate
matter is taken shall be presumed to have assented to the action(s) taken unless
his dissent shall be placed in the minutes of the meeting or unless he shall
file his written dissent to such action with the person acting as the secretary
of the meeting before the adjournment thereof or shall forward such dissent by
registered mail to the Corporation immediately after the adjournment of the
meeting.  Such right of dissent shall not apply to a Director who
voted in favor of such action.





11.           Compensation





By resolution of the Board of
Directors, the Director may be paid their expenses, if any, of attendance at
each meeting of the Board of Directors or a stated salary as
Director.  No such payment shall preclude any Director from serving
the Corporation in any other capacity and receiving compensation
therefor.





12.           
Emergency
Power





When, due to a national disaster or
death, a majority of the Directors are incapacitated or otherwise unable to
attend the meetings and function as Directors, the remaining members of the
Board of Directors shall have all the powers necessary to function as a complete
Board, and for the purpose of doing business and filling vacancies shall
constitute a quorum, until such time as all Directors can attend or vacancies
can be filled pursuant to these Bylaws.




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13.           Chairman





The Board of Directors may elect from
it’s own number a Chairman of the Board, who shall preside at all meetings of
the Board of Directors, and shall perform such other duties as may be prescribed
from time to time by the Board of Directors.  The Chairman may by
appointment fill any vacancies on the Board of Directors.





Article
IV





Officers





1.      
      Number





The officers of the Corporation shall
be a President, one or more Vice Presidents, and a Secretary Treasurer, each of
whom shall be elected by a majority of the Board of Directors. Such other
Officers and assistant Officers as may be deemed necessary may be elected or
appointed by the Board of Directors. In it’s discretion, the Board of Directors
may leave unfilled for any such period as it may determine any office except
those of President and Secretary. Any two or more offices may be held by the
same person. Officers may or may not be Directors or shareholders of the
Corporation.





2.        
    Election and Term of
Office





The Officers of the Corporation to be
elected by the Board of Directors shall be elected annually by the Board of
Directors at the first meeting of the Board of Directors held after each annual
meeting of the shareholders.  If the election of Officers shall not be
held at such meeting, such election shall be held as soon thereafter as
convenient.  Each officer shall hold office until his successor shall
have been duly elected and shall have qualified or until his death or until he
shall resign or shall have been removed in the manner hereinafter
provided.





3.        
    Resignations





Any Officer may resign at any time by
delivering a written resignation either to the President or to the
Secretary.  Unless otherwise specified therein, such resignation shall
take effect upon delivery.





4.       
     Removal





Any Officer or agent may be removed by
the Board of Directors whenever in it’s judgment the best interests Corporation
will be served thereby, but such removal shall be without prejudice to the
contract rights, if any, of the person so removed.  Election or
appointment of an Officer or agent shall not of itself create contract
rights.  Any such removal shall require a majority vote of the Board
of Directors, exclusive of the Officer in question if he is also a
Director.





5.      
      Vacancies





A vacancy in any office because of
death, resignation, removal, disqualification or otherwise, or is a new office
shall be created, may be filled by the Board of Directors for the unexpired
portion of the term.




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6.       
     President





The president shall be the chief
executive and administrative Officer of the Corporation.  He shall
preside at all meetings of the stockholders and, in the absence of the Chairman
of the Board, at meetings of the Board of Directors.  He shall
exercise such duties as customarily pertain to the office of the President and
shall have general and active supervision over the property, business, and
affairs of the Corporation and over it’s several Officers, agents, or employees
other than those appointed by the Board of Directors.  He may sign,
execute and deliver in the name of the Corporation powers of attorney,
contracts, bonds and other obligations, and shall perform such other duties as
may be prescribed from time to time by the Board of Directors or by the
Bylaws.





7.      
      Vice President





The Vice President shall have such
powers and perform such duties as may be assigned to him by the Board of
Directors or the President.  In the absence or disability of the
President, the Vice President designated by the Board or the President shall
perform the duties and exercise the powers of the President.  A Vice
President may sign and execute contracts any other obligations pertaining to the
regular course of his duties.





8.      
      Secretary





The Secretary shall keep the minutes of
all meetings of the stockholders and of the Board of Directors and, to the
extent ordered by the Board of Directors or the President, the minutes of
meeting of all committees.  He shall cause notice to be given of
meetings of stockholders, of the Board of Directors, and of any committee
appointed by the Board.  He shall have custody of the corporate seal
and general charge of the records, documents and papers of the Corporation not
pertaining to the performance of the duties vested in other Officers, which
shall at all reasonable times be open to the examination of any
Directors.  He may sign or execute contracts with the President or a
Vice President thereunto authorized in the name of the Corporation and affix the
seal of the Corporation thereto. He shall perform such other duties as may be
prescribed from time to time by the Board of Directors or by the
Bylaws.





9.       
     Treasurer





The Treasurer shall have general
custody of the collection and disbursement of funds of the Corporation. He shall
endorse on behalf of the Corporation for collection check, notes and other
obligations, and shall deposit the same to the credit of the Corporation in such
bank or banks or depositories as the Board of Directors may designate. He may
sign, with the President or such other persons as may be designated for the
purpose of the Board of Directors, all bills of exchange or promissory notes of
the Corporation. He shall enter or cause to be entered regularly in the books of
the Corporation full and accurate account of all monies received and paid by him
on account of the corporation full and accurate account of all monies received
and paid by him on account of the Corporation; shall at all reasonable times
exhibit his books and accounts to any Director of the Corporation upon
application at the office of the Corporation during business hours; and,
whenever required by the Board of Directors or the President, shall render a
statement of his accounts.  He shall perform such other duties as may
be prescribed from time to time by the Board of Directors or by the
Bylaws.




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10.           Other Officers





Other Officers shall perform such
duties and shall have such powers as may be assigned to them by the Board of
Directors.





11.           Salaries





Salaries or other compensation of the
Officers of the Corporation shall be fixed from time to time by the Board of
Directors, except that the Board of Directors may delegate to any person or
group of persons the power to fix the salaries or other compensation of any
subordinate Officers or agents.  No Officer shall be prevented from
receiving ay such salary or compensation by reason of the fact that he is also a
Director of Corporation.





12.           Surety Bonds





In case the Board of Directors shall so
require, any Officer or gent of the Corporation shall execute to the Corporation
a bond in such sums and with such surety or sureties as the Board of Directors
may direct, conditioned upon the faithful performance of his duties to the
Corporation, including responsibility for negligence and for the accounting for
all property, monies or securities of the Corporation, which may come into his
hands.





Article
V





Contracts,
Loans, Checks and Deposits





1.         
   Contracts





The Board of Directors may authorize
any Officer or Officers, agent or agents, to enter into any contract or execute
and deliver any instrument in the name of and on behalf of the Corporation and
such authority may be general or confined to specific instances.





2.       
     Loans





No loan or advance shall be contracted
on behalf of the Corporation, no negotiable paper or other evidence of it’s
obligation under any loan or advance shall be issued in it’s name, and no
property of the Corporation shall be mortgaged, pledged, hypothecated or
transferred as security for the payment of any loan, advance, indebtedness or
liability of the Corporation unless and except as authorized by the Board of
Directors.  Any such authorization may be general or confined to
specific instances.





3.         
   Deposits





All funds of the Corporation not
otherwise employed shall be deposited from time to time to the credit of the
Corporation in such banks, trust companies or other depositories as the Board of
Directors may select, or as may be selected by an Officer or agent of the
Corporation authorized to do so by the Board of Directors.





4.       
     Checks and Drafts





All notes, drafts, acceptances, checks,
endorsements and evidence of indebtedness of the Corporation shall be signed by
such Officer or Officers or such agent or agents of the Corporation and in such
manner as the Board of Directors from time to time may
determine.  Endorsements for deposits to the credit of the Corporation
in any of it’s duly authorized depositories shall be made in such manner as the
Board or Directors may from time to time determine.




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5.      
      Bonds and
Debentures





Every bond or debenture issued by the
Corporation shall be in the form of an appropriate legal writing, which shall be
signed by the President or Vice President and by the Treasurer or by the
Secretary, and sealed with the seal of the Corporation.  The seal may
be facsimile, engraved or printed. Where such bond or debenture is authenticated
with the manual signature of an authorized Officer of the Corporation or other
trustee designated by the indenture of trust or other agreement under which such
security is issued, the signature of any of the Corporation’s Officers named
thereon may be facsimile. In case any Officer who signed, or whose facsimile
signature has been used on any such bond or debenture, shall cease to be an
Officer of the Corporation for any reason before the same has been delivered by
the Corporation, such bond or debenture may nevertheless by adopted by the
Corporation and issued and delivered as though the person who signed it or whose
facsimile signature has been used thereon had not ceased to be such
Officer.





Article
VI





Capital
Stock





1.        
    Certificate of
Share





The shares of the Corporation shall be
represented by certificates prepared by the Board of Directors and signed by the
President. The signatures of such Officers upon a certificate may be facsimiles
if the certificate is countersigned by a transfer agent or registered by a
registrar other than the Corporation itself or one of it’s
employees.  All certificates for shares shall be consecutively
numbered or otherwise identified.  The name and address of the person
of whom the shares represented thereby are issued, with the number of shares and
date of issue, shall be entered on the stock transfer books of the
Corporation.  All certificates surrendered to the Corporation for
transfer shall be cancelled except that in case of a lost, destroyed or
mutilated certificate, a new one may be issued therefore upon such terms and
indemnity to the Corporation as the Board of Directors may
prescribe.





2.       
     Transfer of
Shares





Transfer of shares of the Corporation
shall be made only on the stock transfer books of the Corporation by the holder
of the record thereof or by his legal representative, who shall furnish proper
evidence of authority to transfer, or by his attorney thereunto authorized by
power of attorney duly executed and filed with the Secretary of the Corporation,
and on surrender for cancellation of the certificate for such shares. The person
in whose name shares stand on the books of the Corporation shall be deemed by
the Corporation to be the owner thereof for all purposes.





3.       
     Transfer Agent and
Registrar





The Board of Directors of the
Corporation shall have the power to appoint one or more transfer agents and
registrars for the transfer and registration of certificates of stock of any
class, and may require that stock certificate shall be countersigned and
registered by one or more of such transfer agents and registrars.




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4.      
      Lost or Destroyed
Certificates





The Corporation may issue a new
certificate to replace any certificate theretofore issued by it alleged to have
been lost or destroyed.  The Board of Directors may require the owner
of such a certificate or his legal representative to give the Corporation a bond
in such sum and with such sureties as the Board of Directors may direct to
indemnify the Corporation as transfer agents and registrars, if any, against
claims that may be made on account of the issuance of such new
certificates.  A new certificate may be issued without requiring any
bond.





5.        
    Registered
Shareholders





The Corporation shall be entitled to
treat the holder of record of any share or shares of stock as the holder
thereof, in fact, and shall not be bound to recognize any equitable or other
claim to or on behalf of this Corporation to any and all of the rights and
powers incident to the ownership of such stock at any such meeting, and shall
have power and authority to execute and deliver proxies and consents on behalf
of this Corporation in connection with the exercise by this Corporation of the
rights and powers incident to the ownership of such stock. The Board of
Directors, from time to time, may confer like powers upon any other person or
persons.





Article
VII





Indemnification





No officer or Director shall be
personally liable for any obligations of the Corporation or for any duties or
obligations arising out of any acts or conduct of said Officer or Director
performed for or on behalf of the Corporation.  The Corporation shall
and does hereby indemnify and hold harmless each person and his heirs and
administrators who shall serve at any time hereafter as a Director or Officer of
the Corporation from and against any and all claims, judgments and liabilities
to which such persons shall become subject by reason of his having heretofore or
hereafter been a Director or Officer of the Corporation, or by reason of any
action alleged to have heretofore or hereafter taken or omitted to have been
taken by him as such Director or Officer, and shall reimburse each such person
for all legal and other expenses reasonably incurred by him in connection with
any such claim or liability, including power to defend such persons from all
suits or claims as provided for under the provisions of the Nevada Revised
Statutes; provided, however, that no such persons shall be indemnified against,
or be reimbursed for, any expense incurred in connection with any claim or
liability arising out of his own negligence or willful
misconduct.  The rights accruing to any person under the foregoing
provisions of this section shall not exclude any other right to which he may
lawfully be entitled, nor shall anything herein contained restrict the right of
the Corporation to indemnify or reimburse such person in any proper case, even
though not specifically herein provided for.  The Corporation, it’s
Directors, Officers, employees and agents shall be fully protected in taking any
action or making any payment, or in refusing so to do in reliance upon the
advice of counsel.




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Article
VIII





Notice





Whenever
any notice is required to be given to any shareholder or Director of the
Corporation under the provisions of the Articles of Incorporation, or under the
provisions of the Nevada Statues, a waiver thereof in writing signed by the
person or persons entitled to such notice, whether before or after the time
stated therein, shall be deemed equivalent to the giving of such notice.
Attendance at any meeting shall constitute a waiver of notice of such meetings,
except where attendance is for the express purpose of objecting to the holding
of that meeting.





Article
IX





Amendments





These Bylaws may be altered, amended,
repealed or new Bylaws adopted by a majority of the entire Board of Directors at
any regular or special meeting.  Any Bylaw adopted by the Board may be
repealed or changed by the action of the shareholders.





Article
X





Fiscal
Year





The fiscal year of the Corporation
shall be fixed and may be varied by resolution of the Board of
Directors.





Article
XI





Dividends





The Board of Directors may at any
regular or special meeting, as they deem advisable, declare dividends payable
out of the surplus of the Corporation.





Article
XII





Corporate
Seal





The seal of the Corporation shall be in
the form of a circle and shall bear the name of the Corporation and the year of
incorporation per sample affixed hereto.







Friday, November 5th,
      1993
            Mattress Showrooms,
      Inc.
              
              By:
      /s/ Nelson
      Vazquez
              Nelson Vazquez,
      President






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