AMENDED
      AND RESTATED





BYLAWS





OF





METROPOLITAN
      EDISON COMPANY





December
      14, 2007





MEETINGS
      OF SHAREHOLDERS





Section
      1.   Annual
      Meetings.





The
      annual meeting
      of shareholders shall be held on such date and at such time as the Board of
      Directors may determine each year.  Such meetings may be held within
      or without the Commonwealth of Pennsylvania at such time and place as the
      Directors may determine.  The Directors may determine that the meeting
      shall not be held at any physical place, but instead may be held solely by
      means
      of communications equipment as authorized by Section 9 below.





Section
      2.   Special
      Meetings.





Special
      meetings of
      the shareholders may be called at any time by (i) the Chairman of the Board,
      (ii) the President, (iii) the Directors, by action at a meeting or a majority
      of
      the Directors acting without a meeting, or (iv) the holders of 20% or more
      of
      the outstanding shares entitled to vote thereat.  Such meetings may be
      held within or without the Commonwealth of Pennsylvania at such time and place
      as may be specified in the notice thereof.





Section
      3.   Notice
      of Meetings.





Written
      notice
      stating the time, place, if any, and purposes of a meeting of the shareholders,
      and the means, if any, by which shareholders can be present and vote at the
      meeting through the use of communications equipment shall be given by personal
      delivery, or by mail, facsimile transmission, overnight delivery service, or
      any
      other means of communication authorized by the shareholder to whom the notice
      is
      given, not less than five days before the date of the meeting, unless the
      meeting will consider a fundamental change as described in The Pennsylvania
      Consolidated Statutes at Chapter 19 in which case not less than ten days notice
      is required.  Such notice may be given by or at the direction of the
      Chairman of the Board, the President or the Corporate
      Secretary.  Notices sent by mail shall be sent postage prepaid and
      shall be addressed to each shareholder at his address as it appears upon the
      records of the Corporation.  Notice by mail shall be deemed to be
      given at the time when the notice is deposited in the mail, notice by personal
      delivery or by overnight delivery service shall be deemed to be given when
      deposited, and notice by facsimile, or other electronic communications shall
      be
      deemed to be given at the time when confirmation of successful transmission
      is
      received.  Any shareholder may waive in writing notice of any meeting,
      either before or after the holding of such meeting, and by attending any meeting
      without protesting the lack of proper notice, shall be deemed to have waived
      notice thereof.








Section
      4.   Business
      Transacted at Meetings.





Business
      transacted
      at any meeting of shareholders shall be for the purposes stated in the
      notice.





Section
      5.   Quorum
      and Adjournments.





The
      holders of a
      majority of the stock issued and outstanding and entitled to vote thereat,
      present in person or represented by proxy, shall constitute a quorum at all
      meetings of the shareholders for the transaction of business except as otherwise
      provided by statute or by the Articles of Incorporation.  If, however,
      such quorum shall not be present or represented at any meeting of the
      shareholders, the shareholders entitled to vote thereat, present in person
      or
      represented by proxy, shall have power to adjourn the meeting from time to
      time,
      without notice other than announcement at the meeting, until a quorum shall
      be
      present or represented.  At such adjourned meeting at which a quorum
      shall be present or represented, any business may be transacted which might
      have
      been transacted at the meeting as originally notified.





Section
      6.   Required
      Vote; Judges.





(a)           
      When a quorum is present or represented at any meeting, the vote of the holders
      of a majority of the stock having voting power present in person or represented
      by proxy shall decide any question brought before such meeting, unless the
      question is one upon which by express provision of the statutes or of the
      Articles of Incorporation a different vote is required in which case such
      express provision shall govern and control the decision of such question.





(b)           
      Judges of election may be appointed to act at any meeting of shareholders in
      accordance with Pennsylvania law.





Section
      7.   Voting
      Power of Shareholders.





Every
      shareholder of
      record of the Corporation shall be entitled at each meeting of shareholders
      to
      one vote for each share of stock held by such shareholder according to the
      books
      of the Corporation as of the date of such vote or, if a record date is set
      by
      the Board of Directors, as of such record date.





Section
      8.   Voting
      by Proxy.




At any meeting of the shareholders, any shareholder may be represented and
      vote
      by a proxy or proxies appointed by an instrument in writing or by any other
      form
      of verifiable communication, including any form of electronic or other
      communications, to the full extent legally permitted (now or
      hereafter).  In the event that any such instrument shall designate two
      or more persons to act as proxies, a majority of such persons present at the
      meeting, or, if only one shall be present, then that one shall have and may
      exercise all of the powers conferred by such instrument upon all of the persons
      so designated unless the instrument shall otherwise provide.  No such
      proxy shall be valid after the expiration of three (3) years from the date
      of
      its execution, unless coupled with an interest, or unless the person executing
      it specifies therein the length of time for which it is to continue in
      force.  Subject to the above, any proxy duly executed is not revoked
      and continues in full force and effect until an instrument or verifiable
      communication revoking it or a duly executed proxy bearing a later date is
      filed
      with the Corporate Secretary of the Corporation.





2


Section
      9.   Participation
      by Shareholders Through Communications Equipment.





If authorized by the Directors, the shareholders and proxyholders who are not
      physically present at a meeting of shareholders may attend a meeting of
      shareholders by use of communications equipment that enables the shareholder
      or
      proxyholder an opportunity to participate in the meeting and to vote on matters
      submitted to the shareholders, including an opportunity to read or hear the
      proceedings of the meeting and to speak or otherwise participate in the
      proceedings contemporaneously with those physically present.





Section
      10.   Action
      by Shareholders Without a Meeting.





Any
      action which may
      be taken by the vote of the shareholders at a meeting may be taken without
      a
      meeting if authorized by a writing or writings signed by all of the holders
      of
      shares who would be entitled to notice of a meeting for such
      purpose.  Such written consent shall be filed with or entered upon the
      records of the Corporation.








DIRECTORS





Section
      11.   Authority
      of Directors.





The
      business of the
      Corporation shall be managed by its Board of Directors, which may exercise
      all
      such powers of the Corporation and do all such lawful acts and things as are
      not
      by statute, the Articles of Incorporation, or these Bylaws directed or required
      to be exercised or done by the shareholders.





Section
      12.   Number;
      Qualifications.





The
      number of
      Directors shall be not less than three (3) and not more than ten (10) (plus
      any
      Directors separately elected by the holders of any class of stock other than
      the
      Common Stock as provided in the Articles of Incorporation as amended from time
      to time).  The number of Directors may be determined (a) by the
      vote of the holders of a majority of the shares entitled to vote thereon at
      any
      annual meeting or special meeting called for the purpose of electing Directors
      or (b) by action of the Board of Directors at a meeting by the vote of a
      majority of the Directors in office at the time or in a writing signed by all
      the Directors in office at the time.  When so fixed, such number shall
      continue to be the authorized number of Directors until changed by the
      shareholders or Directors in the manner described above.  Any increase
      in the number of Directors shall be deemed to create a vacancy or vacancies
      which may be filled as provided in Section 15.  A reduction in the
      number of Directors shall not be applied to remove any Director from office
      prior to the expiration of his term.  Directors need not be
      shareholders of the Corporation.





3


Section
      13.   Election
      of Directors.





At
      each meeting of
      the shareholders for the election of Directors, the persons receiving the
      greatest number of votes shall be the Directors.  Such elections shall
      be by ballot whenever requested by any person entitled to vote at such meeting;
      but unless so requested, such election may be conducted in any way approved
      at
      such meeting.





Section
      14.   Term
      of
      Office; Removal; Resignations.





(a)           
      Directors shall hold office until the annual meeting of the shareholders next
      following their election and until their respective successors are elected,
      or
      until their earlier resignation, death or removal from office.





(b)           
      Any Director or the entire Board of Directors may be removed upon the
      affirmative vote of the holders of a majority of the voting power of the
      Corporation.





(c)           
      Any Director may resign at any time by giving written notice of his resignation
      to the President or Corporate Secretary. Any resignation will be effective
      upon
      actual receipt by such person or, if later, as of the date and time specified
      in
      such written notice.





Section
      15.   Vacancies.





Vacancies,
      including
      those caused by an increase in the number of Directors, may be filled by a
      majority of the remaining Directors though less than a quorum.  When
      one or more Directors shall give notice of his or their resignation to the
      Board, effective at a future date, the Board shall have the power to fill such
      vacancy or vacancies to take effect when such resignation or resignations shall
      become effective, each Director so appointed to hold office during the remainder
      of the term of office of the resigning Director or
      Directors.  Whenever any vacancy shall occur among the Directors, the
      remaining Directors shall constitute the Directors of the Corporation until such
      vacancy is filled or until the number of Directors is changed as in Section
      12
      hereof.








MEETINGS
      OF THE BOARD OF DIRECTORS





Section
      16.   Organizational
      Meeting.





Immediately
      after
      each annual meeting of the shareholders at which Directors are elected, or
      each
      special meeting held in lieu thereof, the newly elected Directors, if a quorum
      thereof is present, shall hold an organizational meeting at the same place
      or at
      such other time and place as may be fixed by the shareholders at such meeting,
      for the purpose of electing officers and transacting any other
      business.  Notice of such meeting need not be given.  If for
      any reason such organizational meeting is not held at such time, a special
      meeting of the Directors for such purpose shall be held as soon thereafter
      as
      practicable.





4


Section
      17.   Special
      Meetings.





Special
      meetings of
      the Directors may be held at any time within or without the Commonwealth of
      Pennsylvania upon call by the Chairman of the Board, the President, or the
      Corporate Secretary upon the written request of two Directors.





Notice
      of the place,
      if any, and time of each meeting of the Directors shall be given to each
      Director either by personal delivery or by mail, facsimile transmission,
      overnight delivery service, or any other means of communication authorized
      by
      the Director, at least two days before the meeting. The notice need not specify
      the purposes of the meeting.  Notices sent by mail shall be sent
      postage prepaid and shall be addressed to each Director at his address as it
      appears upon the records of the Corporation.  Notice by mail shall be
      deemed to be given at the time when the notice is deposited in the mail, notice
      by personal delivery or by overnight delivery service shall be deemed to be
      given when received, and notice by facsimile, or other electronic communications
      shall be deemed to be given at the time when confirmation of successful
      transmission is received.  Such notice may be waived in writing by
      Directors either before or after the meeting, and such written waivers shall
      be
      filed with or entered upon the records of the meeting.  The attendance
      of any Director at any such meeting without protesting the lack of proper
      notice, prior to or at the commencement of the meeting, shall be deemed to
      be a
      waiver by the Director of notice of the meeting.  Unless otherwise
      limited in the notice thereof, any business may be transacted at any
      organizational, regular or special meeting.





Section
      18.   Quorum
      and Adjournments; Participation by Communications Equipment.





(a)           
      A majority of the Directors, at a meeting duly called and held, shall be
      necessary to constitute a quorum for the transaction of business and the act
      of
      a majority of the Directors present at any meeting at which a quorum is present
      shall be the act of the Board of Directors, except as may be otherwise
      specifically provided by statute or by the Articles of Incorporation. Any action
      required or permitted to be taken at a meeting of the Directors may be taken
      without a meeting if a consent in writing, setting forth the action so taken,
      shall be signed by all of the Directors entitled to vote with respect to the
      subject matter thereof. Any meeting duly called, whether or not a quorum is
      present, may, by vote of a majority of the Directors present, be adjourned
      from
      time to time and place to place within or without the Commonwealth of
      Pennsylvania, in which case no further notice of the adjourned meeting need
      be
      given.





(b)           
      Meetings of the Board of Directors or of any committee of the Board of Directors
      may be held through any means of communications equipment if all persons
      participating can hear each other, and such participation will constitute
      presence in person at such meeting.





Section
      19.   Committees.





The
      Board of
      Directors may, by resolution passed by a majority of the Directors, designate
      one or more committees, each committee to consist of one or more of the
      Directors of the Corporation, which, to the extent provided in the resolution,
      shall have and may exercise the powers of the Board of Directors in the
      management of the business and affairs of the Corporation.  Such
      committee or committees shall have such name or names as may be determined
      from
      time to time by resolution adopted by the Board of Directors.  The
      committees shall keep regular minutes of their proceedings and report the same
      to the Board when required.





5


Section
      20.   Compensation.





The
      Directors may be
      paid their expenses, if any, for attendance at each meeting of the Board of
      Directors and may be paid a fixed sum for attendance at each meeting of the
      Board of Directors.  The sums may be different for different
      Directors, and the sum shall be established by resolution of the Board of
      Directors and may be changed from time to time by resolution.  No such
      payment shall preclude any Director from serving the Corporation in any other
      capacity and receiving compensation therefor.  Members of special or
      standing committees may be allowed like compensation for attending committee
      meetings.





Section
      21.   Action
      by Directors Without a Meeting.





Any
      action required or permitted to be taken at
      a meeting of the Board of Directors or any committee of the Board of Directors
      may be taken without a meeting if, prior or subsequent to such action, all
      members of the Board of Directors or of such committee, as the case may be,
      consent thereto in writing and such written consents are filed with the
      Corporate Secretary of the Corporation.








EXECUTIVE
      COMMITTEE





Section
      22.   Executive
      Committee.





The
      Board of
      Directors at any time may elect from its members an Executive Committee which
      shall consist of not less than three (3) members.  Each member of such
      Committee shall hold office during the pleasure of the Board and may be removed
      by a majority vote of the whole Board at any time with or without
      cause.  Vacancies occurring in the Committee may be filled by the
      Board.  The Committee shall prescribe its own rules for calling and
      holding meetings, and for transacting business, subject, however, to any rules
      prescribed by the Board of Directors, and the Committee shall keep minutes
      of
      its actions.  Action by the Committee may be taken at meetings thereof
      attended by not less than a majority thereof, or without a meeting by instrument
      in writing signed by not less than a majority of the members.  Except
      as the Committee’s powers and duties may be limited or otherwise prescribed by
      the Board of Directors, the Committee, during the intervals between the meetings
      of the Board, shall possess and may exercise all of the powers and authority
      of
      the Board of Directors, however conferred, provided, however, that the Committee
      shall not be empowered to elect the officers (other than Assistant Secretaries
      and Assistant Treasurers) or to fill vacancies in the Board of Directors or
      in
      the Executive Committee.  Subject to such exceptions, persons dealing
      with the Corporation shall be entitled to rely upon any action of the Committee
      with the same force and effect as though such action had been taken by the
      Board
      of Directors.








6


OFFICERS





Section
      23.   Generally.





The
      Corporation may
      have a Chairman, elected by the Directors from among their number, and shall
      have a President, a Corporate Secretary and a Treasurer.   The
      Corporation may also have one or more Vice Chairmen, Vice Presidents, Senior
      Vice Presidents and such other officers and assistant officers as the Board
      of
      Directors may deem appropriate.  If the Board of Directors so desires,
      it may elect a Chief Executive Officer to manage the affairs of the Corporation,
      subject to the direction and control of the Board of Directors.  All
      of the officers shall be elected by the Board of
      Directors.  Notwithstanding the foregoing, by specific action, the
      Board of Directors may authorize the Chairman or the President to appoint any
      person to any office other than Chairman, President, Corporate Secretary, or
      Treasurer.  Any number of offices may be held by the same person, and
      no two offices must be held by the same person.  Any of the offices
      may be left vacant from time to time as the Board of Directors may
      determine.  In case of the absence or disability of any officer of the
      Corporation or for any other reason deemed sufficient by a majority of the
      Board
      of Directors, the Board of Directors may delegate the absent or disabled
      officer's powers or duties to any other officer or to any Director.





Section
      24.Authority
      and Duties of Officers.





The
      officers of the
      Corporation shall have such authority and shall perform such duties as are
      customarily incident to their respective offices, or as may be specified from
      time to time by the Board of Directors, the Chairman or the President regardless
      of whether such authority and duties are customarily incident to such
      office.





Section
      25.    Compensation.





The
      compensation of
      all officers and agents of the Corporation who are also members of the Board
      of
      Directors of the Corporation will be fixed by the Board of Directors or by
      a
      committee of the Board of Directors.  The Board of Directors may fix,
      or delegate the power to fix, the compensation of the other officers and agents
      of the Corporation to the Chief Executive Officer or any other officer of the
      Corporation.





Section
      26.Succession.





The
      officers of the
      Corporation will hold office until their successors are elected.  Any
      officer may be removed at any time by the affirmative vote of a majority of
      the
      whole Board.  Any vacancy occurring in any office of the Corporation
      may be filled by the Board of Directors or by the Chairman or President as
      provided in Section 23.





7


Section
      27.   Delegation
      of Duties.





The
      Directors are
      authorized to delegate the duties of any officers to any other officer and
      generally to control the action of the officers and to require the performance
      of duties in addition to those mentioned herein.








SHARES
      CERTIFICATES





Section
      28.   Transfer
      and Registration of Certificates





The
      Board of
      Directors shall have authority to make such rules and regulations, not
      inconsistent with law, the Articles, or these Bylaws, as it deems expedient
      concerning the issuance, transfer, and registration of certificates for shares
      and the shares represented thereby and may appoint transfer agents and
      registrars thereof.  The Directors may provide by resolution that some
      or all of any or all classes and series of shares shall be uncertificated
      shares, provided that any then-outstanding shares of that class or series
      represented by a certificate shall not become uncertificated shares until the
      certificate is surrendered to the Corporation.





Section
      29.   Substituted
      Certificates





Any
      person claiming
      that a certificate for shares has been lost, stolen, or destroyed shall make
      an
      affidavit or affirmation of that fact and, if required, shall give the
      Corporation (and its registrar or registrars and its transfer agent or agents,
      if any) a bond of indemnity, in such form and with one (1) or more sureties
      satisfactory to the Board, and if required by the Board of Directors, shall
      advertise the same in such manner as the Board of Directors may require,
      whereupon a new certificate may be executed and delivered of the same tenor
      and
      for the same number of shares as the one alleged to have been lost, stolen,
      or
      destroyed.








RECORD
      DATES AND CLOSING OF TRANSFER BOOKS





Section
      30.   Record
      Dates and Closing of Transfer Books.





The
      Board of
      Directors may fix a time not exceeding sixty (60) days preceding the date of
      any
      meeting of shareholders or the date fixed for the payment of any dividend or
      distribution or the date for the allotment of rights as the record date for
      the
      determination of the shareholders entitled to notice of or to vote at any such
      meeting or entitled to receive payment of any such dividend, distribution or
      allotment of rights, and in such case only shareholders of record on the date
      so
      fixed shall be entitled to notice of or to vote at such meeting or to receive
      payment of such dividend, distribution or allotment of rights, as the case
      may
      be, notwithstanding any transfer of any shares on the books of the Corporation
      after any record date so fixed.  The Board of Directors may close the
      books of the Corporation against transfers of shares during the whole or any
      part of the period between such record date and the date of the event in respect
      for which such record date was fixed.





8


REGISTERED
      SHAREHOLDERS





Section
      31.   Recognition
      of Record Ownership.





The
      Corporation
      shall be entitled to recognize the exclusive right of a person registered on
      its
      books as the owner of shares to receive dividends, and to vote as such owner,
      and to hold liable for calls and assessments a person registered on its books
      as
      the owner of shares, and shall not be bound to recognize any equitable or other
      claim to or interest in such share or shares on the part of any other person,
      whether or not it shall have express or other notice thereof, except as
      otherwise provided by the laws of Pennsylvania.








GENERAL
      PROVISIONS





DIVIDENDS





Section
      32.   Payment
      of Dividends.





The
      Board of
      Directors may declare dividends upon the capital stock of the Corporation,
      subject to the provisions of the Articles of Incorporation, if any, at any
      regular or special meeting pursuant to law.  Dividends may be paid in
      cash, in property or in shares of the capital stock, subject to the provisions
      of the Articles of Incorporation.  Before payment of any dividend,
      there may be set aside out of any funds of the Corporation available for
      dividends such sum or sums as the Directors from time to time, in their absolute
      discretion, think proper as a reserve or reserves to meet contingencies, or
      for
      equalizing dividends, or for repairing or maintaining any property of the
      Corporation, or for such other purpose as the Directors shall think conducive
      to
      the interest of the Corporation and the Directors may modify or abolish any
      such
      reserves in the manner in which it was created.








FISCAL
      YEAR





Section
      33.   Fiscal
      Year.





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








SEAL





Section
      34.   Corporate
      Seal.





The
      Directors may adopt a corporate seal of the
      Corporation which shall be of such design, and shall contain such words, as
      may
      be prescribed by the Directors.  Failure to affix any such corporate
      seal shall not affect the validity of any instrument.





9


TRANSFER
      AGENT AND REGISTRAR





Section
      35.   Transfer
      Agent; Registrar.





The
      Corporation may open transfer books in any
      state of the United States or in any foreign country for the purpose of
      transferring securities issued by it, and it may employ an agent or agents
      to
      keep the records of its securities to transfer or to register securities or
      both, in Pennsylvania or in other states or in a foreign country, or both,
      and
      the acts of such agents shall be binding on the Corporation.  The
      duties and liabilities of such agent or agents shall be such as may be agreed
      to
      by the Corporation.  If no such transfer agent is appointed to act in
      Pennsylvania in respect to its shares, the Corporation shall keep an office
      in
      Pennsylvania at which shares shall be transferable, and at which it shall keep
      books in which shall be recorded the names and addresses of all shareholders
      and
      all transfers of shares.








PROVISIONS
      IN ARTICLES OF INCORPORATION





Section
      36.   Governance
      By Articles of Incorporation.





These
      Bylaws are at
      all times subject to the provisions of the Articles of Incorporation of the
      Corporation (including in such term whenever used in these Bylaws, amendments
      thereto), and in case of any conflict between any provision herein and in the
      Articles of Incorporation, the provisions in the Articles of Incorporation
      shall
      be deemed to govern.








AMENDMENTS





Section
      37.  Procedure
      for Amendments.





These
      Bylaws may be altered, amended, or
      repealed in any respect or superseded by new Bylaws in whole or in part, (a)
      by
      the affirmative vote of the holders of record of shares entitling them to
      exercise a majority of the voting power of the Corporation at an annual or
      special meeting called for such purpose, or by their unanimous written consent;
      or (b) by the Board of Directors at an annual or special meeting called for
      such
      purpose, or by their unanimous written consent as provided in 15 Pa.C.S.A.§1504b.








10


INDEMNIFICATION
      AND INSURANCE





Section
      38.   Indemnification.





The
      Corporation shall indemnify any person who
      was or is a party, or is threatened to be made a party, to any threatened,
      pending, or completed action, suit, or proceeding, whether civil, criminal,
      administrative or investigative, by reason of the fact that he or she is or
      was
      a director, officer, employee, or agent of the Corporation, or is or was serving
      at the request of the Corporation as a director, trustee, officer, employee,
      member, manager, or agent of another corporation, limited liability company,
      partnership, joint venture, trust or other enterprise, against expenses,
      including attorney’s fees, judgments, fines and amounts paid in settlement,
      actually and reasonably incurred by him or her in connection with such action,
      suit, or proceeding, if he or she acted in good faith and in a manner he or
      she
      reasonably believed to be in or not opposed to the best interests of the
      corporation, and, with respect to any criminal action or proceeding, if he
      or
      she had no reasonable cause to believe his or her conduct was unlawful, to
      the
      full extent and according to the procedures and requirements set forth in the
      Pennsylvania General Corporation Law as now in effect or as amended from time
      to
      time.  The Corporation shall pay, to the full extent then permitted by
      law, expenses, including attorney’s fees, incurred by a member of the Board of
      Directors in defending any such action, suit or proceeding as they are incurred,
      in advance of the final disposition thereof, and may pay, in the same manner
      and
      to the full extent then permitted by law, such expenses incurred by any other
      person.





The
      indemnification and payment of expenses
      provided hereby shall not be exclusive of, and shall be in addition to, any
      other rights granted to those seeking indemnification under any law, the
      Articles of Incorporation, any agreement, vote of shareholders or disinterested
      members of the Board of Directors, or otherwise, both as to action in official
      capacities and as to action in another capacity while he or she is a member
      of
      the Board of Directors, or an officer, employee or agent of the Corporation,
      and
      shall continue as to a person who has ceased to be a member of the Board of
      Directors, officer, employee or agent and shall inure to the benefit of the
      heirs, executors and administrators of such a person.





Section
      39.   Insurance.





The
      Corporation may, to the full extent then
      permitted by law and authorized by the Board of Directors, purchase and maintain
      insurance or furnish similar protection, including but not limited to trust
      funds, letters of credit or self-insurance, on behalf of or for any persons
      described in Section 38 against any liability asserted against and incurred
      by
      any such person in any such capacity, or arising out of his status as such,
      whether or not the Corporation would have the power to indemnify such person
      against such liability.  Insurance may be purchased from or maintained
      with a person in which the Corporation has a financial interest.





11


EMERGENCY
      BYLAWS





Section
      40.Emergency
      Bylaws.





The
      Board of Directors may adopt, at any
      meeting, either before or during “an emergency” as that term is defined in 15
      Pa.C.S.A. § 1509, emergency bylaws to be operative during, but only
      during, an emergency.  The emergency bylaws may contain any provisions
      which may be made by emergency bylaws as provided in 15
      Pa.C.S.A. § 1509..





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