STATE OF DELAWARE
OFFICE OF THE SECRETARY OF STATE
I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY
CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE RESTATED CERTIFICATE
OF "CAMCO FINANCIAL CORPORATION", FILED IN THIS OFFICE ON THE TWENTY-EIGHTH
DAY OF MAY, A.D. 1987, AT 10 O'CLOCK A.M.
[The seal of the State of Delaware appears on this page]
CERTIFICATE OF INCORPORATION
CAMCO FINANCIAL CORPORATION
(A Delaware Corporation)
As Adopted May 26, 1987
The following provisions constitute the Third Restated Certificate of Incorporation of Camco Financial
Corporation, which was originally incorporated on October 19, 1970 under the name First Cambridge
FIRST: The name of the corporation is Camco Financial Corporation.
SECOND: The address of the corporation's registered office in the State of Delaware is: Corporation Trust
Center, 1209 Orange Street, County of New Castle, Wilmington, Delaware 19801. The name of its registered
agent at such address is The Corporation Trust Company.
THIRD: The purposes of the corporation are:
(1) To acquire and own savings and loan associations; and
(2) To engage in any lawful act or activity for which corporations may be organized under the General
Corporation Law of Delaware.
FOURTH: The total number of shares of stock which the corporation shall have authority to issue is two million
(2,000,000), of which stock one million nine hundred thousand (1,900,000) shares shall be common shares of
the par value of One Dollar ($1) each, amounting in the aggregate to One Million Nine Hundred Thousand
[The seal of the Secretary of State of /s/ EDWARD J. FREEL
Delaware appears on this page.] -----------------------------------
Edward J. Freel, Secretary of State