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Certificate of Merger of Inacom Acquisition, Inc. (A Delaware Corporation) Into Vanstar Corporation (A Delaware Corporation) (Under Section 251 of the General Corporation Law of the State of Delaware) It Is Hereby Certified That: 1. the Constituent Corporations Participating in the Merger Herein Certified Are: Inacom Acquisition, Inc., Which Is Incorporated Under the Laws of the State of Delaware; and Vanstar Corporation, Which Is Incorporated Under the Laws of the State of Delaware. 2. an Agreement of Merger Has Been Approved, Adopted, Certified, Executed, and Acknowledged by Each of the Aforesaid Constituent Corporations in Accordance With the Provisions of Subsection (C) of Section 251 (And, With Respect to Inacom Acquisition, Inc., Section 228 by the Written Consent of Its Sole Stockholder) of the General Corporation Law of the State of Delaware. 3. the Name of the Surviving Corporation in the Merger Herein Certified Is Vanstar Corporation. 4. the Certificate of Incorporation of Vanstar Corporation Shall Be the Certificate of Incorporation of Said Surviving Corporation. 5. the Executed Agreement of Merger Between the Aforesaid Constituent Corporations Is on File at the Principal Place of Business of the Aforesaid Surviving Corporation, the Address of Which Is as Follows: Vanstar Corporation 2001 Westside Parkway, Suite 260 Alpharetta, Georgia 30004 6. a Copy of the Aforesaid Agreement of Merger Will Be Furnished by the Aforesaid Surviving Corporation, on Request, and Without Cost, to Any Stockholder of Either of the Aforesaid Constituent Corporations. 7. This Certificate of Merger Shall Be Effective as of 4:30 P.M. Eastern Time on February 17, 1999. Dated: February 17, 1999 Vanstar Corporation /S/ William Y. Tauscher By: William Y. Tauscher Its: President <page>
