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EXHIBIT 3(i)
CERTIFICATE OF AMENDMENT
OF
SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION
OF
CONSOLIDATED DELIVERY & LOGISTICS, INC.
Consolidated Delivery & Logistics, Inc., a corporation duly organized
and existing under the General Corporation Law of the State of Delaware (the
"Corporation"), does hereby certify that:
1. The name of Corporation is Consolidated Delivery & Logistics, Inc.
2. The Second Amended and Restated Certificate of Incorporation of the
Corporation is hereby amended to effect the following amendment, which was
adopted by the Board of Directors and by the holders of a majority of the
outstanding shares of common stock of the Corporation entitled to vote thereon,
in accordance with the provisions of Section 242 of the Delaware General
Corporation Law. To change the name of the Corporation from Consolidated
Delivery & Logistics, Inc. to "CD&L, Inc.", the first paragraph of Article First
of the Second Amended and Restated Certificate of Incorporation is deleted and
the following is substituted in lieu thereof:
FIRST: The name of the Corporation is "CD&L, Inc."
IN WITNESS WHEREOF, the undersigned being the duly elected officer of
the Corporation, has executed this Certificate of Amendment and affirms the
statements contained therein on this 14th day of June, 2000.
CONSOLIDATED DELIVERY & LOGISTICS, INC.
By: _____________________________
Albert W. Van Ness, Jr.
Chief Executive Officer
