ARTICLES OF AMENDMENT
TO THE
ARTICLES OF INCORPORATION
OF
WORLDWIDE EQUIPMENT CORP.
Pursuant to Section 607.1006 of the Business Corporation Act of the
State of Florida, the undersigned, being the President of Worldwide Equipment
Corp., a corporation organized and existing under and by virtue of the Business
Corporation Act of the State of Florida ("Corporation"), bearing document number
P93000043191, does hereby certify:
FIRST: That pursuant to written consent of all of the Board of
Directors and majority consent of the Shareholders of the Corporation, dated
August 20, 1999, the Board of Directors and Shareholders approved the Amendment
to the Corporation's Articles of Incorporation as follows:
The first paragraph through item (1) of ARTICLE THREE of the
Corporation's Articles of Incorporation shall be deleted and replaced with the
following:
"The total number of shares of capital stock which the corporation has
the authority to issue is 101,000,000 shares consisting of:
(1) 100,000,000 shares, par value $.001 per share, designated
as Common Stock (the "Common Stock"); and"
SECOND: The foregoing amendment was adopted by the Board of Directors
of the Corporation pursuant to a Written Consent of the Board of Directors of
the Corporation and by a majority of the shareholders of the Common Stock of the
Corporation, dated September 15, 1999, acting by Written Consent pursuant to
Sections 607.0821 and 607.0704 of the Florida Business Corporation Act.
Therefore, the number of votes cast for the amendment to the Corporation's
Articles of Incorporation was sufficient for approval.
IN WITNESS WHEREOF, the undersigned, being the President of this
Corporation, has executed these Articles of Amendment as of September 15, 1999.
Matthew W. Miller, Esq., Florida Bar No. 0121398
Atlas, Pearlman, Trop & Borkson, P.A.
200 East Las Olas Blvd., Suite 1900
Fort Lauderdale, Florida 33301
(954) 763-1200
<PAGE>
WORLDWIDE EQUIPMENT CORP.
By:_____________________________
Mitch Hymowitz, President
Matthew W. Miller, Esq., Florida Bar No. 0121398
Atlas, Pearlman, Trop & Borkson, P.A.
200 East Las Olas Blvd., Suite 1900
Fort Lauderdale, Florida 33301
(954) 763-1200
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