<PAGE>
CERTIFICATE OF AMENDMENT TO ARTICLES OF INCORPORATION
FOR NEVADA PROFIT CORPORATIONS
(PURSUANT TO NRS 78.385 AND 78.390 - AFTER ISSUANCE OF STOCK)
-REMIT IN DUPLICATE-
1. Name of corporation: SOUTHLAND FINANCIAL, INC.
2. The articles have been amended as follows:
Article I is amended to read as follows:
"I
The name of the corporation is: STARBRIDGE GLOBAL INC."
Article V is amended to read as follows:
"V
The total authorized capital of the corporation is Two Hundred
Million Shares (200,000,0000) of common stock, valued at ($0.001)
each, for a total capital of Two Hundred Thousand Dollars
($200,000.00)."
3. The vote by which the stockholders holding shares in the corporation
entitling them to exercise at least a majority of the voting power, or such
greater proportion of the voting power as may be required in the case of a vote
by classes or series, or as may be required by the provisions of the articles of
incorporation have voted in favor of the amendment is:
Shares Outstanding at November 13, 2000: 39,394,426
Shares Voted for the Amendment: 21,050,000 or 53.4%
Shares Voted Against: None
4. This certificate may be executed in any number of counterparts, each of
which shall be deemed an original, but all of which together shall constitute
one and the same instrument.
5. Signatures (Required):
----------------------------------- --------------------------------
David Turik, President Willie Lo, Secretary
