CERTIFICATE OF AMENDMENT
OF
CERTIFICATE OF INCORPORATION
OF
AMALGAMATED ENTERTAINMENT, INC.
Amalgamated Entertainment Inc., a corporation organized and existing
under and by virtue of the General Corporation Law of the State of Delaware.
DOES HEREBY CERTIFY:
FIRST: The name of the Corporation is Amalgamated Entertainment, Inc.
SECOND: The following amendments were adopted by the Board of Directors
and persons owning in excess of 92% of the outstanding voting securities of the
Corporation, in the manner prescribed by Sections 141.228 and 242 of the General
Corporation Law of the State of Delaware and pursuant to an Information
Statement mailed to all stockholders of record on November 4, 1999:
1. Name The name of this corporation is MegaMedia Networks, Inc.
4. Number of Shares. The number of common shares this
Corporation shall be authorized to issue is 50,000,000 shares
of $0.01 par value common stock. The remaining provisions of
this paragraph shall remain the same.
Such amendments shall take effect on the date of filing of this Certificate of
Amendment with the Secretary of State of the State of Delaware.
THIRD: This amendment does not provide for any exchange,
reclassification or cancellation of issued shares.
FOURTH: This amendment does effect a change in the stated capital of
the Corporation from $250,000 to $500,000.
IN WITNESS WHEREOF, Amalgamated Entertainment, Inc. has caused this
Certificate to be signed by William A. Mobley, Jr., its sole director, President
and Secretary, this 26th day of November, 1999.
AMALGAMATED ENTERTAINMENT, INC.
By:/s/ William A. Mobley, Jr.
--------------------------------
William A. Mobley, Jr.
Sole Director, President and Secretary