NEIGHBORHOOD INVESTMENTS LTD
10SB12G/A, EX-3.I.2, 2000-06-06
NON-OPERATING ESTABLISHMENTS
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                                                                       EXHIBIT 2

                                   CERTIFICATE
                       AMENDING ARTICLES OF INCORPORATION
                                       OF
                          NEIGHBORHOOD INVESTMENT, LTD.


     The undersigned, being the President and Secretary of NEIGHBORHOOD
INVESTMENT, LTD., a Wyoming Corporation, hereby certify that a majority vote of
the Board of Directors and majority vote of the stockholders at a meeting held
on October 20, 1999, it was agreed by unanimous vote that this CERTIFICATE
AMENDING ARTICLES OF INCORPORATION be filed.

     The undersigned further certifies that the original Articles of
Incorporation of NEIGHBORHOOD INVESTMENT, LTD. were filed with the Secretary of
State of Wyoming on the 9th day of April, 1997. The undersigned further
certifies that ARTICLE FOURTH of the original Articles of Incorporation filed on
the 9th day of April, 1997, herein is amended to read as follows:

                                 ARTICLE FOURTH

     That the total number of authorized shares to be issued by the Corporation
is ONE HUNDRED MILLION (100,000,000) common stock with a par value of ONE TENTH
OF A CENT ($.001), no other class of stock shall be authorized.

     The undersigned hereby certify that they have on this 20th day of October,
1999, executed this Certificate Amending the original Articles of Incorporation
heretofore filed with the Secretary of State of Wyoming.

                                   /s/ Daniel Hodges
                                   --------------------------------------
                                   President

                                   /s/ Daniel Hodges
                                   --------------------------------------
                                   Secretary



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