SOCIAL ENGAGEMENTS INTERNATIONAL INC
10SB12G/A, EX-3.I.2, 2000-06-06
NON-OPERATING ESTABLISHMENTS
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                                                                       EXHIBIT 2

                                   CERTIFICATE
                       AMENDING ARTICLES OF INCORPORATION
                                       OF
                     SOCIAL ENGAGEMENTS INTERNATIONAL, INC.

         The undersigned, being the President and Secretary of SOCIAL
ENGAGEMENTS INTERNATIONAL, INC., a Nevada 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 SOCIAL ENGAGEMENTS INTERNATIONAL, INC. were filed with the
Secretary of State of Nevada on the 3rd day of March, 1997. The undersigned
further certifies that ARTICLE FOURTH of the original Articles of Incorporation
filed on the 3rd day of March, 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 Nevada.


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


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

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