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EXHIBIT 3.3
CERTIFICATE OF AMENDMENT OF
CERTIFICATE OF INCORPORATION
OF
WALL STREET WEB, INC.
To the Department of the Treasury
State of New Jersey
__________
Wall Street Web, Inc. (hereinafter called the "corporation"), a
corporation organized and existing under and by virtue of the New Jersey
Business Corporation Act, does hereby certify:
1. The name of the corporation is Wall Street Web, Inc.
2. The certificate of incorporation (as amended) of the corporation
authorizes the issuance of 100,000,000 (One Hundred Million) shares of Common
Shares (without par value) and expressly vests in the Board of Directors of the
corporation the authority provided therein to issue any or all of said shares in
one or more series and by resolution or resolutions, the designation, number,
full or limited voting powers, or the denial of voting powers, preferences and
relative, participating optional, and other special rights and the
qualifications, limitations, restrictions and other distinguishing
characteristics of each series to be issued.
3. The Board of Directors of the corporation, pursuant to the
authority expressly vested in it as aforesaid, has adopted the following
resolutions regarding the aggregate number of shares which the corporation shall
have authority to issue:
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RESOLVED, that Article 4 of the Certificate of Incorporation currently
on file in the State of New Jersey shall be amended to authorize the
issuance of 100,000,000 (One Hundred Million) shares of Common Shares
(without par value) and expressly vest in the Board of Directors of the
Corporation the authority provided herein to issue any or all of said
shares in one or more series and by resolution or resolutions, the
designation, number, full or limited voting powers, or the denial of
voting powers, preferences and relative, participating optional, and
other special rights and the qualifications, limitations, restrictions
and other distinguishing characteristics of each series to be issued;
FURTHER RESOLVED, that the Statements contained in the foregoing
Resolutions shall be deemed to be included in and be a part of the
Certificate of Incorporation of the corporation pursuant to the
provisions of Section 14A:7-2 of the New Jersey Business Corporation
Act.
Executed this 22nd day of March, 2000
WALL STREET WEB, INC.
By: /s/ THOMAS M. JONES
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Thomas M. Jones
Assistant Secretary
