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Exhibit 3.3
CERTIFICATE OF AMENDMENT
OF
CERTIFICATE OF INCORPORATION
OF
MILLENNIUM CELL INC.
Millennium Cell Inc. (the "Corporation"), a corporation organized and
existing under and by virtue of the General Corporation Law of the State of
Delaware,
DOES HEREBY CERTIFY:
FIRST: The Certificate of Incorporation of the Corporation is hereby amended by
adding the following Article 12 thereto:
"12. The Corporation expressly elects not to be governed
by Section 203 of the Delaware General Corporation Law."
SECOND: The amendment of the Certificate of Incorporation of the Corporation
herein certified has been duly adopted and written consent has been given in
accordance with the provisions of Section 141(f), 228 and 242 of the General
Corporation Law of the State of Delaware.
Signed on July ___, 2000.
-------------------------------------
Stephen S. Tang
President and Chief Executive Officer
