Exhibit 3.2
CERTIFICATE OF AMENDMENT
OF THE
CERTIFICATE OF INCORPORATION
OF
CURTICE-BURNS FOODS, INC.
Under Section 805 of the Business Corporation Law
The undersigned, being respectively the President and Secretary of
CURTICE-BURNS FOODS, INC. (the "Corporation"), hereby certify:
1. The name of the Corporation is CURTICE-BURNS FOODS, INC. The name under
which it was formed is CURTICE-BURNS, INC.
2. The Certificate of Incorporation was filed by the Department of State on
January 16, 1961.
3. The Certificate of Incorporation, as now in full force and effect, is
hereby amended to effect the following change as authorized by Section 801 of
the Business Corporation Law:
To change the name of the Corporation from CURTICE-BURNS FOODS,
INC. to AGRILINK FOODS, INC. The Paragraph designated "1" in the
Certificate of Incorporation is hereby amended to read in its entirety
as follows:
1. The name of the corporation is AGRILINK FOODS, INC.
4. This Amendment to the Certificate of Incorporation was authorized by
vote of the Board of Directors followed by vote of the holders of a majority of
all outstanding shares entitled to vote thereon at a meeting of Shareholders.
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IN WITNESS WHEREOF, we have signed this Certificate of Amendment this
12th day of September, 1997 and hereby affirm the truth of the statements
contained herein under penalty of perjury.
/s/ Dennis M. Mullen, President
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/S/ William D. Rice, Secretary
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