INFORMIX CORP
10-Q, EX-3.2, 2000-11-14
PREPACKAGED SOFTWARE
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                                                                 EXHIBIT 3.2 (p)

                             AMENDMENT TO THE BYLAWS

                                       OF

                              INFORMIX CORPORATION

                             a Delaware corporation

          I, Gary Lloyd, as Secretary of INFORMIX CORPORATION, certify that:

          1.        I am the Secretary of INFORMIX CORPORATION, a Delaware
corporation (the "Corporation").

          2.        On September 18, 2000, the Board of Directors of INFORMIX
CORPORATION approved the following amendment to Article III, Section 1 of the
Bylaws of INFORMIX CORPORATION:

                    Section 1. Management. The property, business and affairs of
          the Corporation shall be managed by or under the direction of a Board
          of Directors. The number of Directors of the Corporation (including
          Directors to be elected by the holders of any one or more series of
          Preferred Stock voting separately as a class or classes) shall be six
          (6). As used in these Bylaws, the terms whole Board or whole Board of
          Directors mean the total number of Directors, which the Corporation
          would have if there were no vacancies. In addition to the powers and
          authorities by these Bylaws and the Certificate of Incorporation
          expressly conferred upon it, the Board of Directors may exercise all
          such powers of the Corporation, and do all such lawful acts and things
          as are not by statute or by the Certificate of Incorporation or by
          these Bylaws directed or required to be exercised or done by the
          stockholders.

Effective September 18, 2000                         INFORMIX CORPORATION


                                                     /s/ Gary Lloyd
                                                     -------------------------
                                                     Gary Lloyd, Secretary




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