CYPRESS FINANCIAL SERVICES INC
8-K, EX-4.3, 2000-08-29
FINANCE SERVICES
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                                                                     EXHIBIT 4.3
                                                                     -----------
                           CERTIFICATE OF AMENDMENT
                                      OF
                           ARTICLES OF INCORPORATION
                                      OF
                       CYPRESS FINANCIAL SERVICES, INC.
                             a Nevada corporation

     John Hindman and Michael B. Jeffers certify that:

        1.  They are the duly elected and acting Interim Chief Executive Officer
and the Secretary, respectively, of Cypress Financial Services, Inc., a Nevada
corporation (the "Corporation").

        2.  The Articles of Incorporation are hereby amended by striking out
Article I and by substituting in lieu of said Article I the following new
Article I:

        "The name of the corporation is RevCare, Inc."


        3.  The Articles of Incorporation are hereby further amended by striking
out Section 1 of Article IV thereof and by substituting in lieu of said Section
1 the following new Section 1:

        "Section 1. The total number of shares of capital stock that the
        corporation shall have authority to issue is 55,000,000 shares,
        consisting of 50,000,000 shares of Common Stock, $0.001 par value, and
        5,000,000 shares of Preferred Stock, $0.001 par value."


        4.  The amendments of the Articles of Incorporation herein certified
have been duly adopted and approved by unanimous written consent of the
Corporation's Board of Directors, in accordance with the provisions of Sections
78.315, 78.385 and 78.390 of the Nevada General Corporation Law ("NGCL").

        5.  The amendments of the Articles of Incorporation herein certified
have been approved by the required vote of stockholders in accordance with
Sections 78.320 and 78.390 of the NGCL. There are two classes of shares of the
Corporation, the Preferred Stock of which 345,000 shares of Series A Preferred
Stock are outstanding and the Common Stock of which 6,526,911 shares are
outstanding. The number of shares voting in favor of the amendment was at least
a majority of each class of stock outstanding and entitled to vote thereon.
<PAGE>

     On the date set forth below, the undersigned do hereby declare under the
penalty of perjury that they signed the foregoing certificate in the official
capacity set forth beneath their signatures, and that the statements set forth
in said certificate are true of their own knowledge.

May 30, 2000.

                                 /s/ John Hindman
                                 _____________________________________________
                                 John Hindman, Interim Chief Executive Officer


                                 /s/ Michael B. Jeffers
                                 _____________________________________________
                                 Michael B. Jeffers, Secretary


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