REDDI BRAKE SUPPLY CORPORATION
CERTIFICATE OF AMENDMENT OF
CERTIFICATE OF DESIGNATION OF
CLASS B PREFERRED STOCK
Nevada Revised Statutes Section 78.1955
The undersigned, being the President and the Secretary of
Reddi Brake Supply Corporation, a Nevada corporation (the
"Company"), do hereby certify that:
1. The original Certificate of Designation (the "Certificate of
Designation") of the Company's authorized preferred stock
designated as Class B Preferred Stock (the "Class B Preferred
Stock") was filed in the Office of the Nevada Secretary of State
on March 25, 1996 and amended by the filing of amendments to the
Certificate of Designation filed on March 25, 1996, April 23,
1996 and May 8, 1996.
2. The Board of Directors of the Company, pursuant to the
authority granted in Article IV of the Company's Articles of
Incorporation, as amended, and pursuant to the terms of the Class
B Preferred Stock, as amended, has adopted a resolution further
amending the Certificate of Designation.
Paragraph C. 4, Automatic Conversion, shall be amended
to read as follows:
(a) Automatic Conversion. Each share of Class B Preferred Stock
outstanding on December 31, 1997 automatically shall be converted
into Common Stock at a rate of 262.917 shares of Common Stock for
each outstanding share of Class B Preferred Stock. . The
conversion rate under this paragraph includes any and all accrued
dividends.
3. The effective date of this amendment to the Class B
Preferred Stock shall be December 15, 1997.
4. As of the effective date and as of the execution date of
this Certificate of Amendment, 60,000 shares of Class B Preferred
Stock have been issued and the above resolution has been approved
by a unanimous written consent of the Class B Preferred Stock
holders pursuant to the terms of paragraph F of the original
Class B Preferred Stock designation.
DATED this 28th day of September, 2000
/s/ John Chymboryk, President /s/ Kip Eardley, Secretary
State of Utah )
:ss.
County of Salt Lake )
On the 28th day of September, 2000 personally appeared
before me, a notary public (or judge or other authorized person,
as the case may be), duly commissioned and sworn, John Chymboryk
and Kip Eardley, President and Secretary/Treasurer respectively
of Reddi Brake Supply Corporation, personally known or proven to
me on the basis of satisfactory evidence to be the person whose
name is subscribed to the foregoing instrument and who
acknowledged that they executed the instrument.
IN WITNESS WHEREOF, I have executed this notary and affixed
my official seal.
NOTARY SEAL
/s/ Cletha Walstrand
NOTARY PUBLIC
My Commission Expires: 3-4-02
