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EXHIBIT 4.4
CERTIFICATE OF AMENDMENT
TO
CERTIFICATE OF INCORPORATION
OF
ILLINOIS SUPERCONDUCTOR CORPORATION
ILLINOIS SUPERCONDUCTOR CORPORATION, a corporation organized and
existing under and by virtue of the General Corporation Law of the State of
Delaware (the "Corporation"), does hereby certify:
1. That, at a meeting held on March 15, 2000 in accordance with Section
141(b) of the General Corporation Law of the State of Delaware, the
Board of Directors of the Corporation adopted a resolution setting
forth the proposed Amendment to Certificate of Incorporation set forth
below (the "Amendment"), declaring its advisability, and submitting it
to the stockholders entitled to vote in respect thereof.
RESOLVED, that the first sentence of Article 4, Section 4.1 of
the Certificate of Incorporation, as amended, of the Corporation is
hereby amended in its entirety to read as follows:
"The total number of shares of all classes of stock which the
Corporation shall have authority to issue is Two Hundred Fifty
Million, Three Hundred Thousand (250,300,000), of which Two
Hundred Fifty Million (250,000,000) shares are of a class
designated "Common Stock" (referred to in this certificate as
"Common"), and Three Hundred Thousand (300,000) shares are of
a class designated "Preferred Stock" (referred to in this
certificate as "Preferred") all with a par value of $.001."
2. That, an annual meeting of stockholders was duly called and held on
July 18, 2000, upon written notice in accordance with Section 222 of
the General Corporation Law of the State of Delaware, at which meeting
the holders of a majority of the outstanding stock entitled to vote
thereon, and a majority of the outstanding stock of each class entitled
to vote thereon as a class, voted in favor of the adoption of the
Amendment.
3. That the Amendment has been duly adopted in accordance with Section 242
of the General Corporation Law of the State of Delaware.
IN WITNESS WHEREOF, the Corporation has caused this Certificate of
Amendment to Certificate of Incorporation to be signed by its Chief Executive
Officer and attested by its Secretary, all on July 18, 2000.
ILLINOIS SUPERCONDUCTOR CORPORATION
By: GEORGE CALHOUN
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George C. Calhoun
Chief Executive Officer
CYNTHIA QUIGLEY
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Cynthia Quigley
Secretary
