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EXHIBIT 3.4
CERTIFICATE OF CORRECTION
TO THE
CERTIFICATE OF AMENDMENT
OF
CERTIFICATE OF INCORPORATION
OF
LAMAR ADVERTISING COMPANY
FILED IN THE OFFICE OF THE SECRETARY OF STATE
OF DELAWARE ON MAY 25, 2000
Pursuant to Section 103(f) of the Delaware General Corporation Law (the
"DGCL"), Lamar Advertising Company, a Delaware corporation (the "Corporation")
hereby certifies as follows:
1. The name of the Corporation is Lamar Advertising Company.
2. That a Certificate of Amendment of the Certificate of
Incorporation of the Corporation (the "Certificate") was filed
by the Secretary of State of Delaware on May 25, 2000 and that
said Certificate requires correction as permitted by Section
103(f) of the DGCL.
3. The inaccuracy or defect to be corrected in said Certificate
is as follows: Subsection (4) of the first paragraph of
ARTICLE FOURTH of the said Certificate mistakenly omitted the
designation of 5,720 shares of the Corporation's Preferred
Stock as Series AA Preferred Stock.
4. Subsection (4) of the first paragraph of ARTICLE FOURTH of the
Certificate is corrected to read in its entirety as follows:
(4) One million (1,000,000) shares of undesignated
Preferred Stock, $0.001 par value per share, of which
5,720 shares shall be Series AA Preferred Stock.
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IN WITNESS WHEREOF, the Corporation has caused this Certificate of
Correction to be signed by its President this 8th day of November, 2000.
LAMAR ADVERTISING COMPANY
By: /s/ Kevin P. Reilly, Jr.
-------------------------------------
Kevin P. Reilly, Jr.
President and Chief Executive Officer
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