CERTIFICATE OF AMENDMENT
CERTIFICATE OF INCORPORATION
ARIS INDUSTRIES, INC.
(Under Section 805 of the Business Corporation Law)
We, the undersigned, being the President and Assistant Secretary, respectively, of Aris Industries, Inc., hereby
FIRST: The name of the corporation (hereinafter referred to as the "Corporation") is ARIS INDUSTRIES, INC.
SECOND: The Certificate of Incorporation of the Corporation was filed with the Department of State on March
6, 1947 under the name Uniroy of Hempstead, Inc. The Restated Certificate of Incorporation of the Corporation
was filed on June 30, 1993.
THIRD: The amendment of the Certificate of Incorporation of the Corporation effected by this Certificate of
Amendment is to increase the number of shares of common stock, par value $.01 per share, that the Corporation
is authorized to issue, from 50,000,000 to 100,000,000 shares.
FOURTH: To accomplish the foregoing amendment, Article "THIRD" of the Certificate of Incorporation of the
Corporation with respect to capital stock of the Corporation is amended by deleting Paragraphs 1(a) and (b) and
replacing them with the following:
1. The aggregate number of shares of the capital stock which the Corporation shall have authority to issue is One
Hundred Ten Million (110,000,000) shares, consisting of:
(a) One Hundred Million (100,000,000) shares of Common Stock, par value $.01 per share (the "Common
(b) Ten Million (10,000,000) shares of Preferred Stock, par value $.01 per share (the "Preferred Stock").
FIFTH: The foregoing amendment of the Certificate of Incorporation of the Corporation was authorized by the
Board of Directors of the Corporation, at a duly called and convened meeting on April 12, 1999, followed by the
affirmative vote of a majority of all outstanding shares of the Corporation entitled to vote at a duly called and
convened meeting of shareholders on June 17, 1999.
IN WITNESS WHEREOF, we have subscribed this document on the set forth below, and do