AMENDED AND RESTATED CERTIFICATE OF DESIGNATION
SERIES B PREFERRED STOCK
CONTINENTAL SOUTHERN RESOURCES, INC.
Continental Southern Resources, Inc., a Nevada corporation (the "Corporation"), does hereby certify that the
holders of the Corporation's Series B Preferred Stock have approved the following resolution of the Board of
Directors of the Corporation to amend and restate the Certificate of Designation of Series B Preferred Stock to
provide in its entirety as set forth below in accordance with and as required by the provisions of Section 78.1955
of the Nevada Revised Statutes.
RESOLVED, that the Corporation hereby amends and restates the Certificate of Designation of the Series B
Preferred Stock to provide in its entirety as follows:
FIRST: Of the 10,000,000 shares of Preferred Stock, par value $0.001 per share, authorized to be issued by the
Corporation, 500,000 shares are hereby designated as "Series B Preferred Stock." The rights, preference,
privileges and restrictions granted to and imposed upon the Series B Preferred Stock are as set forth below:
1. Definitions. For purposes of this resolution, the following definitions shall apply:
a) "Board" shall mean the Board of Directors of the Corporation.
b) "Common Stock" shall mean the Common Stock, $0.001 par value per share, of the Corporation.
c) "Common Stock Dividend" shall mean a stock dividend declared and paid on the Common Stock that is
payable in shares of Common Stock.
d) "Distribution" shall mean the transfer of cash or property by the Corporation to one or more of its stockholders
without consideration regardless of whether such transfer is in the form of a dividend or otherwise (except a
dividend in shares of Corporation's stock), but not including Permitted Repurchases (as defined below).
e) "Dividend Rate" shall mean $8.00 per share which is eight percent (8%) of the Original Issue Price (as defined
below) per share per annum for the Series B Preferred Stock (as defined below).