CERTIFICATE OF AMENDMENT
CERTIFICATE OF INCORPORATION
Pursuant to Sections 14A:9-2(4) and 14A:9-4(3) of the New Jersey Business Corporation Act
The undersigned, on behalf of Worlds Inc. ("Corporation"), a New Jersey corporation, pursuant to the provisions
of Sections 14A:9-2(4) and 14A:9-4(3) of the New Jersey Business Corporations Act, hereby certifies:
1. The name of the Corporation is Worlds Inc.
2. The Certificate of Incorporation of the Corporation is hereby amended by deleting Article FIRST in its entirety
and by substituting the following new Article FIRST in lieu thereof:
FIRST: The name of the corporation is Worlds.com Inc. (hereinafter sometimes called the "Corporation").
3. The Certificate of Incorporation of the Corporation is also amended by deleting Article FOURTH in its
entirety and by substituting the following new Article FOURTH in lieu thereof:
FOURTH: The total authorized capital stock of this corporation is 65,000,000 shares of common stock, par
value $.001 per share.
4. The Certificate of Incorporation of the Corporation is further amended by adding the following new ARTICLE
EIGHTH: A director or officer shall not be personally liable to the Corporation or its shareholders for damages
for breach of any duty owed to the Corporation or its shareholders, except that such provision shall not relieve a
director or officer from liability for any breach of duty based upon an act or omission (a) in breach of such
person's duty of loyalty to the Corporation or its shareholders, (b) not in good faith or involving a knowing
violation of law or (c) resulting in receipt by such person of an improper personal benefit. As used in this
paragraph, an act or omission in breach of a person's duty of loyalty means an act or omission which that person
knows or believes to be contrary to the best interests of the Corporation or its shareholders in
connection with a matter in which he has a material conflict of interest.
5. These ame