ARTICLES OF AMENDMENT
TO THE ARTICLES OF INCORPORATION
SCORES HOLDING COMPANY, INC.
To the Division of Corporations and Commercial Code State of Utah
Pursuant to the provisions of Sections 16-10a-1002 and 16-10a-1006 of the Utah Revised Business
Corporation Act (the "Act"), the board of directors of the corporation hereinafter named (the "corporation") do
hereby adopt the following Articles of Amendment. Shares have been issued but shareholder action was not
1. The name of the corporation is SCORES HOLDING COMPANY, INC.
2. Article 4, Capitalization of the Articles of Incorporation of the corporation is hereby amended so as henceforth
to read as follows:
"ARTICLE 4 - CAPITALIZATION"
All issued and outstanding shares of Common Stock, par value $.001 per share, ("Old Common Stock"),
outstanding as of the close of business on December 30, 2003 (""Effective Date") shall be converted on the basis
of a five to one reverse stock split. On the Effective Date, automatically without any action on the part of the
holder of the Old Common Stock each five (5) shares of Common Stock, per par value $.001 per share shall be
converted into one (1) share of Common Stock ("New Common Stock"). Each holder of a certificate or
certificates which immediately prior to the Effective Date represented outstanding shares of Old Common Stock
shall, from and after the Effective Date, be entitled to receive a certificate or certificates representing the shares of
New Common Stock into which the shares of Old Common Stock are reclassified under the terms hereof. Each
holder entitled to a fractional share of New Common Stock shall receive one (1) whole share of New Common
Stock instead. Prior to the Effective Date, there are 44,120,821 shares of issued and outstanding shares of Old
Common Stock. On the Effective Date, there will be 8,824,165 issued and outstanding shares of New Common
The total number of shares of all classes of stock which the Corporation shall have authority t