CERTIFICATE OF AMENDMENT
OF THE CERTIFICATE OF INCORPORATION
COLONIAL COMMERCIAL CORP.
Under Section 805 of the Business Corporation law ******** WE, THE UNDERSIGNED, being the
President and an Assistant Secretary of Colonial Commercial hereby certify:
1. The name of the corporation is Colonial Commercial Corp.
2. The certificate of incorporation of said corporation was filed by the Department of State on the 28th day of
3. a. The certificate of incorporation is amended to increase the number of shares authorized to be issued by the
corporation to 22,468,860 shares.
b. To effect the foregoing, Article FOURTH (a) relating to the authorized shares of the corporation is amended to
read as follows:
FOURTH: (a) The aggregate number of shares which the Corporation shall have the authority to issue is twenty
two million four hundred sixty eight thousand, eight hundred sixty divided into the following classes:
4. The amendment was authorized by the vote of a majority of all the outstanding shares entitled to vote at a
meeting of the shareholders held on January 13, 1998.
IN WITNESS WHEREOF, said Colonial Commercial Corp., has caused this certificate to be signed by its
President, and its Secretary, this 13th day of January, 1998.
Colonial Commercial Corp.
BY: __________________________ , President
of Par Value
Shares Class Per Share
------ ----- ---------
20,000,000 Common Stock $.05
2,468,860 Convertible Preferred Stock $.05