STATE OF DELAWARE
SECRETARY OF STATE
DIVISION OF CORPORATIONS
FILED 09:00 AM 05/02/1997
971144376 - 2292006
STATE OF DELAWARE
CERTIFICATE OF AMENDMENT OF
CERTIFICATE OF INCORPORATION
OF
HIGHLAND RESOURCES, INC.
HIGHLAND RESOURCES, INC., a corporation organized and existing under and by virtue of the General
Corporation Law of the State of Delaware, DOES HEREBY CERTIFY:
FIRST: That the Board of Directors of said corporation, by unanimous written consent pursuant to Section 141
of the General Corporation Law of the State of Delaware, duly adopted resolutions setting forth proposed
amendments of the Certificate of Incorporation of said corporation, declaring said amendments to be advisable
and submitting the amendments to the stockholders of said corporation for consideration thereof. The resolutions
setting forth the proposed amendments are as follows:
RESOLVED, that the Certificate of Incorporation of this corporation be amended by changing the Article thereof
numbered "FOURTH" so that, as amended, said Article shall be and read as follows:
ARTICLE FOURTH
CAPITAL
The aggregate number of shares of stock which the corporation shall have authority to issue is twenty-five million,
which are divided into five million shares of Preferred Stock of a par value of one mil ($0.001) each and twenty
million shares of Common Stock of a par value of one mil ($0.001) each, which shares of stock may be issued
from time to time in one or more classes or one or more series within any class thereof, in any manner permitted
by law, as determined from time to time by the Board of Directors, and stated in the resolution or resolution
providing for the issuance of such shares adopted by the Board of Directors pursuant to authority hereby vested
in it, each class or series to be appropriately designated, prior to the issuance of any shares thereof, by some
distinguishing letter, number, designation or title. All shares of stock in such classes or series may be issued for
such consideration and