Jack Cooper CT Services S-4 Registration of securities issued in business combination transactions

Exhibit 3.3.2

CERTIFICATE OF AMENDMENT

OF

CERTIFICATE OF INCORPORATION

LRD, 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 the unanimous written consent of its members, filed with the minutes of the board, adopted a resolution proposing and declaring advisable the following amendment to the Certificate of Incorporation of said corporation:

RESOLVED, that the Certificate of Incorporation of LRD, INC. be amended by changing the FIRST Article thereof so that, as amended, said Article shall be and read as follows:

“FIRST:     The name of the corporation is AUTO HANDLING CORPORATION.”

SECOND:      That in lieu of a meeting and vote of stockholders, the stockholders have given unanimous written consent to said amendment in accordance with the provisions of Section 228 of The General Corporation Law of the State of Delaware.

THIRD:      That the aforesaid amendment was duly adopted in accordance with the applicable provisions of Sections 242 and 228 of The General Corporation Law of the State of Delaware.

IN WITNESS WHEREOF, said LRD, INC. has caused this certificate to be signed by G. Marvin Tebow, its Vice President, and attested by J. Terrence Pansza, its Secretary, this 10th day of January, 1979.

		LRD, INC.
		By	/s/ G. Marvin Tebow
ATTEST:
By	/s/ J. Terrence Pansza