Exhibit 3.2.1
COMARCO, INC.
CERTIFICATE OF AMENDMENT OF BYLAWS
The undersigned, who is the duly elected and acting Secretary of Comarco, Inc., a California corporation (the “Corporation”), does hereby certify that the Bylaws of the Corporation were amended, at a meeting of the Board of Directors of the Corporation held on July 28, 2012, as follows:
| 1) | Section 1(b) of Article IV of the Bylaws of the Corporation was amended and restated to read in its entirety as follows: |
“The exact number of directors shall be seven, until changed as provided in subdivision (a) of this Section.”
| 2) | The foregoing amendment to the Bylaws of the Corporation has not been modified, amended, rescinded, or revoked and remains in full force and effect on the date hereof. |
In Witness Whereof, the undersigned, in her capacity as the Secretary of the Company, has executed this Certificate of Amendment of Bylaws as of August 2, 2012.
/s/ ALISHA K. CHARLTON |
Alisha Charlton, Secretary |