STATE OF DELAWARE
                            CERTIFICATE OF AMENDMENT
                          OF CERTIFICATE OF INFORMATION

                          FORTUNE PETROLEUM CORPORATION
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a  corporation  organized  and  existing  under  and by  virtue  of the  General
Corporation Law of the State of Delaware.
DOES HEREBY CERTIFY:

FIRST:  That at a  meeting  of the  board  of  Directors  of  FORTUNE  PETROLEUM
CORPORATION  resolutions were duly adopted setting forth a proposed amendment of
the Certificate of Incorporation of said  corporation,  declaring said amendment
to be advisable and calling a meeting of the  stockholders  of said  corporation
for consideration  thereof.  The resolution setting forth the proposed amendment
is as follows:

RESOLVED,  that the Certificate of Information of this corporation be amended by
changing the Article  thereof  numbered " I " so that, as amended,  said Article
shall be and read as follows:

      THE NAME OF THE CORPORATION IS FORTUNE NATURAL RESOURCES CORPORATION
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SECOND:  That thereafter,  pursuant to resolution of its Board of Directors,  an
annual meeting of the  stockholders of said corporation was duly called and held
upon notice in accordance with Section 222 of the General Corporation Law of the
State of Delaware at which meeting the necessary number of shares as required by
statute were voted in favor of the amendment.

THIRD: That said amendment was duly adopted in accordance with the provisions of
Section 242 of the General Corporation Law of the State of Delaware.

FOURTH:  That the capital of said  corporation  shall not be reduced under or by
reason of said amendment.

IN WITNESS WHEREOF, said             CORPORATION
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has caused this certificate to be signed by


             DEAN W. DRULIAS              , an Authorized Officer,
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This 1st day of July, 1997.

                                               By:   /s/ Dean W. Drulias 
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                                                     Dean W. Drulias
                                                     Secretary