Exhibit 3


               CERTIFICATE OF AMENDMENT TO RESTATED ARTICLES
                     OF INCORPORATION, AS AMENDED, OF
                         WESTERN RESOURCES, INC.



     We, David C. Wittig, Chairman of the Board, President, and Chief Executive
Officer, and Richard D. Terrill, Executive Vice President, General Counsel and
Corporate Secretary of Western Resources, Inc., a corporation organized and
existing under the laws of the State of Kansas, do hereby certify that at a
meeting of the Board of Directors of said corporation, the board adopted
resolutions setting forth the following amendment to the Restated Articles of
Incorporation and declaring its advisability:

         The first paragraph of Article VI to be amended and read as follows:

         The amount of capital stock of this Corporation shall be 160,600,000
          shares of which 150,000,000 shares is Common Stock of the par value of
         Five Dollars ($5.00) each, 4,000,000 shares is Preference Stock
         without par value, 600,000 shares is preferred stock of the par value
         of One Hundred Dollars ($100) each and 6,000,000 shares is preferred
         stock without par value, all such preferred stock being termed
         'Preferred Stock.'

     We further certify that thereafter, pursuant to said resolution, and in
accordance with the by-laws of the corporation and the laws of the State of
Kansas, pursuant to notice and in accordance with the statutes of the State of
Kansas, the shareholders at a meeting duly convened considered the proposed
amendment.

     We further certify that at the annual meeting of shareholders held on June
30, 1999, a majority of common and preferred shares together entitled to vote,
voted in favor of the proposed amendment.

     We further certify that the amendment was duly adopted in accordance with
the provision of K.S.A. 17-6602, as amended.


     We further certify that the capital of said corporation will not be reduced
under or by reason of said amendment.

     IN WITNESS WHEREOF, we have hereunto set our hands and affixed the seal of
said corporation the 21st day of July, 1999.



                                          /s/ David C. Witig
                                          David C. Wittig
                                          Chairman of the Board, President
                                          and Chief Executive Officer



                                          /s/ Richard D. Terrill
                                          Richard D. Terrill
                                          Executive Vice President,
                                          General Counsel and
                                          Corporate Secretary



State of Kansas   )
                  )  ss.
County of Shawnee )

     Be it remembered that before me, a Notary Public in and for the aforesaid
county and state, personally appeared David C. Wittig, Chairman of the Board,
President, and Chief Executive Officer,  and Richard D. Terrill, Executive Vice
President, General Counsel and Corporate Secretary of the corporation named in
this document, who are known to me to be the same persons who executed the
foregoing certificate and duly acknowledge that execution of the same this 21st
day of July, 1999.



                              /s/ Merilee K. Martin
                              Notary Public