EXHIBIT 4.6


                            CERTIFICATE OF AMENDMENT
                                       OF
                              AMENDED AND RESTATED
                            ARTICLES OF INCORPORATION
                                       OF
                 ADVANCED REMOTE COMMUNICATIONS SOLUTIONS, INC.

The undersigned certify that:

1. They are the  president  and  secretary,  respectively,  of  Advanced  Remote
Communications Solutions, Inc., a California corporation.

2.  Article I of the Amended and  Restated  Articles  of  Incorporation  of this
corporation is amended to read as follows:

                                    ARTICLE I

The name of this corporation is Advanced Remote Communication Solutions, Inc.

3. The foregoing amendment of the Amended and Restated Articles of Incorporation
has been duly approved by the board of directors of the corporation.

4. The foregoing amendment of the Amended and Restated Articles of Incorporation
has been duly approved by the required vote of  shareholders  of the corporation
in accordance with Section 902,  California  Corporations Code. The total number
of outstanding  shares of the  corporation  is 18,852,508.  The number of shares
voting in favor of the  amendment  equaled or exceeded  the vote  required.  The
percentage vote required was more than 50%.

We further  declare  under  penalty  of  perjury  under the laws of the State of
California  that the matters set forth in this  Certificate are true and correct
of our own knowledge.


Dated:  May  15, 2000                     /s/ Michael L. Silverman
                                          Michael L. Silverman, President


                                          /s/ Dean Kernus
                                          Dean Kernus, Secretary