UNITED SERVICES ADVISORS, INC.
                              AMENDMENT TO BY-LAWS

     The By-Laws of the Corporation are hereby amended by action of the Board of
Directors at a meeting held May 10, 1996.

     ARTICLE III DIRECTORS, Section 1.1 will be deleted.

     ARTICLE III DIRECTORS, Section 6.1 will be amended to read as follows:

     Section 6.1 There shall be at least 4 meetings of the Board of Directors of
     the  Corporation  annually and inasmuch as  reasonably  possible,  one such
     meeting during each of its fiscal quarters.

     ARTICLE III DIRECTORS, Section 8.1 shall be amended to read as follows:

     Section 8.1 A quorum of a meeting of each of the Board of Directors and the
     audit or  remuneration  committee  of the  Corporation  shall  consist of a
     majority of the  directors  then  forming part of the Board of Directors or
     such committee, respectively.

     ARTICLE III DIRECTORS, Section 9.1 shall be deleted.

     ARTICLE III DIRECTORS, a Section 12 shall be amended to read as follows:

     Section 12. BOOKS OF ACCOUNT AND RECORDS.  The books of account and records
     of the  Corporation  shall be kept and  maintained at all times at the head
     office of the Corporation.

     ARTICLE IV  NOTICES,  Sections  2.1 and 7.1 shall  remain in the Bylaws and
     read as follows:

     Section 2.1 The presence in person or participation by conference call of a
     director at any such  meeting  shall be deemed to be a waiver of notice for
     the meeting,  unless such director objects to the holding of the meeting on
     the basis that same is not regularly held or called.

     Section 7.1 Notices of  convocation  in respect of each  regular or special
     meeting of the Board of Directors or the audit or remuneration committee of
     the  Corporation  shall  be  given  to  each  director  or  member  of such
     committee,  respectively,  at least 25 hours  prior to each  such  meeting,
     containing an agenda for such meeting.

     Amended by action of the Board of Directors at a meeting held May 10, 1996.