Exhibit 3(a)



                          CERTIFICATE OF AMENDMENT

                                     OF

                   RESTATED CERTIFICATE OF INCORPORATION

                                 * * * * *

         Case Receivables II Inc., a corporation organized and existing under
and by virtue of the General Corporation Law of the State of Delaware,

         DOES HEREBY CERTIFY:

         FIRST: That the Board of Directors of said Corporation, by the
unanimous written consent of its members dated February 25, 2000, filed
with the minutes of the Board, adopted a resolution proposing and declaring
advisable the following amendment to the Restated Certificate of
Incorporation of said Corporation:

                  RESOLVED that the Board of Directors hereby declares it
         advisable to amend the Restated Certificate of Incorporation of
         the Corporation effective on the date of filing a Certificate of
         Amendment of Restated Certificate of Incorporation, with the
         Office of the Secretary of State of the State of Delaware, to
         change the name of the Corporation to "CNH Receivables Inc." and,
         for that purpose, to amend "Article I" thereof to read as follows:

                      "The name of the Corporation is CNH Receivables Inc.
                       (herein  sometimes  referred to as the "Corporation")."

                  FURTHER RESOLVED that the aforesaid proposed amendment to
         the Restated Certificate of Incorporation be presented to and
         acted upon by the sole stockholder of the Corporation by written
         consent thereof in lieu of an annual or special meeting called for
         this purpose.

         SECOND: That in lieu of a meeting and vote of stockholders, the
sole stockholder has given unanimous written consent to said amendment in
accordance with the provisions of Section 228 of the General Corporation
Law of the State of Delaware.

         THIRD:  That the aforesaid amendment was duly adopted in accordance
with the  provisions  of Section 242 and 228 of the General Corporation Law
of the State of Delaware.

         FOURTH: That the amendment shall be effective on the date of
filing of this Certificate of Amendment of Restated Certificate of
Incorporation with the Office of the Secretary of State of Delaware.





         IN WITNESS  WHEREOF, Case Receivables II Inc. has caused this
certificate to be signed by Kevin J. Hallagan, its Vice President and
Secretary, and attested by Marsha J. Eberhardt, an Assistant Secretary,
this 2nd day of March, 2000.


                                            Case Receivables II Inc.


                                   By:      /s/ Kevin J. Hallagan
                                            ----------------------------
                                            Kevin J. Hallagan
                                            Vice President and Secretary


ATTEST:



By:      /s/ Marsha J. Eberhardt
         -----------------------
         Marsha J. Eberhardt
         Assistant Secretary