ARTICLES OF AMENDMENT
                                     TO THE
                            ARTICLES OF INCORPORATION

     Pursuant to the provisions of the Colorado Business Corporation Act, the
undersigned Corporation adopts the following Articles of Amendment to its
Articles of Incorporation:

     FIRST:    The name of the Corporation is JONES INTERNATIONAL NETWORKS, LTD.

     SECOND:   The following amendment was adopted by the shareholders of the
               Corporation on December 21, 2000, and the number of votes cast
               for the amendment by each voting group entitled to vote
               separately on the amendment was sufficient for approval by that
               voting group:

               Article I of the Articles of Incorporation of the Corporation
               shall be amended by striking out and eliminating the existing
               text thereof in its entirety and substituting the following in
               its place:

                                   "ARTICLE I

                    The name of the corporation is Jones Media Networks, Ltd.
               (the "Corporation")."

     THIRD:    The manner, if not set forth in such amendment, in which any
               exchange, reclassification, or cancellation of issued shares
               provided for in the amendment shall be effected, is as follows:

               No change.


                                       JONES INTERNATIONAL NETWORKS, LTD.

                                       By: /s/ Lorri Ellis
                                          --------------------------
                                          Lorri Ellis
                                          Corporate Secretary