STATE OF DELAWARE
      SECRETARY OF STATE
   DIVISION OF CORPORATIONS
  FILED 09:00 AM 05/24/2001
     010250072 - 2044441

                         SIXTH CERTIFICATE OF AMENDMENT
                                       OF
                    THE RESTATED CERTIFICATE OF INCORPORATION
                                       OF
                           AMERIHOST PROPERTIES, INC.


         AMERIHOST PROPERTIES, INC. (the "Corporation"), a corporation organized
and existing  under and by virtue of Title 8, Chapter 1 of the Delaware  Code of
1953, DOES HEREBY CERTIFY:

         FIRST:  The Board of Directors of the Corporation  adopted a resolution
proposing to amend the  Corporation's  Restated  Certificate of Incorporation to
change the name of the Corporation from Amerihost Properties,  Inc. to Arlington
Hospitality, Inc.

         SECOND: At the annual meeting of the shareholders held on May 24, 2001,
upon notice in accordance with Section 222 of the Delaware  General  Corporation
Law, a majority of the outstanding stock was voted in favor of the resolution of
the Board of Directors.

         THIRD: The Restated  Certificate of Incorporation of the Corporation is
hereby  amended  by  deleting  Article  First  of the  Restated  Certificate  of
Incorporation  in its  entirety and  substituting  therefor  the  following  new
Article First:

                                 "Article First

                                      Name
                                      ----

         The name of the Corporation is Arlington Hospitality, Inc."

         FOURTH:  The  foregoing  amendment  has been duly adopted in accordance
with the provisions of Section 242 of the Delaware General Corporation Law.

         IN  WITNESS  WHEREOF,  AMERIHOST  PROPERTIES,   INC.  has  caused  this
Certificate  to be signed by its President  and Secretary  this 24th day of May,
2001

                                               AMERIHOST PROPERTIES, INC.


                                               By: /s/ Michael P. Holtz
                                                  ------------------------------
                                                    Michael P. Holtz, President


                                               ATTEST:


                                               By: /s/ James B. Dale
                                                  ------------------------------
                                                    James B. Dale, Secretary