EXHIBIT 3.1 CERTIFICATE OF AMENDMENT TO RESTATED CERTIFICATE OF INCORPORATION OF PRIMESTAR, INC. PRIMESTAR, Inc., a corporation organized under the General Corporation Law of the State of Delaware (the "GCL"), for the purpose of amending its Restated Certificate of Incorporation pursuant to Section 242 of the GCL, hereby certifies that Article I of the Restated Certificate of Incorporation is amended to read in its entirety as follows: ARTICLE I Name. The name of the Corporation is Phoenixstar, Inc. ---- IN WITNESS WHEREOF, the corporation has caused this Certificate of Amendment to be duly executed the 29th day of April, 1999. PRIMESTAR, INC. By: /s/ KENNETH G. CARROLL ------------------------------ Name: Kenneth G. Carroll Title: Senior Vice President and Chief Financial Officer