EXHIBIT 4.7

                            CERTIFICATE OF AMENDMENT
                                       TO
                          CERTIFICATE OF INCORPORATION
                                       OF
                            KCS ENERGY SERVICES, INC.


KCS Energy Services, Inc., a corporation organized and existing under the
General Corporation Law of the State of Delaware (the "Corporation") does hereby
certify that provision for the making of the following amendment to the
Certificate of Incorporation of the Corporation is contained in an Order (the
"Order") dated January 30, 2001 of the United States Bankruptcy Court for the
District of Delaware (the "Bankruptcy Court") in In re KCS Energy, Inc., et al.,
Debtors, Case No. 00-0028 (PJW) and Case Nos. 00-0310 (PJW) through  00-0318
(PJW) confirming the KCS Energy, Inc. et al., Debtors Chapter 11 Plan of
Reorganization:

                  A new Article 13 is hereby added to the end of the Certificate
                  of Incorporation:

         "13.     Notwithstanding anything contained in this Certificate of
                  Incorporation to the contrary, the Corporation shall not
                  authorize or issue any non-voting equity securities or
                  authorize or issue any classes of securities possessing voting
                  power, in either case without complying with the provisions of
                  Title 11 United States Code Section 1123(a)(6)."

                  The undersigned persons certify that, pursuant to the Order of
the Bankruptcy Court, the Corporation, this 2nd day of February, 2001, has
caused this Certificate of Amendment to be signed by its President and attested
by its Secretary, and affirm that the statements contained herein are true.

ATTEST:                                          KCS ENERGY SERVICES, INC.


/s/ Frederick Dwyer                              /s/ Harry Lee Stout
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Frederick Dwyer, Secretary                       Harry Lee Stout, President