EXHIBIT 3.02(b) AMENDMENT TO THE CERTIFICATE OF LIMITED PARTNERSHIP OF TUDOR FUND FOR EMPLOYEES L.P. The undersigned, desiring to amend Section 4 of the Certificate of Limited Partnership (the "Certificate") of Tudor Fund For Employees L.P. (the "Partnership"), pursuant to the provisions of the Delaware Revised Uniform Limited Partnership Act, Title 6 Delaware Code, Subtitle II, Chapter 17, 17-101 et seq. (the "Act"), does hereby certify, pursuant to Section 17-202 of the Act, that the Certificate shall, and hereby is, amended as follows. 4. General Partner. The name and business and mailing address of the general partner of the Partnership is: Second Management LLC, One Liberty Plaza, 51st Floor, New York, New York 10006. This Amendment was duly executed in accordance with, and is being filed pursuant to, Section 17-202 of the Act. IN WITNESS WHEREOF, the undersigned, has executed this Amendment on the 14th day of May, 1996. TUDOR FUND FOR EMPLOYEES L.P. -1- By: SECOND MANAGEMENT LLC General Partner By:______________________________ Andrew S. Paul Vice President -2-