CERTIFICATE OF AMENDMENT
                    TO THE RESTATED ARTICLES OF INCORPORATION
                                 OF NEXMED, INC.


NexMed, Inc., a corporation organized under the laws of the State of Nevada, by
its president & secretary does hereby certify:

        1.    That the Board of Directors of said corporation at a meeting duly
              convened and held on the 19th day of June 2000, passed resolutions
              declaring that the following changes and amendments in the Amended
              and Restated Articles of Incorporation are advisable.

                    Resolved that the Fifth Article of the Company's Amended and
                    Restated Articles of Incorporation shall be amended to read
                    as follows:

                    The total number of all classes of stock which the
                    Corporation shall have authority to issue is ninety million
                    (90,000,000), consisting of eighty million (80,000,000)
                    shares of common stock, par value one-tenth of one cent
                    ($0.001) per share (the "Common Stock") and then ten million
                    (10,000,000) shares of preferred stock, par value one-tenth
                    of once cent ($0.001) per share (the "Preferred Stock").

        2.    That the number of shares of the corporation and entitled to vote
              an amendment to the Amended and Restated Articles of Incorporation
              was 19,464,048; that the said change and amendment had been
              approved and authorized by stockholders holding at least a
              majority of each class of stock outstanding and entitled to vote
              thereon at the Annual Meeting of Shareholders held on June 19,
              2000.

IN WITNESS WHEREOF, that said NexMed, Inc. has caused this certificate to be
signed by its president and its secretary and its corporate seal to be hereto
affixed this 22nd day of June 2000.


NexMed, Inc.



/s/ Joseph Mo                                                 /s/ Vivian Liu
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Y. Joseph Mo, Ph.D.                                           Vivian Liu
President                                                     Secretary