EXHIBIT 3.3 CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION Pursuant to NRS 78.385 and 78.390 After Issuance of Stock Filed by: BEHMEN GROUP, INC. I, Gary L. Boyd, the President of Behmen Group, Inc., do hereby certify: That the Board of Directors of said corporation at a meeting duly convened, held on the 18th day of April, 1999 adopted a resolution to amend the original Articles of Incorporation as follows: Article I is hereby amended to read as follows: The name of the Corporation is Delta International Mining and Exploring, Inc. The number of shares of the corporation outstanding and entitled to vote on an amendment to the Articles of Incorporation is 2,996,000, that the said change(s) and amendment have been consented to and approved by a majority vote of the stockholders holding at least a majority of each class of stock outstanding and entitled to vote thereon. /s/ Gary L. Boyd Date 4/20/99 - ------------------------------------- ------- Gary L. Boyd, President /s/ Gary L. Boyd Date 4/20/99 - ------------------------------------- ------- Gary L. Boyd, Secretary VERIFICATION STATE OF ARIZONA ) ) SS. COUNTY OF MARICOPA ) I, Rodney R.G. Reedy, a Notary Public, hereby certify that on the 20th day of April, 1999, personally appeared before me Gary L. Boyd, who, being first duly sworn, declared that he was the person who signed the foregoing document as Incorporator and that the statements therein contained were true. My Commission Expires: /s/ -------------------------------------- [Illegible] Notary Public OFFICIAL SEAL [SEAL OMITTED] RODNEY R.G. REEDY NOTARY PUBLIC - STATE OF ARIZONA MARICOPA COUNTY My Comm. Expires March 4, 2001 If any proposed amendment would alter or change any preference or any relative or other right given to any class or series of outstanding shares, then the amendment must be approved by vote, in addition to the affirmative vote otherwise required, the holders of shares representing a majority of the voting power of each class or series affected by the amendment regardless of limitations or restrictions on the voting power thereof. IMPORTANT: failure to include any of the above information and remit the proper fees may cause this filing to be rejected. -2- CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION Pursuant to NRS 78.385 and 78.390 After Issuance of Stock Filed by: DELTA INTERNATIONAL MINING AND EXPLORING, INC. I, Gary L. Boyd, the President of Delta International Mining and Exploring, Inc., do hereby certify: That the Board of Directors of said corporation at a meeting duly convened, held on the 30th day of June, 1999 adopted a resolution to amend the original Articles of Incorporation as follows: Article I is hereby amended to read as follows: The name of the Corporation is Delta International Mining and Exploration, Inc. The number of shares of the corporation outstanding and entitled to vote on an amendment to the Articles of Incorporation is 2,996,000, that the said change(s) and amendment have been consented to and approved by a majority vote of the stockholders holding at least a majority of each class of stock outstanding and entitled to vote thereon. /s/ Gary L. Boyd Date 7/2/99 - ------------------------------------- ------ Gary L. Boyd, President /s/ Gary L. Boyd Date 7/2/99 - ------------------------------------- ------ Gary L. Boyd, Secretary VERIFICATION STATE OF ARIZONA ) ) SS. COUNTY OF MARICOPA ) I, Pat Maciejewski, a Notary Public, hereby certify that on the 2nd day of July, 1999, personally appeared before me Gary L. Boyd, who, being first duly sworn, declared that he was the person who signed the foregoing document as Incorporator and that the statements therein contained are true. My Commission Expires: /s/ Pat Maciejewski ------------------------------------- Notary Public -3- OFFICIAL SEAL [SEAL OMITTED] PAT MACIEJEWSKI NOTARY PUBLIC - STATE OF ARIZONA MARICOPA COUNTY My Comm. Expires [Illegible] If any proposed amendment would alter or change any preference or any relative or other right given to any class or series of outstanding shares, then the amendment must be approved by vote, in addition to the affirmative vote otherwise required, the holders of shares representing the majority of the voting power of each class or series affected by the amendment regardless of limitations or restrictions on the voting power thereof. IMPORTANT: failure to include any of the above information and remit the proper fees may cause this filing to be rejected. -4- CERTIFICATE OF AMENDMENT OF THE ARTICLES OF INCORPORATION OF DELTA INTERNATIONAL MINING & EXPLORATION, INC. Pursuant to the provisions of sections 78.385 and 78.390 of the Nevada Revised Statutes, this Certificate of Amendment of the Articles of Incorporation of Delta International Mining & Exploration, Inc., a Nevada corporation (the "Corporation"), is hereby adopted: 1. The name of the Corporation is Delta International Mining & Exploration, Inc. 2. The amendment adopted hereby amends Article IV, Section 1 of the Corporation's Articles of Incorporation to read as follows: "ARTICLE IV 1. Number of Shares. The aggregate number of capital stock shares which the Corporation shall have authority to issue is 105 million shares, of which 100 million shares shall be common stock, $.01 par value, and 5 million shares shall be preferred stock, $.01 par value." 3. The number of shares of the Corporation outstanding and entitled to vote on this Amendment is 5,839,250. 4. This Amendment was recommended by the Board of Directors and approved by a vote of 3,615,000 shares, which constitutes a majority vote of the stockholders of the class of stock outstanding and entitled to vote thereon. IN WITNESS WHEREOF, the undersigned has executed this Certificate of Amendment of the Articles of Incorporation of Delta International Mining & Exploration, Inc. as of the 27th day of September, 2002. DELTA INTERNATIONAL MINING & EXPLORATION, INC. By: /s/ Gary L. Boyd ------------------------------------ Gary L. Boyd, President -5-