STATE OF DELAWARE
SECRETARY OF STATE
DIVISION OF CORPORATIONS
FILED O9:00AM 03/17/2000
001138491 - 3117633


                                STATE OF DELAWARE
                            CERTIFICATE OF AMENDMENT
                         OF CERTIFICATE OF INCORPORATION


                         DAEDALUS BUILDING SYSTEMS, INC.
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A  corporation  organized  and  existing  under  and by  virtue  of the  General
Corporation Law of the State of Delaware. DOES HEREBY CERTIFY:

FIRST: That at a meeting of the Board of Directors of Daedalus Building Systems,
Inc.  Resolutions  were duly adopted  setting forth a proposed  amendment of the
Certificate of Incorporation of said corporation, declaring said amendment to Be
advisable  and calling a meeting of the  stockholders  of said  corporation  for
Consideration  thereof.  The resolutions setting forth the proposed amendment is
as follows:  RESOLVED, that the certificate of Incorporation of this corporation
be amended By changing the Article  thereof  numbered  "one" so that, as Amended
said Article shall be and read as follows:

Amendment: The name of the corporation be changed to Daedalus Systems, Inc.

SECOND:  That  thereafter,  pursuant to resolution of its Board of Directors,  a
Special meeting of the stockholders of said corporation was duly called and held
Upon notice in accordance with Section 222 of the General Corporation Law of The
state of Delaware at which meeting the necessary number of shares as required by
statute were voted in favor of the amendment.

THIRD: That  saidamendment was duly adopted in accordance with the Provisions of
Section 242 of the General Corporation Law of the State of Delaware.

FOURTH: That the capital of said corporation shall not be reduced under or by
Reason of said amendment.

IN WITNESS  WHEREOF,  said Edward A. McCulloch Has caused this certificate to be
signed by E.A. McCulloch, an Authorized Officer, This Third day of March 2000

                                               By: /s/   E.A. McCulloch
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                                                         Authorized Officer

                                             Title: Director and President
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                                              Name: E.A. McCulloch
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