Exhibit 3.3

                              Amendments to Bylaws

RESOLVED, THAT, ARTICLE IV, SECTIONS 4.01 and 4.04 be, and they each hereby is,
deleted in their entirety and a new SECTIONS 4.01 and 4.04 be, and each hereby
is, adopted to read as follows:

         "4.01. Number and Qualification. The officers of the corporation may
         consist of a Chief Executive Officer, a President, a Chief Operating
         Officer, one or more Vice Presidents, a Secretary and a Treasurer and
         such other officers and assistant officers as may be elected by the
         Board of Directors. The officers of the Corporation shall be elected by
         the Board of Directors at its annual meeting or as soon there after as
         conveniently possible. New or vacated offices may be filled at any
         meeting of the Board of Directors. Any two or more offices may be held
         by the same person. No officer or agent need be a shareholder, a
         director, or a resident of the United States.

         "4.04. President. Subject to the authority of the CEO, the President
         shall also have general and active management of the business and
         affairs of the Corporation. The President shall perform all duties
         incident to the office of President and such other duties as may be
         prescribed by the Board of Directors from time to time. In the absence
         or disability of the CEO, he shall perform the duties of CEO on a
         temporary basis until the Board of Directors acts to replace the CEO
         and/or President."

RESOLVED, that ARTICLE IV, SECTIONS 4.10 and 4.11 be, and each hereby is,
adopted to read as follows:

         "4.10. Chief Executive Officer. The Chief Executive Officer ("CEO")
         shall be the principal executive officer of the Corporation and shall
         have general and active management of the business and affairs of the
         Corporation and may sign, with the Secretary or an Assistant Secretary,
         certificates for shares of the Corporation, any deeds, mortgages,
         bonds, contracts, or other instruments which the Board of Directors has
         authorized to be executed, except in cases where the signing and
         execution thereof shall be expressly delegated by the Board of
         Directors or by these Bylaws to some other officer or agent of the
         Corporation, or shall be required by law to be otherwise signed or
         executed. Unless the Board of Directors elects a Chairman, the CEO
         shall preside at all meetings of the Shareholders and of the Board of
         Directors. The CEO shall see that all orders and resolutions of the
         Board of Directors are carried into effect, and shall perform all
         duties incident to the office of CEO and such other duties as may be
         prescribed by the Board of Directors from time to time.

         "4.11. Chief Operating Officer. The Chief Operating Officer ("COO") of
         the Corporation shall have charge of the daily business operations of
         the Corporation. He shall carry out the duties assigned to him as
         prescribed from time to time by the Board of Directors. In the absence
         or disability of the CEO and the President, he shall perform the duties
         of CEO on a temporary basis until the Board of Directors acts to
         replace the CEO and/or President."