ARTICLES OF AMENDMENT

                                     TO THE

                          ARTICLES OF INCORPORATION OF

                     INTREPID TECHNOLOGY AND RESOURCES, INC.

          Pursuant  to  Title 30, Chapter 1, Idaho Code, Intrepid Technology and
Resources,  inc. has adopted the following Articles of Amendment to its Articles
of  Incorporation:

                                        I

          The name of the corporation is Intrepid Technology and Resources, Inc.

                                       II

          The  following  amendment to the Articles of Incorporation was adopted
by  the  directors  and  presented  to  the shareholders of the corporation at a
meeting  of  the  shareholders on December 14, 2004, in the manner prescribed by
the  Idaho  Business  Corporation  Act:

          Article  V  of  the  Articles  of Incorporation was amended to read as
          follows:

          The  total number of shares which the corporation shall have authority
          to  issue is: three hundred fifty-five million (355,000,000), of which
          three  hundred  fifty million (350,000,000) shares at the par value of
          $.005 each shall be designated common stock, and of which five million
          (5,000,000)  shares at the par value of $1.00 each shall be designated
          preferred  stock.

          Shares  of  preferred  stock may be issued from time to time in one or
          more  series,  each  of  such  series  to  have  distinctive  serial
          designations  which  may be by distinguishing number, letter, or title
          as  shall  hereafter  be  determined together with such voting powers,
          rights  of  redemption,  dividends  and liquidation preferences all of
          which  shall  hereafter be determined in the resolution or resolutions
          providing  for  the  issue  of  such preferred stock from time to time
          adopted  by  the  Board  of  Directors  of  the  Company,  pursuant to
          authority  so to do which is hereby conferred upon and invested in the
          Board  of  Directors.

                                       III

          The  number  of  shares  of the corporation outstanding at the time of
such  adoption  was 131,005,116 shares of common stock, and the number of shares
entitled  to  vote  thereon  was  120,366,819.



                                       IV

          The  number of shares voted for such amendment was 66,072,004, and the
number  of  shares  voted  against  such  amendment  was  8,038,363.

          DATED this 14th day of December, 2004.

                                 INTREPID TECHNOLOGY AND RESOURCES,
                                 INC.

                                 By : /s/Dennis Keiser
                                      -----------------
                                 Its: President and CEO
                                      -------------------