CERTIFICATE OF AMENDMENT

                                       OF

                          CERTIFICATE OF INCORPORATION

                                       OF

                       INTERNATIONAL SMART SOURCING, INC.

     International  Smart  Sourcing,  Inc, a corporation  organized and existing
under and by virtue of the General Corporation Law of the State of Delaware (the
"Corporation"), DOES HEREBY CERTIFY:

     FIRST: That the Board of Directors of the Corporation,  by a meeting of its
members,  adopted a resolution  proposing and declaring  advisable the following
amendment to the Certificate of Incorporation of the Corporation:

                           RESOLVED,  that the Certificate of  Incorporation  of
                           International  Smart  Sourcing,  Inc.  be  amended by
                           changing  the  First  Article  thereof  so  that,  as
                           amended, said Article shall be and read as follows:

                                                "The Name of the Corporation is:

                                                     CHINAB2BSOURCING.COM, INC."

     SECOND: Pursuant to an annual meeting and vote of stockholders held on June
15,  2000,  a majority of the  stockholders  have  approved  said  amendment  in
accordance with the provisions of Section 242 of the General  Corporation Law of
the State of Delaware.

     THIRD: That the aforesaid amendment was duly adopted in accordance with the
applicable  provisions  of Sections  242 of the General  Corporation  Law of the
State of Delaware.

     IN WITNESS  WHEREOF,  said  Corporation  has caused this  certificate to be
signed by Andrew Franzone,  its President and Chief Executive Officer, this 19th
day of June, 2000.

                                             By: _______________________________
                                                     Andrew Franzone