STATE OF DELAWARE
                     CERTIFICATE OF AMENDMENT
                 OF CERTIFICATE OF INCORPORATION



GK Intelligent Systems, Inc. (Corporation), 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 GK
      Intelligent 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 majority stockholders of said corporation for
      consideration thereof.  The resolution setting forth the proposed
      amendment is as follows:

            RESOLVED:  that the Certificate of Incorporation of GK
      Intelligent Systems, Inc. be amended by changing the Article thereof
      numbered 1(one) so that, as amended, said Article I shall be and read
      as follows:

          The name of the Corporation is M Power Entertainment Inc.

            SECOND:  That thereafter, pursuant to resolution of its Board of
      Directors, a special meeting of the majority stockholders of GK
      Intelligent Systems, Inc. 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 said Amendment was duly adopted in accordance with
      the provisions of Section 242 of the General 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 corporation has caused this certificate to be signed
this tenth day of May, 2005.


      /s/ Gary F. Kimmons
By: ______________________________
Gary F. Kimmons
CEO, President
GK Intelligent Systems, Inc.