Exhibit 3.5

                              ARTICLES OF AMENDMENT


         1. The name of the corporation is IT Staffing Ltd.

         2. The name of the corporation is changed to (if applicable)

         3. Date of incorporation: 1994 February 11

         4. The articles of the corporation are amended as follows:

                  A. To change the 1,281,667 issued common shares of the
Corporation into 1,677,875.5 issued common shares.

                  B. By removing the restrictions on the transfer of shares of
the Corporation as set forth in subparagraph 4(B) of the Certificate of
Amendment of Articles issued to the Corporation effective April 15, 1998 and
providing that there shall be no restrictions on the transfer of shares of the
Corporation.

                  C. By removing subparagraphs 4(C) and 4(C)(b) of the
Certificate of Amendment of Articles issued to the Corporation effective April
15, 1998.

         5. The amendment has been duly authorized as required by Sections 168 &
170 (as applicable) of the Business Corporations Act.

         6. The resolution authorizing the amendment was approved by the
shareholders/directors (as applicable) of the corporation on 1998 August 6



                                    IT Staffing Ltd.
                                    ---------------------------------------
                                    (name of corporation)



                                    /s/ Declan French
                                    ---------------------------------------
                                    Declan French, President