Exhibit 3.1


                            CERTIFICATE OF AMENDMENT
                                      OF
                          CERTIFICATE OF INCORPORATION
                                      OF
                   TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC.

     Pursuant to the provisions of Section 242 of the Delaware Corporation 
Law, the undersigned, being the President and Secretary of Teletrak Advanced 
Technology Systems, Inc., a Delaware corporation (the "Corporation"), hereby 
certify as follows:

     FIRST: The name of the Corporation is Teletrak Advanced Technology 
Systems, Inc.

     SECOND: The amendments to the Certificate of Incorporation of the 
Corporation effected by this Certificate of Amendment are as follows:

     Paragraph First of the Certificate of Incorporation, relating to the 
name of the Corporation, is hereby amended to read as follows:

          FIRST: The name of the corporation is TELETRAK ENVIRONMENTAL 
          SYSTEMS, INC.

     Paragraph Fourth of the Certificate of Incorporation, relating to the 
authorized capital stock of the Corporation, is hereby amended to read as 
follows:

          FOURTH: The aggregate number of shares of capital stock which the 
Corporation shall have authority is issue shall be thirty million 
(30,000,000), which shall be classified as follows: twenty five million 
(25,000,000) shares of Common Stock (the "Common Stock") and five million 
(5,000,000) shares of Preferred Stock, (the "Preferred Stock") and the par 
value of each such share is $.001. The board of directors may authorize the 
issuance from time to time of the Preferred Stock in one or more series and 
with such designations, preferences, relative, participating, optional and 
other special rights, and qualifications, limitations or restrictions (which 
may differ with respect to each series) as the board may fix by resolution.

     THIRD: That the foregoing amendments to the Certificate of Incorporation 
were duly adopted under Section 242 of the Delaware Corporation Law by the 
affirmative vote of a majority of the outstanding shares entitled to vote 
thereon by written consent dated July 2, 1998, said authorization being 
subsequent to the affirmative vote of the Board of Directors.

     FOURTH: That the capital of the Corporation will not be reduced under or 
by reason of the foregoing amendments.

     IN WITNESS WHEREOF, we hereunto sign our names and affirm that the 
statements made herein are true under penalties of perjury, this 28th day of 
September, 1998.


                                                 /s/ Herbert Pearlman
                                                 ----------------------------
                                                 President - Herbert Pearlman

ATTEST:


/s/ David Lawi
- -----------------------
Secretary - David Lawi