CERTIFICATE  OF  AMENDMENT

                                 OF

                    ARTICLES  OF  INCORPORATION

                                OF

                     SIERRA  GOLD  CORPORATION


     The  undersigned  being  the  Secretary  of  Sierra  Gold
Corporation,  a  Nevada  Corporation,  hereby  certify  that  by
majority  vote  of  the  Board  of  Directors  and  majority  vote  of  the
stockholders  at  a  meeting  held  on  the  26  August  1993,  it  was
agreed  by  unanimous  vote  that  this  CERTIFICATE  AMENDING  ARTICLES
OF  INCORPORATION  be  filed.

     The  undersigned  further  certify  that  ARTICLES  FOURTH  of  the
original  Articles  of  Incorporation  filed  on  the  25  day  of  August
1993  herein  is  amended  to  read  as  follows:

     RESOLVED  that  Article  Fourth  is  hereby  amended  to  read  as
follows:


     The  total  number  of  authorized  capital  stock  is  increased  to
Twenty  Five  million  (25,000,000)  shares  at  $000.1  par  value  per
share  shall  be  authorized.  Said  shares  at  $.0001  par  value  may
be  issued  by  the  corporation  from  time  to  time  for  such
consideration  as  may  be  fixed  from  time  to  time  by  the  Board  of
Directors.

     RESOLVED  that  the  Corporation  declare  a  500  to  1  forward
stock  split  to  be  effective  September  10,  1993.

     The  undersigned  hereby  certify  that  they  have  on  the  26
August  1993  executed  this  Certificate  Amending  that  original
Articles  of  Incorporation  heretofore  filed  with  the  Secretary  of
State  of  Nevada.


/s/ Barry Somervail
Barry  Somervail,  President