ANNEX D
                       AMENDMENT TO THE

                 ARTICLES OF INCORPORATION OF

                  BOOK CORPORATION OF AMERICA


     Book Corporation of America, a corporation organized under
the laws of the State of Utah, hereby adopts the following
Amendments to its Articles of Incorporation pursuant to the
provisions of the Utah Revised Business Corporation Act, Section
16-10a-1006.
                                     I
     The Articles of Incorporation shall be amended to read as
follows:
                        ARTICLE I - CORPORATE NAME
     The name of the corporation shall be: Secured Diversified
Investment, Ltd.
                                    II
                 ARTICLE IV - AUTHORIZED SHARES
     The authorized Capital Stock of the Corporation is One
Hundred Million (100,000,000) shares of Common Stock, $.001 par
value per share. The authorized Preferred Stock of the
Corporation is Fifty Million (50,000,000) shares, $.01 par value
per share, which may be issued in one or more series, with
designations, rights and privileges of such Preferred Stock as
set by the Board of Directors.
                                    III
     The date of the adoption of the foregoing amendments by the
shareholders was ______________, 2002.  The number of shares
outstanding in the Corporation and entitled to vote, as of the
record date, on the amendment was 2,349,540.  All stock in the
Corporation is entitled to one vote per share for each matter
coming before a vote of the shareholders.

                               V
     The number of shares that voted in favor of the above
amendments was 2,000,000.  The number of shares that voted
against the above amendments was -0-.
     Dated this ____ day of _____, 2002.
                                   BOOK CORPORATION OF AMERICA

                                   By:
_______________________________
                                          Ronald Robinson,
President