Exhibit 3.1(b)

                              ARTICLES OF AMENDMENT
                                     TO THE
                            ARTICLES OF INCORPORATION
                                       OF
                              EAGLE BROADBAND, INC.

         Pursuant to the provisions of Article 4.04 of the Texas Business
Corporations Act, the undersigned corporation adopts the following Articles of
Amendment to its Articles of Incorporation:

                                   ARTICLE ONE

         The name of the corporation is Eagle Broadband, Inc.

                                   ARTICLE TWO

         On February 17, 2004, the shareholders of the Corporation adopted an
amendment to the Articles of Incorporation increasing the number of authorized
shares of common stock which may be issued by the Corporation from 200,000,000
shares to 350,000,000 shares. The amendment alters Article IV, specifically
paragraph one of the Corporation's Articles of Incorporation, to read as
follows:

                                   ARTICLE IV.

         The total number of shares of stock which the Corporation shall have
authority to issue is 350,000,000 shares of common stock, par value $.001 per
share ("Common Stock" and 5,000,000 shares of preferred stock, par value $.001
per share ("Preferred Stock").

                                  ARTICLE THREE

         Each statement made by these Articles of Amendment has been effected in
conformity with the provisions of the Texas Business Corporations Act. These
Articles of Amendment to the Articles of Incorporation were adopted by the
Shareholders of the corporation on February 17, 2004 and shall be effective upon
filing with the Secretary of State.

                                  ARTICLE FOUR

         The number of shares of the Company outstanding at the time of the
adoption was 188,240,608 shares of common stock and the number of shares
entitled to vote on the amendment was 188,240,608 shares of common stock.

                                  ARTICLE FIVE

         The holders of 176,042,144 shares outstanding and entitled to vote on
the amendment voted at the annual meeting of the shareholders of the
shareholders held on February 17, 2004.

                                       EAGLE BROADBAND, INC.



                                       By: /s/ David Weisman
                                          --------------------------------------
                                             David Weisman, President