EXHIBIT 3.6


                            CERTIFICATE OF AMENDMENT
                                       OF
                              AMENDED AND RESTATED
                          CERTIFICATE OF INCORPORATION
                                       OF
                          INTERPLAY ENTERTAINMENT CORP.

        The  undersigned,  Herve Caen, the Chief Executive  Officer of Interplay
Entertainment Corp. (the "Corporation"), a corporation organized and existing by
virtue of the General Corporation Law (the "GCL") of the State of Delaware, does
hereby certify pursuant to Section 103 of the GCL as to the following:

         1.       The name of the Corporation is Interplay  Entertainment  Corp.
The original  Certificate of Incorporation was filed with the Secretary of State
of the State of Delaware on February 27, 1998.

         2.       Article  5(a)  of the  Amended  and  Restated  Certificate  of
Incorporation  of the Corporation,  as amended,  is hereby amended and restated,
effective as of the date on which the number of directors first fell below seven
(7), to read in its entirety as follows:

                                   "ARTICLE 5

                  (a)      The business and affairs of the Corporation  shall be
managed by or under the  direction  of the Board of Directors  and  elections of
directors need not be by written ballot unless otherwise provided in the Bylaws.
The number of directors  which shall  constitute the whole Board of Directors of
the  Corporation  shall be between  three (3) and nine (9),  unless such minimum
and/or  maximum  number  shall be changed by amendment  to this  Certificate  of
Incorporation.  The exact  number of directors  constituting  the whole Board of
Directors may be changed from time to time by the Board of Directors, within the
limits provided above, in accordance with the Bylaws of the Corporation."

         3.       The   foregoing   amendment   of  the  Amended  and   Restated
Certificate  of  Incorporation  of the  Corporation,  as amended,  has been duly
adopted by the  Corporation's  Board of Directors and Stockholders in accordance
with the provisions of Section 242 of the Delaware General Corporation Law.

                 IN  WITNESS   WHEREOF,   the   undersigned  has  executed  this
Certificate of Amendment of Amended and Restated Certificate of Incorporation as
of the 30 day of June 2008.

                                            /S/ HERVE CAEN
                                            --------------------------
                                            Herve Caen
                                            Chief Executive Officer