Exhibit 3.1a

                            CERTIFICATE OF AMENDMENT
                                       OF
                          CERTIFICATE OF INCORPORATION
                                       OF
                               DELTA MUTUAL, INC.

         Pursuant to Section 242 of the General Corporation Law of the State of
Delaware, Delta Mutual, Inc. (the "corporation"), a corporation organized and
existing under the General Corporation Law of the State of Delaware, does hereby
certify:


         FIRST: That the Board of Directors of the corporation on June 14, 2004,
adopted resolutions proposing and declaring advisable the following amendment to
the Certificate of Incorporation of the corporation:


         RESOLVED, that the Board of Directors declares advisable, and
recommends to the stockholders for adoption, the following amended Fourth
Article to replace, in its entirety, the Fourth Article of the corporation's
Certificate of Incorporation:

                  FOURTH: The total number of shares of stock which the
         corporation shall have authority to issue is One Hundred Million
         (100,000,000) shares of Common Stock, having a par value each of
         One-hundredth of One Cent ($0.0001) per share.


         SECOND: That the amendment was fully approved and adopted by the
affirmative vote of the majority of outstanding shares of Common Stock at the
Annual Meeting of Stockholders held on August 30, 2004, in accordance with the
provisions of Sections 211 and 242 of the General Corporation Law of the State
of Delaware.

         IN WITNESS WHEREOF, the corporation has caused this Certificate of
Amendment of Certificate of Incorporation to be signed by its President and
attested to by its Secretary this 1st day of September, 2004.

                                        Delta Mutual, Inc.


                                        By: /s/ Peter F. Russo
                                        ------------------------------
                                        President
ATTEST:


/s/ Martin G. Chilek
----------------------------
Assistant Secretary