EXHIBIT 3B

              CERTIFICATE OF AMENDMENT OF ARTICLES

                        OF INCORPORATION
        (Before Payment of Capital or Issuance of Stock)

        I, Thomas C. Cook, Esq. (Sole Original Incorporator),
        certify that:

        1.  They  constitute at least two-thirds of the  original
   incorporators  of  ATR  Search  Corporation  (C5191-2001),   a
   Nevada corporation.

        2.  The original Articles were filed in the Office of the
   Secretary of State on March 2, 2001.

        3. As of the date of this certificate, no stock of the
corporation has been issued.

        4.  They  hereby  adopt the following amendments  to  the
   articles of incorporation of this corporation:

             ARTICLE 1 is amended to read as follows:

   4.  Authorized Shares:

        The  aggregate  number  of shares which  the  corporation
   shall  have  authority to issue shall consist  of  100,000,000
   shares  of  Common  Stock  having  a  $.001  par  value,   and
   5,000,000 shares of Preferred Stock having a $.001 par  value.
   The  Common  Stock and Preferred Stock of the Company  may  be
   issued  from  time  to  time without  prior  approval  by  the
   stockholders.  The  Common Stock and Preferred  Stock  may  be
   issued  for  such consideration as may be fixed from  time  to
   time  by  the  Board of Directors. The Board of Directors  may
   issue  such share of Common Stock and Preferred Stock  in  one
   or   more  series,  with  such  voting  powers,  designations,
   preferences  and  rights  or  qualifications,  limitations  or
   restrictions  thereof as shall be stated in the resolution  or
   resolutions.

   DATED:   May 4, 2001
                                      /S/ Thomas C. Cook
                                      Thomas C. Cook, Esq.

        This instrument was acknowledged
        before me on this 4th day of May, 2001
        by Thomas C. Cook, Esq.



        /s/ Mattew J. Blevins
        (Notary Public Signature)