Exhibit 3.7

                           CERTIFICATE OF AMENDMENT TO
                            ARTICLES OF INCORPORATION
                          FOR NEVADA PROFIT CORPORATION
          (Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock)

1. Name of corporation: GameZnFlix, Inc.

2. The  articles  have been  amended as follows  (provide  article  numbers,  if
available):

Article 3 is amended to read as follows:

Number of shares of common stock with par value: 4,000,000,000.

3.  The  vote by  which  the  stockholders  holding  shares  in the  corporation
entitling  them to  exercise at least a majority  of the voting  power,  or such
greater  proportion of the voting power as may be required in the case of a vote
by classes or series, or as may be required by the provisions of the articles of
incorporation  have voted in favor of the  amendment  is:  Consent not  required
under Article 5.

4. Effective date of filing (optional):
                 (must not be later than 90 days after the certificate is filed)


5. Officer Signature (required):           /s/ John Fleming
                                           -------------------------------------
                                           John Fleming, Chief Executive Officer


July 19, 2005.