Exhibit 3.2


                            ARTICLES OF AMENDMENT OF
                          ARTICLES OF INCORPORATION OF

                               H.B. FULLER COMPANY

The undersigned, Steven E. Suckow, Assistant Secretary of H.B. Fuller Company, a
Minnesota corporation (the "Company"), hereby certifies:

     (i)  that the first sentence of Article III of the Company's Articles of
          Incorporation has been amended to read in its entirety as follows:

                                   ARTICLE III

     The aggregate number of shares of capital stock which the Corporation shall
have authority to issue is ninety million forty-five thousand nine hundred
(90,045,900) shares, consisting of eighty million (80,000,000) shares of common
stock, par value $1.00 per share (the "Common Stock"), and ten million forty
five thousand nine hundred (10,045,900) shares of preferred stock (the
"Preferred Stock").

     (ii) that such amendment has been adopted in accordance with the
          requirements of, and pursuant to, Chapter 302A of the Minnesota
          Statutes;

    (iii) that such amendment was adopted pursuant to Section 302A.402 of the
          Minnesota Statutes in connection with a division of the Common Stock;
          and

     (iv) that such amendment will not adversely affect the rights or
          preferences of the holders of outstanding shares of any class or
          series of the Company and will not result in the percentage of
          authorized shares that remains unissued after such division exceeding
          the percentage of authorized shares that were unissued before the
          division.

The division giving rise to the amendment set forth above concerns a two for one
split of the Common Stock. Such division is being effected as follows:

     (i)  on the date these Articles of Amendment are filed with the Secretary
          of State of the State of Minnesota (the "Effective Date"), each share
          of Common Stock then outstanding will be split and converted into two
          shares of Common Stock; and

     (ii) commencing on November 16, 2001, the Company's transfer agent and
          registrar will sign and register a certificate or certificates
          representing one share of the authorized but unissued Common Stock of
          the Company for every one share of Common Stock held of record by each
          common stockholder of record as of the Effective Date, and will
          deliver or mail such certificates to each holder.

IN WITNESS WHEREOF, I have subscribed my name this 26th day of October, 2001.



                                       /s/ Steven E. Suckow
                                       -----------------------------------------
                                       Steven E. Suckow, Assistant Secretary