Exhibit 3.0

FILED # C-7407-86
November 21, 2002
In the Office of Dean Heller
Secretary of State


              CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION
                                       OF
                      URBAN TELEVISION NETWORK CORPORATION

         Pursuant  to the  provisions  of the  Nevada  Revised  Statutes  (NRS),
Chapter 78, the following Certificate of Amendment is submitted for filing:

         FIRST:  The  name  of  the  corporation  is  URBAN  TELEVISION  NETWORK
CORPORATION.

         SECOND:  The  Corporation,  prior  to  the  change  in  the  number  of
authorized shares, is currently  authorized to issue 50,000,000 shares par value
$0.01 common stock and 500,000 shares of par value $1.00  preferred  stock.  The
following  amendment  to Article IV of the  Articles of  Incorporation  of Urban
Television  Network  Corporation was adopted on September 3, 2002, as prescribed
by the Nevada Revised  Statutes,  by a vote of the  shareholders  sufficient for
approval of the Amendment.

         ARTICLE IV,  CAPITAL  STOCK,  is amended  effective  November 28, 2002,
after giving  effect to the reverse  split as set forth in the THIRD  below,  as
follows:

         The first paragraph of Article IV is amended as follows:

         The  aggregate  number  of  shares  which  this  corporation  will have
authority to issue is Two Hundred  Million Five Hundred  Thousand  (200,500,000)
shares as follows:

         (a) Two Hundred Million (200,000,000) shares of Common Stock with a par
         value of $0.0001 per share,
         (b) Five Hundred  Thousand  (500,000)  shares of Preferred Stock with a
         par value of $1.00 per share.

         The  following  paragraphs  of  Article  IV were  not  amended  and are
incorporated  herein by reference to the Articles of  Incorporation  October 20,
1986: paragraphs (b) and (c).

         THIRD:  The  manner  in  which  any  exchange,   reclassification,   or
cancellation of issued shares provided for in the Amendment will be effected, is
as follows:

         Following  the  effective  date  and  time  of the  reverse  split  and
affecting all issued and outstanding  common shares as of November 28, 2002, one
(1) share of common  stock will be issued for each  twenty  (20)  common  shares
previously issued and outstanding. Share certificates representing the pre-split
denominations  may  be  exchanged  for  share   certificates   representing  the
post-split denominations,  at the election of shareholders, and in any case, new
denomination certificates will be issued upon transfer in the ordinary course of
business. Mandatory share certificate exchange is not required.

         In the event, that the reverse split results in fractional  shares, all
fractions will be rounded up to the next whole number.



         The reverse  stock split will be  effective on November 28, 2002 at the
hour of 5:00 o'clock p.m. PST. The  provisions of the articles of  incorporation
of the Corporation regarding the number and par value of the changed shares will
be deemed amended as provided in this certificate at the effective date and time
of change.  No other amendment to the articles of  incorporation is required for
the actions described in this certificate of amendment.

         Under penalty of perjury,  the undersigned  declares that the foregoing
document  was  executed by the  corporation  and that the  statements  contained
therein are true and correct to the best of his knowledge.

         This amendment has been consented to and approved by the unanimous vote
of the board of  directors  and a majority  of  stockholders  holding at least a
majority of each class of stock outstanding and entitled to vote thereon.

Dated this 21st day of November, 2002.

URBAN TELEVISION NETWORK CORPORATION


 /s/ Randy Moseley
------------------
By: Randy Moseley
Title: President


 /s/ Stan Woods
------------------
By: Stan Woods
Title: Secretary