EXHIBIT 3.3

                            CERTIFICATE OF AMENDMENT
                                       TO
                          CERTIFICATE OF INCORPORATION
                                       OF
                             Sun Network Group, Inc.

         Sun Network Group, Inc. (the "Corporation") a corporation organized and
existing under and by virtue of the General Corporation Law of the State of
Florida, DOES HEREBY CERTIFY:

         FIRST: That the Board of Directors of the Corporation, in lieu of
meeting by consent, adopted the following resolution:

         RESOLVED that the Board of Directors hereby declares it advisable and
         in the best interest of the Corporation that Article III of the
         Certificate of Incorporation be superceded and replaced as follows:

         Capital Stock. The Corporation is authorized to issue two classes of
         stock. One class of stock shall be Common Stock, par value $0.001. The
         second class of stock shall be Preferred Stock, par value $0.001. The
         Preferred Stock, or any series thereof, shall have such designations,
         preferences and relative, participating, optional or other annual
         rights and qualifications, limitations or restrictions thereof as shall
         be expressed in the resolution or resolutions providing for the issue
         of such stock adopted by the board of directors and may be made
         dependent upon facts ascertainable outside such resolution or
         resolutions of the board of directors, provided that the matter in
         which such facts shall operate upon such designations, preferences,
         rights and qualifications; limitations or restrictions of such class or
         series of stock is clearly and expressly set forth in the resolution or
         resolutions providing for the issuance of such stock by the board of
         directors.

         The total number of shares of stock of each class which the Corporation
         shall have authority to issue and the par value of each share of each
         class of stock are as follows:

         Class             Par Value        Authorized Shares          Total
         -----             ---------        -----------------          -----
         Common             $0.001             200,000,000            $200,000
         Preferred          $0.001              10,000,000              10,000
                                               -----------            --------
         Totals:                               210,000,000            $210,000
                                               ===========            ========


         RESOLVED, that the appropriate corporate officers be, and each of them
         with full authority to act without the others hereby is, authorized and
         directed for and on behalf of the Corporation to take or cause to be
         taken any and all actions, to execute and deliver any and all
         certificates, instructions, requests, or other instruments, and to do
         any and all things which, in any such officer's judgment, may be
         necessary or desirable to effect each of the foregoing resolutions and
         to carry out the purposes thereof, the taking of any such actions, the
         execution and delivery of any such certificates, instructions,
         requests, or instruments, or the doing of any such things to be
         conclusive evidence of their necessity or desirability.

         SECOND: That the aforesaid amendment has been consented to and
authorized by the holders of a majority of the issued and outstanding stock
entitled to vote by written consent given in accordance with the provisions of
Section 607.1003 of the General Corporation Law of the State of Florida.

         IN WITNESS WHEREOF, the Corporation has caused this Certificate to be
signed this 10th day of June 2003.



                                        By:    /s/ T. Joseph Coleman
                                        Name:  T. Joseph Coleman
                                        Title: President