Exhibit 3.1  CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF THE DOE RUN RESOURCES CORPORATION  UNDER SECTION 805 OF THE BUSINESS CORPORATION LAW  The undersigned,
Executive Vice President and Chief Financial and Administrative Officer of The
Doe Run Resources Corporation, a corporation organized and existing under the
Business Corporation Law of the State of New York (the Corporation), hereby
certifies that:  First.  The name of the Corporation is The Doe Run
Resources Corporation.  Second.  The Certificate of Incorporation of the
Corporation was filed by the Department of State of New York on April 2,
1981 under the name Fluor Acquisition Corporation and amendments to the
Certificate of Incorporation were subsequently duly filed and recorded.  Third.  The Certificate of Incorporation is hereby
amended:  (a)To
change the purpose of the Corporation;  (b)To
increase the total number of shares which the Corporation is authorized to
issue from three thousand five hundred (3,500) of which two thousand five
hundred (2,500) are preferred, having a par value of $1,000 per share and one
thousand (1,000) common shares, having a par value of $0.10 per share to 6,667
shares; 5,000 shares preferred, par value of $1,000 per share and 1,667 shares
of common at $0.10 par value;  (c)To
include definitions.  To accomplish such Amendments, the Certificate of
Incorporation is amended to read as follows:  SECOND:  The purposes for which the Corporation is
formed are:  (a)           To acquire by
purchase, subscription, or otherwise, and to hold, sell, assign, transfer,
exchange, lease, mortgage, pledge, or otherwise dispose of, any shares of the
capital stock of, or voting trust certificates for any shares of the capital
stock of, or any bonds or other securities or evidences of indebtedness issued
or created by, this Corporation or any other  
   corporation or association, organized under the laws of the State of
New York or of any other state, territory, district, colony or dependency of
the United States of America or under the laws of any foreign country; to pay
therefor in cash or property or to issue in exchange therefor shares of the
capital stock, bonds or other obligations of this Corporation; and while the
owner or holder of any such shares of capital stock, voting trust certificates,
bonds, or other obligations, to possess and exercise in respect thereof any and
all the rights, powers and privileges of individual holders, including the
right to vote on any shares of stock so held or owned.  (b)           To organize subsidiary
corporations and to convey and assign all or any part of its assets to any such
subsidiary corporation or corporations in exchange for shares of the capital
stock or other securities or evidences of indebtedness of such subsidiary
corporation or corporations.  (c)           To acquire from time
to time, in exchange for shares of the capital stock of this Corporation as
herein fixed or as may hereafter be increased, such property or shares of the
capital stock of any other corporation or corporations, as the Board of
Directors shall deem of advantage to this Corporation, at such valuation of the
property or shares so acquired as in the judgment of said Board of Directors
shall be fair and just.  (d)           To purchase, lease
or otherwise acquire, in whole or in part, the business, good will, rights,
franchises and property of every kind, and to acquire the whole or any part of
the assets or assume the whole or any part of the liabilities, of any person,
firm, association, or corporation, and to pay therefor in cash or in stock or
bonds, or any other evidences of indebtedness of this Corporation or otherwise;
to hold on in any manner, use or dispose of the whole or any part of the
business, good will, rights, franchises or property so acquired and to exercise
all the powers necessary or incidental to the conduct of such business.  (e)           To borrow or raise
monies for any of the purposes of this Corporation, issue bonds, debentures,
notes or other obligations of any nature, or in any manner, for monies so
borrowed, and to secure the payment thereof and of the interest thereon by
mortgage upon, or pledge or conveyance or assignment in trust of, the whole or
any part of the property of this Corporation, real or personal, including
contract rights, whether at the time owned or thereafter acquired, and to sell
or pledge such bonds or notes or other obligations of this Corporation for its
corporate purposes.  2 
   (f)            To aid, in any
manner, any corporation or association any of whose shares of stock, bonds or
other evidences of indebtedness are held by or for this Corporation, or in
which, or in the welfare of which, this Corporation shall have any interest,
and to do any acts or things designed to protect, preserve, improve or enhance the
value of any such shares of stock, bonds or evidences of indebtedness, or the
property of this Corporation.  (g)           To guarantee the
payment of dividends upon any shares of the capital stock of, or the
performance of any contract by, any other corporation or association in which,
or in the welfare of which, this Corporation has an interest, and to endorse or
otherwise guarantee the payment of the principal and interest, or either, of
any bonds, debentures, notes, securities, or other evidences of indebtedness
created or issued by any such other corporation or association.  (h)           To carry out all or
any part of the foregoing objects as principal, factor, agent, broker,
contractor, nominee or otherwise, either alone or in conjunction with any
person, firm, association or other corporation and in any part of the world;
and in carrying on its business and for the purpose of attaining or furthering
any of its objects, to make and perform contracts of any kind and description,
and to do anything and everything necessary, suitable, convenient or proper for
the accomplishment of any of such purposes herein enumerated.  (i)            To lend its
uninvested funds from time to time to such extent, on such terms and on such
security, if any, as the Board of Directors of the Corporation may determine.  (j)            Subject to the
limitations prescribed by statute and in furtherance of its corporate business,
to pay pensions, establish and carry out pension, profit sharing, share bonus,
share purchase, share option, savings, thrift and other retirement, incentive
and benefit plans, trusts and provisions for any and all of its directors,
officers and employees.  (k)           To remunerate, in
cash, shares of stock, bonds or other securities of evidences of indebtedness
or otherwise, any person, firm, syndicate, association or corporation, for
services rendered, directly or indirectly, in selling, placing, or guaranteeing
the selling or placing of any shares of the capital stock, bonds, debentures,
or other securities or evidences of indebtedness, issued, owned or controlled
by this Corporation, or by any other corporation in which this Corporation is
interested, or in connection with the formation, promotion, or operation of
this  3 
   Corporation, or of any other corporation in which this Corporation is
interested, or in connection with the conduct of the business or affairs or the
protection of the property and interests of this Corporation.  (l)            To conduct its
business in all its branches at one or more offices in the State of New York
and in any or all other states, territories, districts, colonies and
dependencies of the United States of America and in any or all foreign
countries; and to hold, possess, purchase, lease, mortgage and convey real and
personal property and to maintain offices and agencies either within or outside
the State of New York.  (m)          To engage in any
lawful act or activity for which corporations may be organized under the
Business Corporation Law of the State of New York, but not to engage in any act
or activity requiring the consent or approval of any state official,
department, board, group or other body without such consent or approval first
being obtained.  For the
accomplishment of the aforesaid purposes, and in furtherance thereof, the
Corporation shall have and may exercise all of the powers conferred by the
Business Corporation Law upon corporations formed thereunder, subject to any
limitations contained in Article 2 of said law or in accordance with the
provisions of any other statute of the State of New York.  THIRD:  To
increase the total number of shares which the Corporation is authorized to
issue, ARTICLE THIRD is amended to read in full as follows:  Third.  The aggregate number of shares which the
Corporation shall have authority to issue is 6,667 shares.  The Corporation may issue 5,000 shares of
Preferred Stock, of the par value of $1,000 per share, and 1,667 shares of
Common Stock, $.l0 par value.  The
designation of each class and a statement of the relative rights, preferences
and limitations of the shares thereof is a follows:  A.            Preferred
Stock.  1.             Designation.  The 5,000 shares of Preferred Stock shall be
designated Series A Redeemable Preferred Stock.  The powers,
preference rights, restrictions and other matters relating to the Series A
Redeemable Preferred Stock are as follows:  4 
   2.Dividends.  (a)           Subject to
Section 2(b) below, when, as and if declared by the Board of Directors,
any holder of the outstanding shares of Series A Redeemable Preferred Stock
shall be entitled to receive dividends, out of any assets of the Corporation
legally available therefor; provided, however, that dividends at the rate of
12.5% of the Liquidation Value per share per annum shall be paid in kind (to
the extent not otherwise paid in cash) on each share of Series A Redeemable
Preferred Stock.  (b)           Until the Senior
Secured Credit Facility is repaid in full or replaced and the Warrants are
settled or have expired in accordance with their terms, any and all such
dividends may only be paid in kind pursuant to the provisions of
Section 2(a) above.  (c)           The Series A
Redeemable Preferred Stock shall rank with respect to dividend rights prior and
in preference to the Common Stock and any other class or series of Preferred
Stock.  3.Liquidation
Preference.  (a)           In the event of a
Liquidation Event, whether voluntarily or involuntarily, any holder of the
Series A Redeemable Preferred Stock shall be entitled to receive, prior and in
preference to any distribution of any of the assets or surplus funds of the
Corporation to the holders of all other classes of capital stock of the
Corporation, an amount (in cash) equal to the Liquidation Value plus all
accrued and unpaid dividends thereon.  (b)           For purposes of this
Section 3, (i) the sale, transfer, or other disposition of all or
substantially all the assets of the Corporation or (ii) the acquisition of
the Corporation by another corporation or entity by consolidation, merger or
other reorganization in which the holders of the Corporations outstanding
voting stock immediately prior to such transaction or any series of related
transactions own, immediately after such transaction or transactions,
securities representing less than 50% of the voting power of the corporation or
other entity surviving such transaction or transactions, shall be treated as a
Liquidation Event and shall entitle any holder of the Series A Redeemable
Preferred Stock to receive at the closing the amount of cash as specified in
Section 3(a).  5 
   4.Voting
Rights and Protective Provisions.  (a)The
Corporation shall not, without the unanimous consent of each holder of the
Series A Redeemable Preferred Stock, take any action with respect to any matter
affecting the rights and preferences of the Series A Redeemable Preferred Stock
except as required by the Investor Rights Agreement.  (b)The
Corporation shall not, except as required by the Investor Rights Agreement,
without the unanimous consent of each holder of the Series A Redeemable
Preferred Stock being obtained in advance, take any of the following actions:  (i)            amend or alter or
repeal of any provision of the Corporations Certificate of Incorporation or
By-Laws in a manner that adversely affects the voting powers, preferences or
other special rights, privileges, qualifications, limitations or restrictions
of the Series A Redeemable Preferred Stock;  (ii)           enter into any
agreement regarding (A) any merger, consolidation, reorganization or other
acquisition of the Corporation (other than a merger, consolidation
reorganization or other acquisition where the Corporation is the surviving
Corporation and the holders of at least fifty percent (50%) of the outstanding
voting securities of the Corporation prior to such merger, consolidation,
reorganization or other acquisition hold at least fifty percent (50%) of the
voting power of the surviving Corporation) or (B) any sale of all or
substantially all of the assets of the Corporation;  (iii) issue any other class of debt or equity securities of the
Corporation;  (iv)          increase or decrease
(other than by redemption) the authorized number of shares of Common Stock or
Preferred Stock;  (v)           authorize or
designate, whether by reclassification or otherwise, any new class or series of
stock or any other securities convertible into equity securities of the
Corporation ranking senior to the Series A Redeemable Preferred Stock in right
of redemption, liquidation preference, voting or dividends, or authorize or
designate any increase in the number of any such new class or series;  (vi)          redeem, purchase,
pay dividends (other than dividends payable solely in shares of Common Stock)  6 
   or make other distributions with respect to any other stock of the
Corporation (except for acquisitions of Common Stock by the Corporation
pursuant to agreements which permit the Corporation to repurchase such shares
upon termination of services to the Corporation or in exercise of the
Corporations right of first refusal upon a proposed transfer);  (vii)         voluntarily
dissolve, liquidate, reorganize for the benefit of its creditors or authorize
the institution of any bankruptcy of the Corporation;  (viii)        alter or diminish
the rights, preferences, privileges and powers of the Series A Redeemable
Preferred Stock; or  (ix)           take any action to
reclassify any outstanding shares of the Corporations capital stock into
shares having preference or priority as to dividends or assets senior to or on
parity with the preferences of the Series A Redeemable Preferred Stock.  5.Redemption.  The Corporation, at any time after the date which is six months after
the maturity date of the Senior Subordinated Notes, will, at the option of any
holder of the Series A Redeemable Preferred Stock, redeem all or any part of
the Series A Redeemable Preferred Stock, for an amount equal to the Liquidation
Value plus all accrued and unpaid dividends accrued thereon.  6.Surrender
of Certificates.  In connection with any redemption of shares of Series A Redeemable
Preferred Stock, the redemption payment shall be payable only upon surrender of
the certificates for the shares to be redeemed.  If less than all of the shares represented by a surrendered
certificate are to be redeemed, the Corporation will forthwith issue one or
more certificates evidencing the shares which shall not have been so redeemed.  B.Common
Stock.  1.Designation.  The 1,667 shares of Common Stock shall be
designated Common Stock.  2.Dividends.  So long as no dividends on the Series A
Redeemable Preferred Stock shall be accrued and unpaid, the holders of Common
Stock shall be entitled to receive such  7 
   dividends as may be declared thereon by the Board of Directors of the
Corporation in its discretion out of any funds or assets of the Corporation
lawfully available for the payment of such dividends.  3.Distribution of
Assets.  In the event of any Liquidation
Event, or any reduction of its capital, resulting in a distribution of its
assets to stockholders, whether voluntary or involuntary, then, after there
shall have been paid or set apart for any holder of the Series A Redeemable
Preferred Stock the full preferential amounts to which they are entitled, the
holders of the Common Stock shall be entitled to receive as a class, pro rata,
all of the remaining assets of the Corporation available for distribution to
its stockholders.  4.Voting Power.  Subject to the terms and provisions of the
By-Laws of the Corporation, the holders of the Common Stock shall possess
exclusive voting power for the election of directors and for all other purposes
and each holder thereof shall be entitled to one vote for each share thereof.  C.General
Provisions.  1.No holder of any of
the shares of the stock or options, warrants or other rights to purchase stock
or of other securities of the Corporation, shall be entitled as of right to
purchase or subscribe for any unissued stock of any class or any additional
shares of any class to be issued by reason of any increase in authorized
capital stock of the Corporation of any class, or certificates of indebtedness,
debentures or other securities convertible into or exchangeable for stock of
the Corporation of any class, or carrying any right to purchase stock of any
class, but any such unissued stock, additional authorized issue of any stock or
securities convertible into or exchangeable for stock or carrying any right to
purchase stock, may be issued and disposed of pursuant to resolution of the
Board of Directors to such persons, firms, corporations or associations,
whether such holders or others, and upon such terms, as may be deemed advisable
by the Board of Directors in the exercise of its sole discretion.  SEVENTH: 
Definitions.  As used herein, the
following terms shall have the following meanings:  Board of Directors shall mean the Board of
Directors of the Corporation.  Investor Rights Agreement shall mean that
certain Investor Rights Agreement dated October 29, 2002 among the  8 
   Corporation, DR Acquisition Corp., The Renco Group, Inc. and State
Street Bank and Trust Company, as Warrant Agent.  Liquidation Event shall mean any event that
results in liquidation, dissolution or winding up of the Corporation (whether
by merger, sale of all or substantially all assets or sale of stock (but
excluding the pledge of the Capital Stock of the Corporation pursuant to the
Senior Secured Credit Facility)).  Liquidation Value shall mean an amount equal
to $10,000 per share.  Senior Secured Credit Facility shall mean that
certain senior secured credit facility dated October 29, 2002 among the
Corporation, the lenders party thereto and Regiment Capital Advisors, L.L.C.,
as Agent, as amended and in effect from time to time.  Senior Subordinated Notes means the
Corporations 113⁄4% notes due 2008, issued pursuant to that certain indenture
dated October 29, 2002 among the Corporation, the Guarantors named therein
and State Street Bank and Trust Company, as Trustee.  Warrants shall mean warrants exercisable for
up to 40% of the fully diluted common stock of the Corporation, issued to the
lenders under the Senior Secured Credit Facility pursuant to that certain
Warrant Agreement dated October 29, 2002 between the Corporation and State
Street Bank and Trust Company as Warrant Agent, as amended and in effect from
time to time.  Fourth.  The aforesaid amendment was duly authorized
by the unanimous written consent of the Board of Directors in accordance with
Section 708(b) followed by the unanimous written consent of the
shareholder of the Corporation in accordance with the provisions of
Section 6 15(a) of the Business Corporation Law.  9 
   IN WITNESS
WHEREOF, the undersigned has made and signed this Certificate of Amendment of
the Certificate of Incorporation on October 29, 2002 and affirms that the
statements made herein are true under penalties of perjury.   THE DOE RUN
  RESOURCES
  CORPORATIONBy:
  /s/ Marvin KaiserName:
  Marvin KaiserTitle:
  Executive Vice President and
  Chief Financial and
  Administrative Officer  10