EXHIBIT
      3.2








ROSS
      MILLER


Secretary
      of State


204
      North
      Carson Street, Ste. 1


Carson
      City, Nevada 89701-4299


(775)
      634-5708


Website:
      secretaryofstate.biz





**Certificate
      of Amendment**


(PURSUANT
      TO NRS 78.385 AND 78.390)








Certificate
      of Amendment to Articles of Incorporation


For
      Nevada Profit Corporations


(Pursuant
      to NRS 78.385 AND 78.390 - After Issuance of Stock)





1.  Name
      of
      corporation:





Nilam
      Resources Inc.





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





The
      corporation is amending article FOURTH by increasing its authorized shares
      of
      common stock from sixty-nine million (69,000,000) shares at .001 par value,
      to
      three-hundred and forty-five million (345,000,000) shares of common stock at
      .001 par value.





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:


NRS
      78.315(2)





4.  Effective
      date of filing
      (options): 3/5/07





5.  Officer
      Signature (Required):  X      
       /s/ Michael
      Sklavenitis





If
      any
      proposed amendment would alter or change any preference or any relative or
      other
      right given to any class or series of outstanding shares, then the amendment
      must be approved by the vote, in addition to the affirmative vote otherwise
      required of the holders of shares representing a majority of the voting power
      of
      each class or series affected by the amendment regardless of limitations or
      restrictions on the voting power thereof.





IMPORTANT:
      Failure to include any of the above information and submit the proper fees
      may
      cause this filing to be rejected.





*This
      form must be accompanied by appropriate fees.*





**AMENDMENT**


**TO
      THE**


**ARTICLES
      OF INCORPORATION**


**OF**


**NILAM
      RESOURCES INC.**








TO
      THE
      SECRETARY OF STATE OF THE STATE OF NEVADA:





Pursuant
      to the provisions of the Nevada business corporation law [Title 7, Chapters
      78.207(1) and 78.320(2)], Nilam Resources Inc., a Nevada corporation, adopts
      the
      following Amendment to its Articles of Incorporation by the repeal of the Fourth
      article thereof in its entirety. The new Fourth article is as
      follows:





“FOURTH.
      The total number of shares of all classes of capital stock which the Corporation
      is authorized to issue is 345,000,000 shares of common stock, each share having
      a par value of $.001 (the “Common Stock”), and 1,000,000 shares shall be
      preferred stock, each share having a par value of $.001 (the “Preferred Stock”).
      No other class of shares shall be authorized. The company may from time to
      time
      issue said shares for such consideration as the Board of directors may
      fix.”





This
      Amendment to the Articles of Incorporation was approved by the board of
      directors of the corporation February 26, 2007.





Nilam
      Resources Inc.








By: /s/
      Michael Sklavenitis


Michael
      Sklavenitis


Chairman
      of the Board of Directors, Secretary and


Treasurer