**STATE
      OF DELAWARE**


**CERTIFICATE
      OF AMENDMENT**


**OF**


**CERTIFICATE
      OF INCORPORATION**


**OF**


**INTERNATIONAL
      IMAGING SYSTEMS, INC.**




INTERNATIONAL
      IMAGING SYSTEMS, INC., a Delaware corporation (the "Corporation"), does hereby
      certify that:




**First:** That the
      Board of Directors of International Imaging Systems, Inc. (the “Corporation”) by
      unanimous written consent dated as of March 14, 2007, adopted resolutions
      setting forth proposed amendments to the Certificate of Incorporation of the
      Corporation as hereinafter amended, declaring such amendments to be advisable
      and calling for the submission of such amendments to the stockholders of the
      Corporation for consideration thereof. The resolutions setting forth the
      proposed amendments are as follows:




Resolved,
      that the Certificate of Incorporation of the Corporation be amended by changing
      Article thereof numbered “Fourth” so that, as amended, said Article shall be and
      read as follows:





“Article
      FOURTH.  On
      March
      14, 2007 the corporation’s board of directors and a majority of the shareholders
      entitled to vote on the action approved a 30 to 1 reverse stock split to be
      effective at 5:00 p.m. on June 1, 2007 or as soon as the Corporation completes
      filing the an amendment to its articles of incorporation (the “Split Effective
      Date”), each 30 shares of the corporation’s capital stock issued and outstanding
      immediately prior to the Split Effective Date (the “Old Stock”) shall
      automatically reclassified and changed into one share without any action on
      part
      of the holder thereof, which the Corporation shall be authorized to issue
      immediately subsequent to the Split Effective Date (the “New Stock”). Each
      holder of a certificate or certificates which immediately prior to the Split
      Effective Date represented outstanding shares of Old Stock (the “Old
      Certificates”) shall, from and after the Split Effective Date, be entitled to
      receive upon surrender of such Old Certificates to the Corporation’s transfer
      agent for cancellation, a certificate or certificates (the “New Certificates”)
      representing the shares of New Stock into which the shares of Old Stock formerly
      represented by such Old Certificates so surrendered are reclassified under
      the
      terms hereof. No fractional shares of New Stock of the Corporation shall be
      issued. The Corporation shall not recognize on its stock record books any
      purported transfer of any fractional share of Common Stock of the Corporation.
      Instead, any fractional share shall be rounded to the next whole
      share.





This
      Corporation is authorized to issue the following New Stock:




(a)  The
      total
      number of shares which the Corporation shall have authority to issue is Eighty
      Million (80,000,000), consisting of Seventy-Nine Million (79,000,000) shares
      of
      Common Stock, par value $.0001 per share, (hereafter called the “Common Stock”),
      and One Million (1,000,000) shares of Preferred Stock, par value $.001 per
      share, (hereinafter called the “Preferred Stock”).




(b)  Shares
      of
      Preferred Stock may be issued from time to time in one or more series as may
      be
      established from time to time by resolution of the Board of Directors of the
      Corporation (hereinafter the “Board”), each of which series shall consist of
      such number of shares and have such distinctive designation or title as shall
      be
      fixed by resolution of the Board prior to the issuance of any shares of such
      series. Each such class or series of Preferred Stock shall have such voting
      powers, full or limited, or no voting powers, and such preferences and relative,
      participating, optional or other special rights and such qualifications,
      limitations or restrictions thereof, as shall be stated in such resolution
      of
      the Board providing for the issuances of such series of Preferred
      Stock.”












**Second:** That
      thereafter, pursuant to **§** 228
      of
      the General Corporation Law of the State of Delaware, consents approving the
      amendments set forth above were signed by holders of outstanding voting stock
      having not less than the minimum number of votes that would be necessary to
      authorize or take such action at a meeting on such date at which all shares
      entitled to vote thereon were present and voted.




**Third:** That
      said amendments were duly adopted in accordance with the provisions of **§** 242
      of
      the General Corporation Law of the State of Delaware.




**Fourth:** That
      the
      capital of the Corporation shall not be reduced under or by reason of said
      amendments.





IN
      WITNESS WHEREOF, the undersigned have executed this Certificate this
      10 th day of June, 2006. The effective date for this amendment shall be June 15,
      2007.










By:(Authorized
                Officer)Name:John
                Vogel, President, Chief Executive
                Officer


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