EXHIBIT 3(b)

                                    Amendment
                                     To The
                          Limited Partnership Agreement
                                       of
                               JetStream II, L.P.
<PAGE>


                                    AMENDMENT
                                     TO THE
                          LIMITED PARTNERSHIP AGREEMENT
                                       OF
                               JETSTREAM II, L.P.



      THIS AMENDMENT TO THE Limited  Partnership  Agreement,  dated November 10,
1987 (the "Partnership  Agreement'),  of JETSTREAM II, L.P. (the "Partnership"),
is dated as of November  20,  1999,  is entered  into by and among CIS  Aircraft
Partners,  Inc.,  a Delaware  corporation,  as  Managing  General  Partner,  Jet
Aircraft  Leasing,  Inc.,  a Delaware  corporation,  as  Administrative  General
Partner  (and  together  with  the  Managing  General   Partner,   the  "General
Partners"),  and  each of the  General  Partners  as  attorneys-in-fact  for any
Limited  Partners (other than the Assignor  Limited  Partner),  and CIS Assignor
L.P.A.,  Inc.,  a Delaware  corporation,  as  Assignor  Limited  Partner  and as
attorney  in-fact for Unitholders of the  Partnership.  Terms not defined herein
shall have the meanings ascribed to them in the Partnership Agreement.

      WHEREAS,  the  General Partners have received the requisite consent of the
Limited  Partners and  Unitholders of the Partnership for (1) the sale of all of
the Partnership's  assets and the dissolution of the Partnership pursuant to the
Plan of Liquidation and Dissolution,  dated November 20, 1999; (2) the amendment
of the Partnership Agreement to permit the engagement of the General Partners to
market and sell the assets of the Partnership for a fee pursuant to the terms of
the Joint Marketing  Agreement,  dated July 13, 1999,  among each of the General
Partners  and the  Partnership;  and (3) the grant of  authority  to the General
Partners to take any action  necessary or  incidental  and  consistent  with the
Partnership  Agreement,  the Plan of Liquidation  and  Dissolution and the Joint
Marketing  Agreement  to complete the  foregoing  on the terms  described in the
consent solicitation statement dated October 15, 1999;

      NOW, THEREFORE, in consideration of the premises and the mutual agreements
contained herein, the parties hereto agree to amend the Partnership Agreement as
follows:

      Item 1.
      ------   Section 5.9(e) of the Partnership Agreement is hereby amended and
restated to read in its entirety as follows:

        (e) The Managing General Partner and the  Administrative  General
        Partner shall receive a  non-subordinated  aircraft marketing and
        sales fee in connection  with the  liquidation of the Partnership
        as set forth in the Joint  Marketing  Agreement,  dated  July 13,
        1999,  among the Managing  General  Partner,  the  Administrative
        General Partner and the Partnership.

      Item 2.
      ------  The amendment  herein will  take effect  as of  the date  of this
Amendment.
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      IN WITNESS WHEREOF, CIS Aircraft Partners,  Inc., as the Managing General
Partner,  and  Jet  Aircraft  Leasing,  Inc.,  as  the  Administrative  General
Partner,  and as  attorney-in-fact  for  each and all of the  Limited  Partners
(excluding the Assignor Limited  Partner),  and CIS Assignor  L.P.A.,  Inc., as
the  Assignor  Limited  Partner  and  as  attorney-in-fact   for  each  of  the
Unitholders, have executed this Amendment as of the date first above written.

                                 MANAGING GENERAL PARTNER,
                                 CIS Aircraft Partners, Inc.

                                 By:   /s/ Michael Rosen
                                       -----------------------------------------
                                       Michael Rosen, President


                                 ADMINISTRATIVE GENERAL PARTNER,
                                 Jet Aircraft Leasing, Inc.

                                 By:   /s/ Michael Marron
                                       -----------------------------------------
                                       Michael Marron, President


                                 ASSIGNOR LIMITED PARTNER,
                                 CIS Assignor L.P.A., Inc.

                                 By:   /s/ Michael Rosen
                                       -----------------------------------------
                                       Michael Rosen, President


                                 LIMITED  PARTNERS  (other than the Assignor
                                 Limited Partner)

                                 By:   CIS AIRCRAFT PARTNERS, INC., as
                                       attorney-in-fact for the Limited Partners

                                 By:   /s/ Michael Rosen
                                       -----------------------------------------
                                       Michael Rosen, President


                                 By:   JET AIRCRAFT LEASING INC., as
                                       attorney-in-fact for the Limited Partners

                                 By:   /s/ Michael Marron
                                       -----------------------------------------
                                       Michael Marron, President


                                 UNITHOLDERS

                                 By:   CIS Assignor L.P.A., Inc.
                                       as attorney-in-fact for the Unitholders

                                 By:   /s/ Michael Rosen
                                       -----------------------------------------
                                       Michael Rosen, President